Supplemental Bond Trust Deed
ANNOUNCEMENT
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF BONDHOLDERS. IF BONDHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD IMMEDIATELY CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS.
THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE BONDS. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE BONDS IN A TIMELY MANNER. IF BONDHOLDERS OR BENEFICIAL OWNERS OF THE BONDS ARE IN ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT DELAY.
If you have recently sold or otherwise transferred your entire holding(s) of Bonds referred to below, you should immediately forward this Notice to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.
THE COVENTRY AND RUGBY HOSPITAL COMPANY PLC - RNS ANNOUNCEMENT
THE COVENTRY AND RUGBY HOSPITAL COMPANY PLC (the "Issuer")
£407,239,000
3.246 per cent. Index Linked guaranteed secured bonds due 30 June 2040
(including £35,000,000 variation bonds)
(with authority to issue further bonds)
unconditionally and irrevocably guaranteed as to scheduled payments of principal and interest pursuant to a financial guarantee policy
issued by MBIA ASSURANCE S.A. (succeeded by Assured Guaranty (UK) Ltd)
(the "Bonds")
(ISIN: XSO159152189 Common Code: 015915218)
CPCT Prepayment
In reference to (i) the Project Agreement dated 3 December 2002 between University Hospitals Coventry and Warwickshire National Health Service Trust, Coventry Primary Care Trust (succeeded by Coventry and Warwickshire Partnership Trust ("CWPT")) and The Coventry and Rugby Hospital Company Plc, dated 3 December 2002, as amended from time to time (the "Project Agreement"), (ii) the Collateral Deed between The Coventry and Rugby Hospital Company Plc, The Coventry and Rugby Hospital Company (Holdings) Limited, Mourant & Co. Capital Trustees Limited (succeeded by Apex Corporate Trustees (UK) Limited) (as Security Trustee and Bond Trustee) and MBIA Assurance S.A. (succeeded by Assured Guaranty (UK) Ltd) (the "Collateral Deed") and (iii) the Funders Direct Agreement dated 3 December 2002 between (1) University Hospitals Coventry and Warwickshire National Health Service Trust (2) CWPT (3) Mourant & Co Capital Trustees Limited (now Apex Corporate Trustees (UK) Limited) (the "Security Trustee") and (4) the Issuer (the "Funders Direct Agreement"). Unless otherwise defined herein, capitalised terms have the same meaning as given to them in the Collateral Deed.
On 22 June 2022 CWPT served a Termination Notice dated 21 June 2022 on the Security Trustee and Assured Guaranty under the terms of the Funders Direct Agreement. The termination took effect on 1 February 2023. That Termination Notice, issued by CWPT under the Funders Direct Agreement, constitutes a CPCT Prepayment Event.
Partial Prepayment of Bonds
As a consequence of the CPCT Prepayment Event and as provided for in the Senior Finance Documents, on 15 August 2023 the Credit Provider directed the Issuer to redeem the CPCT Portion (9.826590 per cent) of the Outstanding Principal Amount of each Bond at the CPCT Prepayment Amount together with accrued interest adjusted for indexation (the "CPCT Redemption"). The CPCT Redemption occurred on 18 September 2023.
This was in the total aggregate amount of £45,117,084.77.
Supplemental Bond Trust Deed
Condition 8(a) (Scheduled Payments) of the Bonds set outs an illustrative repayment schedule setting out the Principal Amount, Scheduled Principal, Scheduled Interest and Total Payment, such figures as of the original date of the Bond Trust Deed (the "Existing Repayment Schedule").
As a consequence of the CPCT Prepayment the numbers set out in the Existing Repayment Schedule no longer accurately reflected the Outstanding Principal Amount, Scheduled Principal, Scheduled Interest and Total Payment in respect of a Bond of £1,000 denomination as unadjusted for indexation.
The Issuer has therefore agreed with the Bond Trustee to enter into a supplemental bond trust deed in order to set out updated figures in a revised repayment schedule so that the illustrative figures now take into account the CPCT Redemption, which was executed on 24 June 2024 (the "Supplemental Bond Trust Deed").
A copy of the revised repayment schedule has been appended to this RNS.
Enquiries
The Issuer
The Coventry and Rugby Hospital Company Plc
8 White Oak Square
Swanley
Kent
BR8 7AG
Attention: Jacques Mostert, Project Co. Representative.
Important information
This announcement is not a prospectus, is distributed for information purposes only and does not constitute or form part of any offer or invitation to issue, acquire or dispose of any securities in any jurisdiction. Nothing in this document is intended to amount to an invitation or inducement to engage in investment activity. Nothing in this document amounts to the giving of advice. If you are in any doubt as to the action you should take, you should consult a professional adviser.
SCHEDULE 1
FORM OF REPLACEMENT REPAYMENT SCHEDULE
Without prejudice to Condition 3 (Interest) and Condition 5(a) (Redemption and Repurchase), the figures for Outstanding Principal Amount, Scheduled Principal, Scheduled Interest and Total Payment, the numbers set out below are intended to illustrate the Outstanding Principal Amount, Scheduled Principal, Scheduled Interest and Total Payment in respect of a Bond of £1,000 denomination and are set out unadjusted for indexation, but taking into account the CPCT Portion of the Outstanding Principal Amount of each Bond redeemed on 18 September 2023, as show on the underlined row below:
|
A. |
B. |
C. |
D. |
E. |
|
Scheduled |
Outstanding |
Scheduled |
Scheduled |
Total |
|
Payment Date |
Principal Amount |
Principal |
Interest |
Payments |
|
|
|
Amount |
|
|
|
|
|
|
|
|
|
31-Dec-02 |
1000.000 |
0.000 |
2.470 |
2.470 |
|
30-Jun-03 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
31-Dec-03 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
30-Jun-04 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
31-Dec-04 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
30-Jun-05 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
31-Dec-05 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
30-Jun-06 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
31-Dec-06 |
1000.000 |
0.000 |
16.230 |
16.230 |
|
30-Jun-07 |
998.263 |
1.737 |
16.230 |
17.967 |
|
31-Dec-07 |
987.006 |
11.257 |
16.202 |
27.459 |
|
30-Jun-08 |
975.211 |
11.795 |
16.019 |
27.814 |
|
31-Dec-08 |
963.298 |
11.913 |
15.828 |
27.740 |
|
30-Jun-09 |
951.272 |
12.026 |
15.634 |
27.660 |
|
31-Dec-09 |
939.084 |
12.188 |
15.439 |
27.627 |
|
30-Jun-10 |
926.660 |
12.424 |
15.241 |
27.666 |
|
31-Dec-10 |
914.083 |
12.577 |
15.040 |
27.616 |
|
30-Jun-11 |
901.487 |
12.596 |
14.836 |
27.432 |
|
31-Dec-11 |
888.727 |
12.760 |
14.631 |
27.391 |
|
30-Jun-12 |
876.428 |
12.299 |
14.424 |
26.723 |
|
31-Dec-12 |
864.039 |
12.389 |
14.224 |
26.613 |
|
30-Jun-13 |
851.433 |
12.606 |
14.023 |
26.630 |
|
31-Dec-13 |
838.766 |
12.667 |
13.819 |
26.485 |
|
30-Jun-14 |
826.981 |
11.785 |
13.613 |
25.398 |
|
31-Dec-14 |
815.100 |
11.882 |
13.422 |
25.303 |
|
30-Jun-15 |
802.339 |
12.760 |
13.229 |
25.989 |
|
31-Dec-15 |
789.952 |
12.387 |
13.022 |
25.409 |
|
30-Jun-16 |
777.253 |
12.699 |
12.821 |
25.520 |
|
31-Dec-16 |
764.258 |
12.995 |
12.615 |
25.610 |
|
30-Jun-17 |
751.304 |
12.954 |
12.404 |
25.358 |
|
31-Dec-17 |
738.066 |
13.238 |
12.194 |
25.432 |
|
30-Jun-18 |
724.884 |
13.182 |
11.979 |
25.161 |
|
31-Dec-18 |
711.592 |
13.292 |
11.765 |
25.057 |
|
30-Jun-19 |
698.164 |
13.428 |
11.549 |
24.977 |
|
31-Dec-19 |
684.651 |
13.513 |
11.331 |
24.845 |
|
30-Jun-20 |
671.716 |
12.934 |
11.112 |
24.046 |
|
31-Dec-20 |
658.667 |
13.049 |
10.902 |
23.951 |
|
30-Jun-21 |
645.781 |
12.886 |
10.690 |
23.576 |
|
31-Dec-21 |
632.924 |
12.857 |
10.481 |
23.338 |
|
30-Jun-22 |
621.106 |
11.818 |
10.272 |
22.090 |
|
31-Dec-22 |
609.202 |
11.904 |
10.081 |
21.985 |
|
30-Jun-23 |
597.269 |
11.933 |
9.887 |
21.821 |
|
18-Sep-23 |
538.578 |
58.691 |
0.414 |
59.105 |
|
31-Dec-23 |
528.056 |
10.521 |
8.741 |
19.263 |
|
30-Jun-24 |
518.142 |
9.914 |
8.570 |
18.484 |
|
31-Dec-24 |
508.424 |
9.718 |
8.410 |
18.128 |
|
30-Jun-25 |
496.621 |
11.803 |
8.252 |
20.054 |
|
31-Dec-25 |
485.082 |
11.539 |
8.061 |
19.600 |
|
30-Jun-26 |
473.885 |
11.197 |
7.873 |
19.070 |
|
31-Dec-26 |
462.069 |
11.816 |
7.691 |
19.507 |
|
30-Jun-27 |
449.475 |
12.594 |
7.500 |
20.093 |
|
31-Dec-27 |
436.739 |
12.736 |
7.295 |
20.031 |
|
30-Jun-28 |
423.409 |
13.330 |
7.089 |
20.418 |
|
31-Dec-28 |
409.817 |
13.593 |
6.872 |
20.465 |
|
30-Jun-29 |
395.278 |
14.539 |
6.651 |
21.190 |
|
31-Dec-29 |
380.586 |
14.692 |
6.415 |
21.106 |
|
30-Jun-30 |
364.366 |
16.220 |
6.177 |
22.397 |
|
31-Dec-30 |
347.658 |
16.707 |
5.914 |
22.621 |
|
30-Jun-31 |
331.331 |
16.327 |
5.642 |
21.969 |
|
31-Dec-31 |
314.154 |
17.177 |
5.378 |
22.555 |
|
30-Jun-32 |
297.483 |
16.671 |
5.098 |
21.770 |
|
31-Dec-32 |
280.702 |
16.780 |
4.828 |
21.608 |
|
30-Jun-33 |
263.289 |
17.413 |
4.556 |
21.969 |
|
31-Dec-33 |
245.710 |
17.579 |
4.273 |
21.852 |
|
30-Jun-34 |
229.984 |
15.726 |
3.987 |
19.714 |
|
31-Dec-34 |
213.969 |
16.014 |
3.732 |
19.747 |
|
30-Jun-35 |
196.480 |
17.489 |
3.473 |
20.962 |
|
31-Dec-35 |
179.506 |
16.974 |
3.189 |
20.163 |
|
30-Jun-36 |
161.486 |
18.020 |
2.914 |
20.933 |
|
31-Dec-36 |
143.094 |
18.393 |
2.621 |
21.014 |
|
30-Jun-37 |
124.849 |
18.244 |
2.322 |
20.566 |
|
31-Dec-37 |
106.197 |
18.652 |
2.026 |
20.678 |
|
30-Jun-38 |
85.342 |
20.855 |
1.723 |
22.578 |
|
31-Dec-38 |
64.233 |
21.109 |
1.385 |
22.494 |
|
30-Jun-39 |
44.340 |
19.893 |
1.042 |
20.935 |
|
31-Dec-39 |
23.724 |
20.616 |
0.720 |
21.336 |
|
30-Jun-40 |
0.000 |
23.724 |
0.385 |
24.109 |
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