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KVK CLO 2013-2 Ltd (IRSH)

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Monday 15 October, 2018

KVK CLO 2013-2 Ltd

Notice of Optional Redemption

RNS Number : 0178E
KVK CLO 2013-2 Ltd/LLC
15 October 2018
 

 

 

 

Corporate Trust Services

9062 Old Annapolis Road

Columbia, MD 21045-1951

MAC: R1204-010

 

 

NOTICE OF OPTIONAL REDEMPTION

 

KVK CLO 2013-2 LTD.

KVK CLO 2013-2 LLC

 

October 12, 2018

To:       The Parties listed on Schedule I hereto.

Ladies and Gentlemen:

 

Reference is made to that certain Indenture dated as of November 15, 2013 (as amended by that certain First Supplemental Indenture dated as of March 15, 2017, and as further amended, modified or supplemented, the "Indenture") among KVK CLO 2013-2 LTD., as Issuer (the "Issuer"), KVK CLO 2013-2 LLC, as Co-Issuer (the "Co-Issuer," and together with the Issuer, the "Co-Issuers"), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee (the "Trustee").  Capitalized terms used herein without definition shall have the meanings given to such terms in the Indenture.

 

I.          Notice to Nominees and Custodians.

 

If you act as or hold Notes as a nominee or custodian for or on behalf of other persons, please transmit this notice immediately to the beneficial owner of such Notes or such other representative who is authorized to take actions.  Your failure to act promptly in compliance with this paragraph may impair the chance of the beneficial owners on whose behalf you act to take any appropriate actions concerning the matters described in this notice.

 

II.        Notice of Optional Redemption.

 

             Pursuant to Section 9.2(a)(i) of the Indenture, a Majority of the Subordinated Notes directed the Co-Issuers to redeem the Rated Notes and the Subordinated Notes, in whole from Sale Proceeds.  In accordance with Section 9.3 of the Indenture and at the direction of the Issuer, the Trustee hereby provides notice of the following information relating to the Optional Redemption:

 

            All of the Rated Notes will be redeemed in full, and interest on such Rated Notes shall cease to accrue on the Redemption Date.  The Subordinated Notes will be redeemed in full on the Redemption Date.

            The Redemption Date will be November 2, 2018.

            The Record Date will be November 1, 2018 (with respect to the Global Notes) and October 18, 2018 (with respect to the Certificated Notes and Uncertificated Subordinated Notes).

            The principal amount of Notes to be redeemed is:

            for the Class A-R Notes - Approximately U.S. $105,829,425.63;

            for the Class B-R notes - U.S. $44,800,000;

            for the Class C-R Notes - U.S. $36,400,000;

            for the Class D Notes - U.S. $20,400,000;

            for the Class E Notes - U.S. $17,800,000; and

            for the Subordinated Notes - U.S. $42,400,000.

            The Redemption Price of the Notes shall be:

            for the Class A-R Notes - Approximately U.S. $106,019,194.19 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class A-R Notes plus accrued and unpaid interest thereon to the Redemption Date);

            for the Class B-R Notes - Approximately U.S. $44,893,773.34 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class B-R Notes plus accrued and unpaid interest thereon, to the Redemption Date);

            for the Class C-R Notes - Approximately U.S. $36,490,750.84 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class C-R Notes plus accrued and unpaid interest thereon (including interest on any accrued and unpaid Deferred Interest), to the Redemption Date);

            for the Class D Notes - Approximately U.S. $20,462,080.36 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class D Notes plus accrued and unpaid interest thereon (including interest on any accrued and unpaid Deferred Interest), to the Redemption Date);

            for the Class E Notes - Approximately U.S. $17,863,958.16 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class E Notes plus accrued and unpaid interest thereon (including interest on any accrued and unpaid Deferred Interest), to the Redemption Date); and

            for each Subordinated Note - an amount equal to its proportional share (based on the Aggregate Outstanding Amount of the Subordinated Notes) of the portion of the remaining Interest Proceeds and Principal Proceeds (after giving effect to the Optional Redemption of the Rated Notes in whole and payment in full of (and/or creation of a reserve for) all expenses (including all Management Fees and Dissolution Expenses) of the Co-Issuers) that is distributable to the Subordinated Notes.

            The foregoing Redemption Prices are approximate as of the date hereof and are subject to change as a result of distributions made on the October 15th Payment Date.

            Payment of the Redemption Price on the Rated Notes to be redeemed will be made only upon presentation and surrender of such Notes at the offices of the Trustee.  To surrender Notes, please present and surrender the Notes to one of the following places by one of the following methods:

By Mail or Courier Service:

Wells Fargo Bank, N.A.

Corporate Trust Operations

MAC N9300-070

600 South Fourth Street

Minneapolis, MN 55479

By Registered or Certified Mail:

Wells Fargo Bank, N.A.

Corporate Trust Operations

MAC N9300-070

P.O. Box 1517

Minneapolis, MN 55480-1517

 

 

            Under the provisions of the Tax Equity and Fiscal Responsibility Act of 1982, as amended in 1992, 2001 and most recently, the Jobs and Growth Tax Relief Reconciliation Act of 2003 (the "Act"), the Paying Agent making payment of interest or principal on securities may be obligated to withhold a percentage of the principal of a holder who has failed to furnish the Registrar with a valid taxpayer identification number, certification that the number supplied is correct, and that the holder is not subject to backup withholding under the Act.  Holders of the Notes who wish to avoid the application of these provisions should submit either a completed IRS (Internal Revenue Service) form W-9 (use only if the holder is a U.S. person, including a resident alien), or the appropriate form W-8 (use only if you are neither a U.S. person or a resident alien), when presenting the Notes for payment.  See IRS Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities.  Publication 515, W-8 forms and W-9 forms and instructions are available through the IRS via their web site at www.irs.gov.

 

            All questions should be directed to the attention of James Lassen by telephone at (443) 367-2832, by e-mail at [email protected], by facsimile at (866) 493-8602, or by mail addressed to Wells Fargo Bank, National Association, Collateralized Debt Obligations, Attn.: James Lassen, MAC R1204-010, 9062 Old Annapolis, Columbia, MD 21045-1951.  The Trustee may conclude that a specific response to particular inquiries from individual Holders is not consistent with equal and full dissemination of material information to all Holders.  Holders of Notes should not rely on the Trustee as their sole source of information.  The Trustee does not make recommendations or give investment advice herein or as to the Notes generally.

 

                                                                                    WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee

 

 

Schedule I

 

Holders of Notes:* 

Notes

CUSIP*

Rule 144A

CUSIP*

Reg S

Class A-R Notes

48274HAJ9

G89895AE9

Class B-R Notes

48274HAL4

G89895AF6

Class C-R Notes

48274HAN0

G89895AG4

Class D Notes

48274HAG5

G89895AD1

Class E Notes

48274JAA4

G89896AA5

Subordinated Notes

48274JAB2

G89896AB3

 

 

 

 

 

 

 

 

 

 

 

 

Issuer:

KVK CLO 2013-2 Ltd.

c/o Estera Trust (Cayman) Limited

Clifton House, 75 Fort Street

P.O. Box 1350

Grand Cayman KY1-1108, Cayman Islands

Attn: The Directors

Email: [email protected]

 

Co-Issuer:      

KVK CLO 2013-2 LLC

c/o Puglisi & Associates

850 Library Avenue, Suite 204

Newark, Delaware 19711

Attn: Independent Manager

 

Collateral Manager:

THL Credit Advisors LLC

227 W. Monroe Street, Suite 3200

Chicago, Illinois 60606

 

with copy to:

Barings LLC

1500 Main St  Suite 2800

Springfield, MA 01115

Attn: Rich Buckley

 

Collateral Administrator/Information Agent:

Wells Fargo Bank, National Association

9062 Old Annapolis Road

Columbia, Maryland 21045

 

Rating Agency:

S&P Global Ratings:

E-mail: [email protected]

 

Euronext Dublin (f/k/a the Irish Stock Exchange):

28 Anglesea Street

Dublin 2 Ireland

 

This announcement has been issued through the Companies Announcement Service of Euronext

 

 

*  The Trustee shall not be responsible for the use of the CUSIP, CINS, ISIN or Common Code numbers selected, nor is any representation made as to their correctness indicated in the notice or as printed on any Note. The numbers are included solely for the convenience of the Holders. 


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