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    Talisman 6 Finance - Standstill and Loan Extension

    RELATED QUOTES

    SymbolPriceChange
    NBXB.SG0.063-0.00

    RIS NOTIFICATION

    Headline: Standstill and Loan Extension

    To: The Irish Stock Exchange Limited
    28 Anglesea Street
    Dublin 2
    Ireland (Xetra: A0Q8L3 - news)

    Attention: Regulatory Information Services

    24 January 2012

    Talisman-6 Finance P.L.C. (the "Issuer")
    Class A Commercial Mortgage Backed Floating Rate Notes due 2016
    Class X Commercial Mortgage Backed Floating Rate Notes due 2016
    Class B Commercial Mortgage Backed Floating Rate Notes due 2016
    Class C Commercial Mortgage Backed Floating Rate Notes due 2016
    Class D Commercial Mortgage Backed Floating Rate Notes due 2016
    Class E Commercial Mortgage Backed Floating Rate Notes due 2016
    Class F Commercial Mortgage Backed Floating Rate Notes due 2016
    (together, the "Notes")

    The Notes are admitted to the official list of the Irish Stock Exchange and to trading on its regulated market.

    Directive 2003/6/EC of the European Parliament and of the Council of 28 January 2003 on insider dealing and market manipulation together with Implementing Directive 2003/124/EC (as implemented in Ireland by the Market Abuse (Directive 2003/6/EC) Regulations 2005) requires disclosure of insider information relating to the Issuer.

    Capitalised terms used and not defined herein have the meaning ascribed to them in the Prospectus in relation to the Notes dated 2 April 2007 and the RIS Notifications dated 5 July 2010 and 21 December 2010.

    We refer to the Apple Whole Loan (the "Loan"). Accordingly, the Issuer, having been informed of the facts herein by the Servicer, hereby gives notice of the following:

    Standstill

    On 1 November (Stuttgart: A0Z24E - news) 2010, the Servicer agreed to waive the LTV Event of Default until 15 January 2012 (the "Waiver Period").

    Following the expiry of the Waiver Period, the LTV Event of Default is continuing at the date of this notice. The Servicer, acting in accordance with the Servicing Standard, agreed to refrain from exercising the rights of the Relevant Finance Parties under the Apple Credit Agreement and the relevant Finance Documents in respect of the LTV Event of Default and to refrain from taking any legal action to protect and preserve the rights of the Relevant Finance Parties until close of business on 15 January 2013 (the "Apple Standstill Period"). The rights of the Relevant Finance Parties are preserved.

    The Standstill Period is subject, amongst other things, to:

    · The appointment of a third party (whose identity and terms of appointment must first be approved by the Servicer) (the "Project Monitor") on or before 15 April 2012 who, without limitation, shall: (i) oversee and review all, invoices, fee quotes and contracts entered into by the Apple Borrowers in respect of all capital expenditure works on the Apple Properties as contemplated in the Business Plan (the "CapEx Works"); (ii) monitor the progress and time to completion of the CapEx Works; and (iii) assess the relevance and pricing level of any CapEx Works in order to ensure expenditure is in line with the Business Plan. All fees, costs and expenses of the Project Monitor shall be paid by the Apple Borrowers from cash flow generated from the Apple Properties; and

    · The appointment of a third party (whose identity and terms of appointment must first be approved by the Servicer) (the "Sales Adviser") on or before 15 April 2012 to provide strategic advice in connection with the marketing and sale of the Apple Properties and the maximisation of profit from the sale of the Apple Properties. All fees, costs and expenses of the Sales Adviser (which shall not exceed €70,000 per annum) shall be paid by the Apple Borrowers; 50 per cent. of which shall be paid from equity contributions and 50 per cent. from cash flow generated from the Apple Properties.

    Amendment to the Apple Credit Agreement

    With effect from 18 January 2012, the Apple Credit Agreement shall be amended so that a relevant disposal of an Apple Property in accordance with the terms of the Apple Credit Agreement shall be permitted at any time with the Servicer's prior written consent provided that following a relevant disposal, the net disposal proceeds equal or exceed an allocated loan amount (as determined by the Apple Credit Agreement) and net disposal proceeds shall be promptly paid into the Borrower Rent Account following the relevant disposal and an amount equal to all net disposal proceeds shall then applied in full towards prepayment of the Loan.

    Notwithstanding the continuing LTV Event of Default, the Loan Maturity Date has now been extended to the Second Extended Final Maturity Date, being the Due Date in January 2013.

    For queries relating to the above please contact: investorrelations@hatfieldphilips.com

    For and on behalf of Talisman-6 Finance P.L.C.

    Signature: Date:

    Name:

    This announcement has been issued through the Companies Announcement Service of

    The Irish Stock Exchange

    ENDISEMMGZMNDKGZZM
     

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