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Housing Association Funding Plc - Notice to Noteholders

·3-min read

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL, LEGAL OR OTHER PROFESSIONAL ADVICE, INCLUDING AS TO ANY TAX CONSEQUENCES, IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL, LEGAL OR OTHER PROFESSIONAL ADVISER

If you have recently sold or otherwise transferred your entire holding(s) of the Notes referred to below, you should immediately forward this document to the purchaser or transferee or to the broker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

NOTICE TO NOTEHOLDERS

To the holders of the £192,270,000 8.25 per cent. Secured Loan-Backed Notes due June 2027 ISIN: XS0073407537
(the “Notes”)

issued by Housing Association Funding PLC
(the “Issuer”)

Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 (Market Abuse Regulation) requires disclosure by or on behalf of the Issuer of any inside information concerning the Issuer.

Capitalised terms used but not otherwise defined herein shall have the meanings ascribed to them in the master schedule of definitions, interpretation and construction clauses dated 23 January 1997, as amended and restated on 30 January 1998, as amended and restated on 23 December 1999, as amended and restated on 29 June 2005, as amended and restated on 7 December 2009, as amended and restated on 11 February 2010 and as further amended and restated on 31 January 2017.

We refer to the consent solicitation memorandum issued by the Issuer at the request of the Borrower dated 22 December 2016 (the “Consent Solicitation Memorandum”) and notice of the Issuer dated 16 January 2017 in which the Issuer informed the Noteholders that an Extraordinary Resolution of Noteholders was passed to, amongst other things, approve a proposal to amend the terms of certain of the Transaction Documents to permit each Borrower to implement a voluntary early prepayment (in full) of the relevant Loan Agreement and require the Issuer to effect a corresponding pro-rata redemption of the Notes.

We hereby inform the Noteholders that a letter was received from A2 Dominion South Limited (formerly known as Airways Housing Society Limited) (“A2 Dominion South Limited”) in which A2 Dominion South Limited had irrevocably undertaken to prepay the whole of the outstanding balance of its loan (an amount of £3,373,114.98) together with interest accrued up to 6 December 2021 and any relevant Prepayment Premium due.

In its letter, A2 Dominion South Limited has provided notice of prepayment of their loan on the next Combined Payment Date (as defined in its Loan Agreement) on 6 December 2021 in accordance with the terms of its Loan Agreement, as amended on 31 January 2017.

In its notice to the Issuer, A2 Dominion South Limited has confirmed it will prepay £3,373,114.98 being the total principal outstanding under its loan, in each case together with interest accrued up to the date of the prepayment and the relevant Prepayment Premium (as defined in the Loan Agreement and the Consent Solicitation Memorandum).

Pursuant to the Supplemental Trust Deed, the amount of the prepayment is required to be applied towards redeeming the Notes on the Interest Payment Date (as defined in the Trust Deed) falling on 7 December 2021 in accordance with the terms of the Transaction Documents.

Queries may be addressed to the Issuer as follows:

Housing Association Funding PLC:

Address: Bastion House, 6th Floor, 140 London Wall, London, England, EC2Y 5DN

Attention: The Directors

Telephone: +44 203 994 7157

Email: spvservices@apexfs.com

HOUSING ASSOCIATION FUNDING PLC

4 November 2021

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