DGAP-News: Lehman Brothers UK Capital Funding V LP / Key word(s): Miscellaneous
This notice contains important information that is of interest to the registered and beneficial owners of the subject securities. If applicable, all depositories, custodians and other intermediaries receiving this notice are requested to expedite the re-transmittal to beneficial owners of the securities in a timely manner.
Notice to Holders
Lehman Brothers UK Capital Funding V LP
19 October 2020
Notice of Interim Payment
Reference is made to:
(i) the €200,000,000 Euro Fixed Rate Enhanced Capital Advantaged Preferred Securities issued by Lehman Brothers UK Capital Funding IV LP (the "Issuer" or "LP IV") with ISIN number XS0282978666; and
(ii) US$500,000,000 Fixed Rate Enhanced Capital Advantaged Preferred Securities issued by Lehman Brothers UK Capital Funding V LP (the "Issuer" or "LP V")) with ISIN number XS0301813522,
hereinafter referred to as the "Securities". Reference hereinafter to "the Issuers" is reference to LP IV and LP V.
Interim Payment: an initial interim payment will be paid for value on 28 October 2020 relating to the Liquidation Preference in respect of the Securities to beneficial holders of the Securities as of 21 October 2020. The value of the distribution for LP IV and LP V is set out in the table below. This distribution represents a significant proportion of the total funds likely to be available for distribution. The balance of funds will be distributed when outstanding cost issues and allocations have been determined.
Issuer Value of interim distribution
LP IV Euro 9,000,000
LP V USD 25,000,000
Background: each of the Issuers were registered as a special purpose limited partnership for the purposes of issuing the Securities. LB GP No.1 Ltd (the "Company") acts as the General Partner of the Issuers. Bruce Alexander Mackay and Matthew Robert Haw of RSM Restructuring Advisory LLP were appointed as joint liquidators (the "Joint Liquidators") of the Company on 28 February 2017 pursuant to a special resolution of the Company's sole member, Lehman Brothers Holdings Inc. ("LBHI"). The appointment of the Joint Liquidators was ratified by the Company's creditors at a meeting of creditors held on 12 April 2017.
The appointment of the Joint Liquidators followed a Court process in which the Company was restored to the Register of Companies with effect from 3 February 2017. The restoration process and a number of related Court Orders that flowed from it were set out in the Joint Liquidators' Notice to Holders dated 23 June 2017 (the "June 2017 Notice"). The Company is part of the Lehman Investment Banking Group (the "Group"). Prior to the collapse of the Group in September 2008, a funding structure was developed by the Group to fund, on a subordinated basis, capital to be made available to Lehman Brothers Holdings Plc (in administration) ("LBH") and LBHI in respect of regulatory capital. The funding structure was established through five limited partnerships as follows:
(i) Lehman Brothers UK Capital Funding LP ("LP I");
(ii) Lehman Brothers UK Capital Funding II LP ("LP II");
(iii) Lehman Brothers UK Capital Funding III LP ("LP III");
(iv) Lehman Brothers UK Capital Funding IV LP ("LP IV"); and
(v) Lehman Brothers UK Capital Funding V LP ("LP V").
(together the "Partnerships" or individually a "Partnership" as the context requires.
The Company acted as a general partner of each of the Partnerships. The Partnerships formed the structure of the capital funding arrangement. The purpose of the Partnerships was to raise regulatory capital for LBH and LBHI by issuing securities to investors.
Qualification Statement: this notice has been prepared using information obtained by Bruce Alexander Mackay and Matthew Robert Haw (i) acting as the Joint Liquidators of the Company; and (ii) acting as licensed insolvency practitioners specifically in relation to winding-up the Partnerships pursuant to an order of the High Court made in accordance with section 6(3) of the Limited Partnerships Act 1907. Reference in this notice to the Joint Liquidators also includes (where the context requires) Bruce Mackay and Matthew Haw acting as insolvency practitioners for the purpose of winding-up the Partnerships. Given the wider international failure and insolvency of associated Lehman entities and the passage of time since the Partnerships were active, it has been difficult to obtain all information relevant to the Partnerships and readers of this notice should understand that the Joint Liquidators' investigations have been hampered (in some cases) by the paucity of financial information and documentation.
Neither the Joint Liquidators nor RSM Restructuring Advisory LLP accept any liability whatsoever arising as a result of any decision or action taken or refrained from as a result of information contained in this notice.
This notice should be read in conjunction with the previous notices to the Holders issued by the Joint Liquidators on 23 June 2017, 13 November 2017, 11 May 2018, 19 November 2018 and 25 September 2019 copies of which are available on request.
Contacts: holders of the Securities who have queries concerning anything mentioned in this notice may contact the Joint Liquidators at:
RSM Restructuring Advisory LLP, 25 Farringdon Street, London, EC4A 4AB
Please note that in any correspondence with the Joint Liquidators, holders of the Securities will be required to verify their holdings of the relevant Securities to the Joint Liquidators by:
- such holder(s) sending an e-mail to the Joint Liquidators c/o Samantha Hawkins using the email address shown above and referencing "LB GP No. 1 Ltd (In Liquidation)" and the ISIN of the Securities in the subject line and disclosing the identity of the holder, the identity of the Partnership or Partnerships which issued the Securities, the nominal amount of each ISIN held by the holder and the details of the person(s) who shall represent the holder; and
- such holder(s) providing (by e-mail to the Joint Liquidators c/o Samantha Hawkins) a letter, screen shot or other proof of holding (in each case from Euroclear/Clearstream and their custodian (if applicable)) verifying each of its holdings in the Securities and disclosing the following information:
o Account number
o Participant name
o Nominal amount
o Beneficial Holder details (including e-mail address)
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19.10.2020 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.