Paragon Mortgages (No.12) PLC Notice of Results of Meeting

RNS Number : 5376J

Paragon Mortgages (No.12) PLC

25 October 2024

 

NOTICE OF RESULTS OF MEETING

To the holders of the outstanding

U.S.$311,000,000 Class A2c Notes due 2038 (Rule 144A Note CUSIP: 69913BAB2 / Reg S Note ISIN: XS0261647027)

£25,000,000 Class B1a Notes due 2038 (ISIN: XS0261647886)

€126,000,000 Class B1b Notes due 2038 (ISIN: XS0261648850)

£17,000,000 Class C1a Notes due 2038 (ISIN: XS0261650161)

€106,000,000 Class C1b Notes due 2038 (ISIN: XS0261650674)

(together, the "Notes")

Issued by Paragon Mortgages (No.12) plc (the "Issuer")

 

Reference is made to the Notices of Meeting dated 3 October 2024 in relation to the Notes (each a "Notice of Meeting", together, the "Notices of Meeting"). Capitalised terms used and not otherwise defined in this announcement have the meanings given to them in the relevant Notice of Meeting, available from the Consent Website: https://projects.sodali.com/paragon.

NOTICE IS HEREBY GIVEN to the holders of each series of the above Notes that, at each relevant Meeting of such holders held at or around 10:00 a.m. (London time) on 25 October 2024 at the offices of Clifford Chance LLP at 10 Upper Bank Street, London, E14 5JJ, United Kingdom, the Extraordinary Resolutions relating to the Notes set out in the relevant Notices of Meeting previously notified to Noteholders in accordance with the terms of the Trust Deed for such Notes were duly passed and the Eligibility Condition was satisfied.

IT IS NOTED THAT the Meetings of the holders of the outstanding U.S.$1,500,000,000 Class A1 Notes due 2038 (ISIN: XS0261644941), £145,000,000 Class A2a Notes due 2038 (ISIN: XS0261646136) and €245,000,000 Class A2b Notes due 2038 (ISIN: XS0261646565) issued by the Issuer (each an "Adjourned Series") held at or around 10:00 a.m. (London time) on 25 October 2024 at the offices of Clifford Chance LLP at 10 Upper Bank Street, London, E14 5JJ, United Kingdom were adjourned due to lack of quorum and adjourned meetings of the Noteholders of each Adjourned Series will be held at or around 10:00 a.m. (London time) on 8 November 2024 at the offices of Clifford Chance LLP at 10 Upper Bank Street, London, E14 5JJ, United Kingdom (the "Adjourned Meetings") for the purpose of considering and, if thought fit, passing the Extraordinary Resolution set out in the relevant Notice of Adjourned Meeting dated 25 October 2024 in accordance with the provisions of the Trust Deed.

 

The Expiration Deadline for the Adjourned Series has been moved to 5:00 p.m. London time on 6 November 2024 (the "Adjourned Expiration Deadline"). Electronic Voting Instructions already submitted will remain valid for the Adjourned Meetings and do not need to be re-submitted.

IT IS FURTHER NOTED THAT as the Extraordinary Resolutions constitute a Basic Terms Modification under the Conditions of the Notes, the Issuer will only implement the Proposal on or after the Effective Date (being the Interest Payment Date for the USD Notes falling in November 2024) if the Extraordinary Resolution relating to each Adjourned Series is duly passed. If the Extraordinary Resolution relating to each Adjourned Series is not duly passed, then the Issuer will not implement the Proposal and there will be no modification of the Conditions of the USD Notes nor any consequential or related amendments to certain transaction documents, in the manner set out in the relevant Notices of Meeting or Notices of Adjourned Meeting, as applicable.

 

Further information relating to the Proposal can be obtained from the Solicitation Agent:

 

Lloyds Bank Corporate Markets plc

10 Gresham Street

London EC2V 7AE

Telephone: [phone]/1726

Attention: Liability Management Team

Email: [e-mail]

 

Requests for documentation and information in relation to the procedures for delivering consent instructions should be directed to the Information and Tabulation Agent at:

 

Sodali & Co

Leadenhall Building

122 Leadenhall St

City of London, EC3V 4AB

Telephone: [phone] (U.K.) / [phone] (U.S.)

Email: [e-mail]  

Consent Website: https://projects.sodali.com/paragon

 

PARAGON MORTGAGES (NO.12) PLC

25 October 2024

 

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