Great Hall Mortgages No1 plc Series 2007-1

TIDM58HD

RNS Number : 6109C

Great Hall Mortgages No1 plc

23 February 2022

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS.

GREAT HALL MORTGAGES No. 1 PLC

Series 2007-01

(incorporated with limited liability in England and Wales under number 5950229) (the "Issuer")

NOTICE

to the holders of the

GBP 264,000,000 Class A2a Notes due March 2039 (Common Code: 028862652; ISIN: XS0288626525) (the "Class A2a Notes")

EUR 396,000,000 Class A2b Notes due March 2039 (Common Code: 028862750; ISIN: XS0288627507) (the "Class A2b Notes")

GBP 47,100,000 Class Ba Notes due March 2039 (Common Code 028862822; ISIN: XS0288628224) (the "Class Ba Notes")

EUR 55,600,000 Class Bb Notes due March 2039 (Common Code: 028862881; ISIN: XS0288628810) (the "Class Bb Notes")

GBP 14,000,000 Class Ca Notes due March 2039 (Common Code: 028862954; ISIN: XS0288629545) (the "Class Ca Notes")

EUR 33,400,000 Class Cb Notes due March 2039 (Common Code: 028863012; ISIN: XS0288630121) (the "Class Cb Notes")

GBP 19,000,000 Class Da Notes due March 2039 (Common Code: 028863039; ISIN: XS0288630394) (the "Class Da Notes")

EUR 22,900,000 Class Db Notes due March 2039 (Common Code: 028863055; ISIN: XS0288630550) (the "Class Db Notes")

and

GBP 14,500,000 Class Ea Notes due March 2039 (Common Code: 028863080; ISIN: XS0288630808) (the "Class Ea Notes" and the Class A2a Notes, the Class A2b Notes, the Class Ba Notes, the Class Bb Notes, the Class Ca Notes, the Class Cb Notes, the Class Da Notes, the Class Db Notes and the Class Ea Notes together, the "Notes"))

On 12 January 2022, the Issuer announced an invitation to the holders of its outstanding Notes to consider and, if thought fit, approve the Noteholder Proposal, being (i) the modification of certain Note Specific Conditions, in order that the Note Interest Rate Benchmark Rate be amended (as more fully set out in Annex A to the Notice to the Noteholders dated 12 January 2022) so that (x) LIBOR be replaced with Compounded Daily SONIA as the reference rate for calculating interest with respect to any Notes denominated in GBP and (y) the Spread Adjustment be implemented; and (ii) any consequential or related amendments to certain terms of the Note Standard Conditions (as defined in the Note Programme Memorandum), the Series Specific Provisions (as defined in the Standard Interpretation Provision (being Clause 1 of the Standard Provisions Document)), as set out in the Note Issue Supplement in relation to the Series Portfolio Services Agreement and the Series Liquidity Facility Agreement, the Series Mortgage LIBOR Hedge Agreement, the Series Currency A2b Hedge Agreement, the Series Currency Bb Hedge Agreement, the Series Currency Cb Hedge Agreement and the Series Currency Db Hedge Agreement (each as defined in the Note Issue Supplement) to effect the transition from LIBOR to Compounded Daily SONIA as more fully described in the Amendment Deed, by adopting each Extraordinary Resolution, all as further described in the consent solicitation memorandum dated 12 January 2022 (the "Consent Solicitation Memorandum"). Capitalised terms used in this notice and not otherwise defined shall have the meanings given to them in the Consent Solicitation Memorandum.

NOTICE IS HEREBY GIVEN to the holders of the Notes (the "Noteholders") that at the Meetings of the holders of the Class A2a Notes, the Class Ba Notes, the Class Cb Notes, the Class Da Notes and the Class Ea Notes, held at the offices of Fieldfisher LLP at Riverbank House, 2 Swan Lane, London, EC4R 3TT on 3 February 2022 at 10:00 a.m. (London time), 10:30 a.m. (London time), 11:15 a.m. (London time), 11:30 a.m. (London time) and 12:00 p.m. (London time) respectively, and at the adjourned Meetings of the holders of the Class A2b Notes, the Class Bb Notes, the Class Ca Notes and the Class Db Notes, held at the offices of Fieldfisher LLP at Riverbank House, 2 Swan Lane, London, EC4R 3TT on 21 February 2022 at 10:15 a.m. (London time), 10:45 a.m. (London time), 11:00 a.m. (London time) and 11:45 a.m. (London time) respectively, access to which for Noteholders that wished to attend virtually or appoint a proxy (other than the Tabulation Agent) was granted only via a Microsoft Teams video conference meeting ID provided by Fieldfisher LLP upon request, (i) the quorum was reached and (ii) each Extraordinary Resolution previously notified to Noteholders in accordance with the terms of the Series Note Trust Deed was duly passed.

The number of votes cast in favour of the Extraordinary Resolution was (i) GBP247,570,000 (representing 100% of the total number of votes cast at the Meeting) in respect of the Class A2a Notes, (ii) EUR 175,150,000 (representing 100% of the total number of votes cast at the adjourned Meeting) in respect of the Class A2b Notes; (iii) GBP40,400,000 (representing 100% of the total number of votes cast at the Meeting) in respect of the Class Ba Notes); (iv) EUR 45,730,000 (representing 100% of the total number of votes cast at the adjourned Meeting) in respect of the Class Bb Notes; (v) GBP13,460,000 (representing 100% of the total number of votes cast at the adjourned Meeting) in respect of the Class Ca Notes; (vi) EUR 32,260,000 (representing 100% of the total number of votes cast at the Meeting) in respect of the Class Cb Notes; (vii) GBP14,420,000 (representing 100% of the total number of votes cast at the Meeting) in respect of the Class Da Notes; (viii) EUR 13,510,000 (representing 100% of the total number of votes cast at the adjourned Meeting) in respect of the Class Db Notes; and (ix) GBP13,700,000 (representing 100% of the total number of votes cast at the Meeting) in respect of the Class Ea Notes.

Effective Date

The Amendment Deed implementing the Noteholder Proposal, for which each of the Extraordinary Resolutions was passed, will be executed by all relevant parties as soon as practicable and will have effect on and from the Interest Payment Date falling on 18 March 2022 (the "Effective Date") . For the avoidance of doubt, the reference rate applicable to the Notes up to but excluding the Effective Date will continue to be LIBOR and the interest payment to be made on the Effective Date will not be affected by the pricing methodology described in the Consent Solicitation Memorandum.

Further information can be obtained from the Issuer or the Tabulation Agent directly:

The Issuer

Great Hall Mortgages No. 1 plc

8(th) Floor 100 Bishopsgate

London

United Kingdom

EC2N 4AG

   Attention:            The Directors 
   Tel:                     +44 20 7606 5451 
   Fax:                    +44 20 7606 0643 
   Email:                 corpservices@lawdeb.com

The Tabulation Agent

i2 Capital Markets

Kemp House

160 City Rd

London

EC1V 2NX

United Kingdom

Attention: The Directors re Great Hall Mortgages 2007-1 plc

   Tel:           +44 203 633 1212

Website: https://i2capmark.com/event-details/19/Holder/great-hall-mortgages-no.1-plc-series-2007-1

   Email:       info@i2capmark.com

This Notice is given by:

GREAT HALL MORTGAGES NO. 1 PLC

Dated 23 February 2022

None of the Issuer, the Tabulation Agent, the Series Note Trustee, the Security Trustee, the Principal Paying Agent, the Series Note Calculation Agent and the Series Note Registrar or any director, officer, employee, agent or affiliate of any such person is acting for any Noteholder, or will be responsible to any Noteholder for providing any protections which would be afforded to its clients or for providing advice in relation to the Consent Solicitation or the Extraordinary Resolutions. This announcement must be read in conjunction with the Consent Solicitation Memorandum. No offer to acquire any Notes is being made pursuant to this announcement. If any holder of Notes is in any doubt as to any action it should take in relation to the contents of this announcement, it is recommended to seek its own advice, including as to any tax consequences, from its broker, bank manager, solicitor, accountant or other independent adviser.

The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required by each of the Issuer, the Tabulation Agent, the Series Note Trustee, the Security Trustee, the Principal Paying Agent, the Series Note Calculation Agent and the Series Note Registrar to inform themselves about, and to observe, any such restrictions.

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END

MSCSESFIDEESEEE

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February 23, 2022 10:23 ET (15:23 GMT)

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