Source - RNS
RNS Number : 6447L
Flatiron CLO 2012-1 Ltd
04 October 2016
 

The Bank of New York Mellon Trust Company, National Association


FLATIRON CLO 2012-1 LTD.

FLATIRON CLO 2012-1 LLC


NOTICE OF OPTIONAL REDEMPTION BY REFINANCING

 

NOTE:  THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED HOLDERS AND BENEFICIAL OWNERS OF THE NOTES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS, AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUESTED TO EXPEDITE RE-TRANSMITTAL TO THE REGISTERED HOLDERS AND BENEFICIAL OWNERS OF THE NOTES IN A TIMELY MANNER. 

October 3, 2016

To:       The Holders of the Notes described as follows:

Notes

CUSIP*

Rule 144A

ISIN*

Rule 144A

CUSIP*

Reg S  

ISIN*

Reg S

Class A-1 Notes

33882VAA3

US33882VAA35

G35538AA8

USG35538AA80

Class A-2 Notes

33882VAC9

US33882VAC90

G35538AB6

USG35538AB63

Class B Notes

33882VAE5

US33882VAE56

G35538AC4

USG35538AC47

Class C Notes

33882VAG0 

US33882VAG05

G35538AD2

USG35538AD20

Class D Notes

33883AAA8

US33883AAA88

G3553RAA6

USG3553RAA61

Subordinated Notes

33883AAC4

US33883AAC45

G3553RAB4

USG3553RAB45

Reinvesting Holder Notes

33883AAE0

US33883AAE01

N/A

N/A

 

To:       Those Additional Addressees Listed on Schedule I hereto

 

            Reference is hereby made to that certain Indenture dated as of October 25, 2012 (the "Indenture") among Flatiron CLO 2012-1 Ltd., as Issuer (the "Issuer"), Flatiron CLO 2012-1 LLC, as Co-Issuer (the "Co-Issuer" and, together with the Issuer, the "Co-Issuers") and The Bank of New York Mellon Trust Company, National Association, as Trustee (the "Trustee").  Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Indenture.

            Pursuant to Section 9.2(a)(ii) of the Indenture, a Majority of the Subordinated Notes, with the approval of the Collateral Manager, directed the Co-Issuers to redeem the Class A-1 Notes, the Class A-2 Notes, the Class B Notes and the Class C Notes (the "Refinanced Notes") in whole from Refinancing Proceeds.  The Issuer has provided notice to the Trustee of the Redemption Date, the Record Date, the principal amount of the Refinanced Notes to be redeemed and the applicable Redemption Prices.

 

            In accordance with Section 9.4 of the Indenture, the Trustee hereby provides notice of the following information relating to the Optional Redemption:

 

            The Redemption Date for the Refinanced Notes shall be October 25, 2016.

            The Record Date shall be (i) in the case of the Global Notes, October 24, 2016 and (ii) in the case of the Certificated Notes, October 10, 2016.

            The principal amount of the Refinanced Notes to be refinanced is U.S.$349,500,000.

            The Redemption Price for each Refinanced Note shall be:

for the Class A-1 Notes - U.S. $268,945,495.69 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class A-1 Notes plus accrued and unpaid interest thereon to the Redemption Date);

for the Class A-2 Notes - U.S. $28,212,126.44 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class A-2 Notes plus accrued and unpaid interest thereon to the Redemption Date);

for the Class B Notes - U.S. $36,378,534.00 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class B Notes plus accrued and unpaid interest thereon (including the interest on any accrued and unpaid Deferred Interest) to the Redemption Date);

for the Class C Notes - U.S. $18,239,867.00 (an amount equal to 100% of the Aggregate Outstanding Amount of the Class C Notes plus accrued and unpaid interest thereon (including the interest on any accrued and unpaid Deferred Interest) to the Redemption Date);

            On the Redemption Date, all of the Refinanced Notes are to be paid in full, and interest on the Refinanced Notes shall cease to accrue on the Redemption Date.

            Notwithstanding anything herein to the contrary, the completion of the Refinancing described herein is subject to the satisfaction of any additional conditions to the Refinancing set forth in the Indenture.  With respect to any Refinanced Notes in the form of a Certificated Note, payment on such Refinanced Notes will be made only upon presentation and surrender of such Refinanced Note to the Trustee by one of the following methods:

By First Class Registered/Certified mail:

 

The Bank of New York Mellon Trust Company,

National Association

Global Corporate Trust

P.O. Box 2320

Dallas, Texas 75221-2320

By Express Delivery Only:

 

 

The Bank of New York
Mellon Trust Company,

National Association

Global Corporate Trust

2001 Bryan Street, 9th Floor

Dallas, Texas 75201

By Hand Only:

 

 

The Bank of New York Mellon

101 Barclay Street

New York, New York, 10286

1st Floor East

Corporate Trust Window

 

            Under the Jobs and Growth Tax Relief Reconciliation Act of 2003, paying agents are required to withhold 28% of gross payments to Holders who are United States persons for U.S. tax purposes and fail to provide a valid taxpayer identification number, or who are not United States persons and fail to provide an appropriate IRS Form W-8, on or before the date upon which Notes are presented for payment.  Holders who are United States persons are additionally subject to a penalty of $50 for failure to provide a taxpayer identification number.  To avoid this 28% withholding, when presenting Notes for payment, please submit a form W-9 if you are a United States person, or an appropriate Form W-8 if you are not a United States person, or other appropriate IRS form.

            Should you have any questions, please contact Keisha Gray at (713) 483-6223 or at [email protected]

THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee



SCHEDULE I

Additional Addressees

 

 

Issuer:

Flatiron CLO 2012-1 Ltd.

c/o MaplesFS Limited

P.O. Box 1093

Boundary Hall, Cricket Square

George Town, Grand Cayman KY1-1102

Cayman Islands

Attn:  Directors

Fax:  (345) 945-7100

[email protected]

 

Co-Issuer:

Flatiron CLO 2012-1 LLC

c/o Puglisi & Associates

850 Library Avenue, Suite 204

Newark, Delaware 19711

Attn: Donald J. Puglisi

Fax: (302) 738-7210

[email protected]

 

Irish Listing Agent:

Maples and Calder

75 St. Stephen's Green

Dublin 2, Ireland

Fax: 353-1-619-2001

[email protected]

 

Collateral Manager:

New York Life Investment Management LLC

51 Madison Avenue

New York, New York 10010

Attn: Mark Campellone/John Hendricks

Fax: (212) 252-8293

[email protected]

[email protected]

 

Information Agent:

[email protected]

 

Rating Agencies:

(to notify that information has been posted to 17g-5 Website)

Moody's Investor Service

[email protected]

Standard & Poor's Rating Services

[email protected]

 

DTC, Euroclear & Clearstream (if applicable):

[email protected]

[email protected]

[email protected]

[email protected]

[email protected]

 

 

 


This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange

 

 

 



* No representation is made as to the correctness of the CUSIP or ISIN numbers either as printed on the Notes or as contained in this notice.  Such numbers are included solely for the convenience of the Holders. 


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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