Source - RNS
RNS Number : 5884T
Rait Preferred Funding II Ltd
13 October 2017
 

 

Corporate Trust Services

9062 Old Annapolis Road

Columbia, MD 21045-1951

MAC: R1204-010


NOTICE OF AUCTION TO BE CONDUCTED
PURSUANT TO SECTION 9.7 OF THE INDENTURE

AND NOTICE OF POTENTIAL AUCTION CALL REDEMPTION

 

RAIT PREFERRED FUNDING II, LTD.

RAIT PREFERRED FUNDING II, LLC

 

To:       The Parties listed on Schedule A hereto.

Reference is made to that certain Indenture dated as of June 7, 2007 (as amended, modified or supplemented, the "Indenture") among RAIT PREFERRED FUNDING II, LTD., as Issuer (the "Issuer"), RAIT PREFERRED FUNDING II, LLC, as Co-Issuer (the "Co Issuer," and together with the Issuer, the "Co-Issuers"), WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the "Trustee"), Paying Agent, Calculation Agent, Transfer Agent, Custodian, Backup Advancing Agent and Note Registrar and RAIT PARTNERSHIP, L.P., as advancing agent (the "Advancing Agent").  Capitalized terms used herein without definition shall have the meanings given to such terms in the Indenture.

            I.          Notice to Nominees and Custodians.

 

            If you act as or hold Notes or Preference Shares as a nominee or custodian for or on behalf of other persons, please transmit this notice immediately to the beneficial owner of such Notes or Preference Shares or such other representative who is authorized to take actions.  Your failure to act promptly in compliance with this paragraph may impair the chance of the beneficial owners on whose behalf you act to take any appropriate actions concerning the matters described in this notice.

 

            II.        Notice of Auction to be Conducted Pursuant to Section 9.7 of the Indenture.

 

            Notice is hereby given that an Auction will be conducted in accordance with Section 9.7 and Schedule D of the Indenture on or about November 9, 2017 (the "November 2017 Auction Date").  The Collateral Assets will be sold on the November 2017 Auction Date only if (i) the Highest Auction Price would result in a cash purchase price for the Collateral Assets which, together with the balance of all Eligible Investments and Cash in the Accounts (other than the Hedge Counterparty Collateral Account), will at least equal to the Total Senior Redemption Amount, (ii) the Trustee has received bids for each of the Collateral Assets from at least two Qualified Bidders identified to the Trustee by the Collateral Manager (including the winning Qualified Bidder), (iii) the winning bidder enters into a written agreement with the Issuer for the purchase of the Collateral Assets and (iv) all other requirements in the Indenture are satisfied.  Pursuant to Section 9.7(b) of the Indenture, the Collateral Manager, although it may not have been the highest bidder, will have the option to purchase the Collateral Assets (or any subpool) for a purchase price equal to the highest bid therefor.

 

            The Auction Solicitation Package, containing details of the Auction, can be obtained by contacting the Collateral Manager by phone at (212) 735-1495, by e-mail at [email protected], and by facsimile at (212) 735-1499 and [email protected], and by facsimile at (215) 391-4171.

 

            III.       Notice of Potential Auction Call Redemption.

 

             In accordance with Section 9.3 of the Indenture, the Issuer has provided notice (the "Issuer's Notice) to the Trustee of a potential Auction Call Redemption.  A copy of the Issuer's Notice is attached hereto as Exhibit A.

 

             In accordance with Section 9.7 of the Indenture and subject to the satisfaction of the conditions to the consummation of the Auction, the Trustee hereby provides notice of the following information relating to the potential Auction Call Redemption:

 

            The Auction Call Redemption Date will be November 27, 2017.

            The Record Date will be November 12, 2017.

            The Redemption Price for the Notes will equal the sum of the Aggregate Outstanding Amount of the Notes being redeemed plus accrued interest thereon (including Defaulted Interest and accrued, unpaid and uncapitalized interest on Defaulted Interest, if any).

            The principal amount of each Class of Notes to be redeemed is the Aggregate Outstanding Amount.

            In the event that all conditions to the consummation of the Auction are satisfied, the Trustee will provide an additional notice specifying the place where the Notes and Preference Shares may be surrendered for payment of the Redemption Price.  

 

            You may direct questions to the attention of Stephen Moore by telephone at (410) 884-2040, by e-mail at [email protected], or by mail addressed to Wells Fargo Bank, National Association, Corporate Trust Department, Attn: Stephen Moore, MAC: R1204-010, 9062 Old Annapolis Road, Columbia, MD 21045-1951.  The Trustee may conclude that a specific response to particular inquiries from individual Holders is not consistent with equal and full dissemination of material information to all Holders.  Holders of Notes or Preference Shares should not rely on the Trustee as their sole source of information. The Trustee makes no recommendations and gives no investment advice herein or as to the Notes or Preference Shares generally.

 

Dated: October 13, 2017                                

WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and Preference Share Paying Agent


Schedule A

Holders of Notes and Preference Shares:*

751021AG1

751021AJ5

751021AL0

751021AN6

751021AQ9

751021AS5

G7360PAJ5

751021AU0

751021AW6

75102MAA8

 

 

Issuer:

RAIT Preferred Funding II, Ltd.

c/o Walkers SPV Limited

Walker House

87 Mary Street, George Town

Grand Cayman KY1-9002

Cayman Islands

Attention: The Directors

 

Co-Issuer:

RAIT Preferred Funding II, LLC

c/o Andrew M. Lubin

110 South Poplar Street, Suite 101

Wilmington, Delaware 19801

Attn: Andrew M. Lubin

 

Collateral Manager:

RAIT Partnership, L.P.

Two Logan Square

100 N. 18th Street, 23rd Floor

Philadelphia, Pennsylvania 19103

Irish Stock Exchange:

Irish Stock Exchange Limited

Company Announcements Office

28 Anglesea Street

Dublin 2, Ireland

 

Irish Paying Agent:

Custom House Administration and Corporate Services Limited

25 Eden Quay

Dublin 1 Ireland

 

Rating Agencies:

S&P Global Ratings

55 Water Street, 41st Floor

New York, New York 10041-0003

Attn:  CDO Surveillance

[email protected]

 

Moody's Investors Service

7 World Trade Center

250 Greenwich Street

New York, New York 10007

Attn: CMBS Surveillance

[email protected]

 



Exhibit A


Issuer's Notice

 

 

This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange

 



*  The Trustee shall not be responsible for the use of the CUSIP, CINS, ISIN or Common Code numbers selected, nor is any representation made as to their correctness indicated in the notice or as printed on any Note. The numbers are included solely for the convenience of the Holders. 


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