8.375% Senior Secured Notes due 2020
REG S - ISIN XS0954675558, Common Code 095467555
RULE 144A - ISIN XS0954675392, Common Code 095467539
Notice is hereby given in accordance with Sections 3.03 and 3.07 of the indenture dated as of August 2, 2013 (as
amended through the date hereof, the “Indenture”), by, amongst others, Cabot Financial (Luxembourg) S.A., as
the Issuer (the “Issuer”), Citibank, N.A., London Branch, as Trustee, Principal Paying Agent and Transfer Agent,
Citigroup Global Markets Deutschland AG, as Registrar and J.P. Morgan Europe Limited, as Security Agent,
governing the Issuer’s 8.375% Senior Secured Notes due 2020 (the “Notes”). The terms not otherwise defined
herein shall have the meanings given to them in the Indenture.
The Issuer hereby elects to redeem the aggregate principal amount outstanding of the Notes, which is equal to
£67,805,000 (such amount being the “Redemption Amount”), pursuant to Section 3.07(a) of the Indenture. The
Issuer is redeeming the Notes for cash in an amount equal to the aggregate Redemption Price (as defined below)
of the Notes, plus accrued and unpaid interest up to (but excluding) the Redemption Date (as defined below).
The terms and conditions of the redemption are as follows:
- The redemption date for the Notes will be November 18, 2018 (the “Redemption Date”). The record
date, on which any Holder of Notes must hold any Notes to be entitled to the Redemption Price (defined
below), will be the Business Day immediately prior to the Redemption Date.
- The redemption price of the Notes will be 102.094% (the “Redemption Price”) of the principal amount
of the Notes to be redeemed plus accrued and unpaid interest from and including August 1, 2018, to (but
excluding) the Redemption Date. No Additional Amounts will be payable.
- The Global Notes will be redeemed in a principal amount equal to the Redemption Amount such that,
after the Redemption Date, no Global Notes will be outstanding.
- The Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption
Price plus accrued but unpaid interest or, in respect of Global Notes, the redemption will be effected in
accordance with the usual procedures of Clearsteam and Euroclear. The name and address of the Paying
Agent is: Citibank, N.A., London Branch, Citigroup Centre, 25 Canada Square, London E14 5LB,
- Unless the Issuer defaults in the payment of the Redemption Price, the Notes called for redemption will
cease to accrue interest and any Additional Amounts on and after the Redemption Date and the only
remaining right of holders of the Notes called for redemption is to receive payment of the Redemption
Price upon surrender to the respective Paying Agent of the Notes redeemed.
- The Notes are being redeemed pursuant to Section 3.07(a) of the Indenture.
- No representation is made as to the correctness or accuracy of the Common Codes and/or ISINs
listed in this Notice of Redemption or printed on the Notes.
November 8, 2018
By: Cabot Financial (Luxembourg) S.A.