ANNOUNCEMENT
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION
OF BONDHOLDERS. IF BONDHOLDERS ARE IN ANY DOUBT AS TO THE
ACTION THEY SHOULD TAKE, THEY SHOULD IMMEDIATELY CONSULT THEIR OWN
INDEPENDENT PROFESSIONAL ADVISERS.
THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST
TO THE REGISTERED AND BENEFICIAL OWNERS OF THE BONDS. IF
APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES
RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF
TO BENEFICIAL OWNERS OF THE BONDS IN A TIMELY MANNER. IF
BONDHOLDERS OR BENEFICIAL OWNERS OF THE BONDS ARE IN ANY DOUBT AS
TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT
THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER
WITHOUT DELAY.
If you have recently sold or
otherwise transferred your entire holding(s) of Bonds referred to
below, you should immediately forward this Notice to the purchaser
or transferee or to the stockbroker, bank or other agent through
whom the sale or transfer was effected for transmission to the
purchaser or transferee.
THE
COVENTRY AND RUGBY HOSPITAL COMPANY PLC - RNS
ANNOUNCEMENT
THE
COVENTRY AND RUGBY HOSPITAL COMPANY PLC (the "Issuer")
£407,239,000
3.246 per cent. Index Linked
guaranteed secured bonds due 30 June 2040
(including £35,000,000 variation bonds)
(with
authority to issue further bonds)
unconditionally and irrevocably guaranteed as to scheduled
payments of principal and interest pursuant to a financial
guarantee policy
issued
by MBIA ASSURANCE S.A. (succeeded
by Assured Guaranty UK
Ltd)
(the
"Bonds")
(ISIN:
XSO159152189 Common Code: 015915218)
Referral Notice Received
In reference to the Project Agreement between
University Hospitals Coventry and Warwickshire National Health
Service Trust, Coventry Primary Care Trust (succeeded by Coventry
and Warwickshire Partnership Trust) and The Coventry and Rugby
Hospital Company Plc, dated 3 December 2002, as amended from time
to time and the Collateral Deed between The Coventry and Rugby
Hospital Company Plc, The Coventry and Rugby Hospital Company
(Holdings) Limited, Mourant & Co. Capital Trustees Limited
(succeeded by Apex Corporate Trustees (UK) Ltd) (As Security
Trustee and Bond Trustee) and MBIA Assurance S.A. (succeeded by
Assured Guaranty UK Limited), dated 3 December 2002. Unless
otherwise defined herein, capitalised terms have the same meaning
as given to them in the Project Agreement, Schedules to the Project
Agreement and Collateral Deed.
As reported in RNS numbers 7541O on 1 February
2023 the Issuer received a termination notice from the Coventry and
Warwickshire Partnership Trust (previously Coventry Primary Care
Trust) (the "Trust"). By this termination notice the Trust
stated that it had terminated the Project Agreement in its entirety
as it applies to the Trust only, pursuant to the terms of the
Project Agreement, and that such termination took effect on 1
February 2023.
It was subsequently announced in RNS 9708S that
the Trust did not elect to retender the Coventry Primary Care Trust
Project Operations and therefore the no retendering procedure under
the Project Agreement would be followed. Consequently, the
Issuer and the Trust would seek to agree the Estimated Fair Value
of the Project Agreement (as it relates to the Trust
only).
Following the failure of the Issuer and the
Trust to agree the Estimated Fair Value of the Agreement ("EFVA"),
as announced in RNS 9113B, on 30th January 2024 the Issuer served a
Referral Notice to the Trust referring the Dispute regarding EFVA /
AEFVA ("Adjusted Estimated Fair Value of the Agreement") to
adjudication. That adjudication is underway.
On 3 June 2024, the
Trust served a Referral Notice in relation to a new dispute in
relation to reporting of deductions seeking to claim the amount of
£29,674,914. It is expected that the decision in relation to
this second adjudication will be coterminous with the decision in
relation to the EFVA / AEFVA adjudication.
Enquiries
The Issuer
The Coventry and Rugby
Hospital Company Plc
8 White Oak
Square
Swanley
Kent
BR8 7AG
Attention: Jacques
Mostert, Project Co. Representative.
Important information
This announcement is not a prospectus, is
distributed for information purposes only and does not constitute
or form part of any offer or invitation to issue, acquire or
dispose of any securities in any jurisdiction. Nothing in this
document is intended to amount to an invitation or inducement to
engage in investment activity. Nothing in this document amounts to
the giving of advice. If you are in any doubt as to the action you
should take, you should consult a professional adviser.