28th Feb 2022 17:30
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS IMMEDIATELY.
28 February 2022
NOTICE TO THE HOLDERS OF THE FOLLOWING NOTES ISSUED BY
THE BERKELEY GROUP PLC(the "Issuer")
£400,000,000 2.500 per cent. Guaranteed Notes due 2031 (ISIN: XS2370445921) (the "Notes")
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NOTICE OF NEW GUARANTORS AND RELEASE OF GUARANTORS
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NOTICE IS HEREBY GIVEN THAT:
New Guarantors
In accordance with Condition 2(c) of the Terms and Conditions of the Notes and Clause 4.2 of the trust deed dated 11 August 2021 (the "Trust Deed") made between the Issuer, certain guarantors named therein (the "Guarantors") and HSBC Corporate Trustee Company (UK) Limited (the "Trustee") and by way of a supplemental trust deed between the Issuer, the Trustee and the New Guarantors (as defined below) dated 28 February 2022, the following entities:
1. Berkeley Modular Limited;
2. Berkeley Strategic Land Limited;
3. Berkeley Two Hundred and Eight Limited;
4. Berkeley Twenty-Three Limited;
5. Berkeley Two Hundred and Seventeen Limited;
6. Berkeley Two Hundred and Eighteen Limited;
7. Berkeley Two Hundred and Nineteen Limited,
(together, the "New Guarantors") have acceded to the obligations as Guarantors and become Guarantors under the Notes constituted by the Trust Deed.
Information on the New Guarantors
Name of New Guarantor | Jurisdiction of Incorporation | Date of Incorporation | Registered Number | Registered Address | Business Activity |
Berkeley Modular Limited | England | 16 December 2016 | 10529174 | Berkeley House, 19 Portsmouth Road, Cobham, United Kingdom, KT11 1JG | Residential-led regeneration and mixed use property development and ancillary activities |
Berkeley Strategic Land Limited | England | 2 June 1988 | 02264097 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Residential-led regeneration and mixed use property development and ancillary activities |
Berkeley Two Hundred and Eight Limited | England | 17 November 2015 | 09876181 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, United Kingdom, KT11 1JG | Residential-led regeneration and mixed use property development and ancillary activities |
Berkeley Twenty-Three Limited | England | 14 June 2000 | 04014991 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Residential-led regeneration and mixed use property development and ancillary activities |
Berkeley Two Hundred and Seventeen Limited | England | 16 December 2016 | 10529183 | Berkeley House, 19 Portsmouth Road, Cobham, United Kingdom, KT11 1JG | Dormant |
Berkeley Two Hundred and Eighteen Limited | England | 16 December 2016 | 10529199 | Berkeley House, 19 Portsmouth Road, Cobham, United Kingdom, KT11 1JG | Dormant |
Berkeley Two Hundred and Nineteen Limited | England | 16 December 2016 | 10529204 | Berkeley House, 19 Portsmouth Road, Cobham, United Kingdom, KT11 1JG | Dormant |
Release of Guarantors
In accordance with Condition 2(d) of the Terms and Conditions of the Notes and Clause 4.3 of the Trust Deed made between the Issuer, the Guarantors and the Trustee, by way of a written notice to the Trustee dated 28 February 2022, the following entities:
1. Berkeley Homes (Festival Waterfront Company) Limited;
2. Berkeley Homes (Home Counties) plc;
3. Berkeley Partnership Homes Limited;
4. Stanmore Relocations Limited;
5. PEL Investments Limited;
6. CPWGCO 1 Limited;
7. St George Battersea Reach Limited;
8. Berkeley (Carnwath Road) Limited;
9. St George Developments Limited;
10. Berkeley Homes Special Contracts plc; and
11. Berkeley Homes (West Thames) Limited,
(together, the "Released Guarantors") have been automatically and irrevocably released and relieved of all their obligations as Guarantors and have ceased to be Guarantors under the Notes constituted by the Trust Deed.
Information on the Released Guarantors
Name of Released Guarantor | Jurisdiction of Incorporation | Date of Incorporation | Registered Number | Registered Address | Business Activity |
Berkeley Homes (Festival Waterfront Company) Limited | England | 24 November 2003 | 04974207 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
Berkeley Homes (Home Counties) plc | England | 15 July 2002 | 04486305 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
Berkeley Partnership Homes Limited | England | 12 June 1986 | 02027578 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
Stanmore Relocations Limited | England | 23 May 2005 | 05459681 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
PEL Investments Limited | England | 27 March 2006 | 05757113 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
CPWGCO 1 Limited | England | 9 June 2009 | 06928853 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
St George Battersea Reach Limited | Jersey | 14 August 1997 | 69473 | PO Box 521, 9 Burrard Street, St. Helier, Jersey, JE4 5UE | Residential-led regeneration and mixed use property development and ancillary activities |
Berkeley (Carnwath Road) Limited | Isle of Man | 11 May 2007 | 000872V | First Floor, Jubilee Buildings, Victoria Street, Douglas, IM1 2SH, Isle of Man | Dormant |
St George Developments Limited | England | 4 March 2005 | 05383543 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
Berkeley Homes Special Contracts public limited company | Scotland | 13 November 1967 | SC045234 | Saltire Court, 20 Castle Terrace, Edinburgh, EH1 2EN | Dormant |
Berkeley Homes (West Thames) Limited | England | 19 October 2005 | 05596699 | Berkeley House, 19 Portsmouth Road, Cobham, Surrey, KT11 1JG | Dormant |
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The New Guarantors and Released Guarantors are direct or indirect wholly-owned subsidiaries of the Issuer.
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The Issuer's LEI is: 2138001V85JLYR7AUB61
Further information on The Berkeley Group plc is available at https://www.berkeleygroup.co.uk/
Related Shares:
Berkeley Grp 31