LCP Proudreed PLC - Irish Stock Exchange

Repayment of the Commercial Mortgage Loans
Subject to any early prepayment of a Commercial Mortgage Loan in accordance with the terms of the
relevant Commercial Mortgage Loan Agreement, the Commercial Mortgage Loans will be repaid in full
on 25 August 2014.
Prepayment of the Commercial Mortgage Loans
(a)
Each Borrower shall (or, in the case of paragraph (vi) and (vii) below, may), if applicable upon
giving the requisite prior written notice (as specified below) to, inter alios, the Issuer, prepay its
Commercial Mortgage Loan:
(i)
(ii)
(iii)
(iv)
in part on any Loan Interest Payment Date, if any interest (other than in relation to any
Minor Disposals) in any Secured Property is disposed of, whether as a result of a compulsory
purchase or an elected disposal as permitted pursuant to and in accordance with the terms of
the relevant Commercial Mortgage Loan Agreement, without an Additional Secured
Property being acquired by the Borrower within 6 months of such disposal, the Prepayment
Amount being calculated in accordance with the terms of the relevant Commercial Mortgage
Loan Agreement and as further described below. For further details as to permitted disposals
of Secured Properties, see the sub-section entitled ‘‘Disposals of assets and Secured
Properties’’ below;
in part on any Loan Interest Payment Date, if any insurance proceeds are received in respect
of any damage or destruction of a Secured Property and such insurance proceeds are not
(A) used to replace, restore or reinstate such Secured Property as required by the terms of
any applicable Occupational Lease, or (B) absent a Potential Loan Event of Default or a
Loan Event of Default and so long as both the Historical ICR and the Projected ICR are
equal or above 1.3:1, used to replace, restore or reinstate such Secured Property within the
earlier of (1) 12 months of their receipt into the relevant Insurance Proceeds Account and
(2) 36 months (or such lesser period for which the relevant Secured Property benefits from
insurance for loss of rent) of the relevant damage or destruction, despite such replacement,
restoration or reinstatement not being required by the terms of any applicable Occupational
Lease. If, in respect of any Secured Property, any of the above time periods are (or are likely
to be) exceeded, the relevant Borrower shall be entitled to request an extension to such time
periods from (and subject to the satisfaction of any conditions set by) the Borrower Security
Trustee. No prepayment shall be required if the insurance proceeds received in respect of a
Secured Property are less than £50,000 (as adjusted on an annual basis by reference to
changes in retail prices), and in all other cases the Prepayment Amount will be calculated in
accordance with the terms of the relevant Commercial Mortgage Loan Agreement and as
further described below;
upon receipt of not less than 35 and not more than 60 days prior written notice from the Issuer
(or such shorter period expiring on the latest date permitted by law), in whole (but not in
part), if it becomes unlawful for the Issuer to make, fund or, as applicable, permit to remain
outstanding advances made pursuant to the applicable Commercial Mortgage Loan Agreement;
in whole or in part (depending on the principal amount of the Commercial Mortgage Loan
then outstanding) on any Loan Interest Payment Date if:
(1) on the relevant Loan Calculation Date immediately preceding such Loan Interest
Payment Date, either the Historical ICR or the Projected ICR (or both) is below 1.3:1
and either the Historical ICR or the Projected ICR (or both) was below 1.3:1 on each
of the three immediately preceding Loan Calculation Dates, in an amount equal to the
balance then credited to the Cash Trap Account (after taking into account any amounts
paid into the Cash Trap Account on such Loan Interest Payment Date); or
(2) on the immediately preceding Loan Interest Payment Date a prepayment was made in
respect of the relevant Commercial Mortgage Loan from the Cash Trap Account
pursuant to either sub-paragraph (1) above or this sub-paragraph (2) (unless both on
the Loan Calculation Date in respect of the current Loan Interest Payment Date and
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