Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange
Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange
Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange
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Principal Distribution Amounts and Pro Rata Principal<br />
Prepayment Amounts).<br />
Description of the Libra Whole Loan<br />
Libra Whole Loan...................................... The Libra Loan, which represents 100.0 per cent. of the Initial<br />
Loan Balance, is the senior tranche of a whole loan to the Borrower<br />
(and together with the subordinate tranches, the “Libra Whole<br />
Loan”).<br />
The subordinate tranches of the Libra Whole Loan, the “B0-1<br />
Loan”, the “B0-2 Loan”, the “B1 Loan”, the “B2 Loan”, the “B3<br />
Loan” and the “B4 Loan” (each a “Subordinate Tranche”, and,<br />
collectively the “Subordinate Debt”) will not be held by the<br />
Issuer, but will instead be held by the Loan Arranger and/or certain<br />
third parties (each of the latter a “Subordinate Lender” and<br />
collectively, the “Subordinate Lenders”). Pursuant to the terms of<br />
an intercreditor deed (the “Senior Intercreditor Deed”) entered<br />
into in relation to the Libra Whole Loan with the Subordinate<br />
Lenders, the Libra Whole Loan has been tranched, each tranche<br />
being subordinate in priority of payment to the Libra Loan.<br />
The parent company of the Borrower (the “Shareholder”) is the<br />
borrower under a separate, subordinated £70,000,000 loan (the<br />
“PIK Facility Loan”). The PIK Facility Loan is not held by the<br />
Issuer and will instead be held by third parties. The PIK Facility<br />
Loan is secured by a first fixed charge over the shares of the<br />
Borrower, and is guaranteed and subordinated pursuant to a<br />
guarantee and subordination deed. The guarantee under the<br />
guarantee and subordination deed is secured by the same security<br />
as that for the Libra Whole Loan, and each Guarantor also<br />
guarantees the Senior Debt (the “Guarantee and Subordination<br />
Deed”). See “Risk Factors—Other Indebtedness, Liabilities and<br />
Financing” and “The Libra Loan and Properties—PIK Facility<br />
Intercreditor Deed”.<br />
The Libra Loan and Related Properties<br />
The Libra Loan .......................................... The Issuer’s assets will consist primarily of the senior tranche (the<br />
“Libra Loan”) under the Libra Whole Loan, which is secured by,<br />
inter alia, mortgages or (in the case of Scottish properties) standard<br />
securities (each, a “Mortgage”) over: (a) the freeholds and<br />
overriding leases of 285 healthcare properties, which represent 96.5<br />
per cent. of the Cut-Off Date Securitised Loan Principal Balance<br />
based upon the aggregate Cut-Off Date Allocated Loan Amount;<br />
(b) the long leaseholds of seven healthcare properties, which<br />
represent 2.6 per cent. of the Cut-Off Date Securitised Loan<br />
Principal Balance based upon the aggregate Cut-Off Date<br />
Allocated Loan Amount; (c) the part freehold and part leasehold of<br />
two healthcare properties which represent 0.9 per cent. of the Cut-<br />
Off Date Securitised Loan Principal Balance based upon the<br />
aggregate Cut-Off Date Allocated Loan Amount; and (d) the<br />
freeholds of three staff accommodation properties, which represent<br />
less than 1.0 per cent. of the Cut-Off Date Securitised Loan<br />
Principal Balance based upon the aggregate Cut-Off Date<br />
Allocated Loan Amount (collectively, the “Properties”). In<br />
addition, the Libra Loan is secured by: (a) charges over 241<br />
overriding leases which have been granted by the relevant<br />
freeholder, part freehold and part leasehold or long leasehold<br />
owner in the Borrower Group (the “Superior Landlord”) of the<br />
294 healthcare properties to other members of the Borrower Group;<br />
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