NEWGATE FUNDING PLC - Irish Stock Exchange

Level: 8 – From: 8 – Wednesday, December 19, 2007 – 9:31 pm – mac8 – 3894 Section 02 : 3894 Section 02
SERIES CREDIT STRUCTURE
In addition to the disclosure under “Credit Structure” in the Offering Circular, the following is a summary
of the structure and credit arrangements underlying the Notes. Such summary should be read in conjunction
with the information appearing elsewhere in this Supplement and the Offering Circular.
Series Hedge Agreements
Series Interest Rate Cap Agreement
As described in the Offering Circular under “Credit Structure – Series Interest Rate Cap Agreement”, the
Issuer will enter into an interest rate cap agreement (the Series Interest Rate Cap Agreement) with Merrill
Lynch International Bank Limited at the Treasury Building, Lower Grand Canal Street, Dublin 2, Ireland as
series interest rate cap provider (the Series Interest Rate Cap Provider) dated on or about the Issue Date
in order to hedge against a possible rise in Note LIBOR.
Under the Series Interest Rate Cap Agreement, in relation to each Distribution Period, if on the first day of
any Interest Period occurring prior to 15 December 2008, 3 month LIBOR exceeds 7.25%, then the Series
Interest Rate Cap Provider will make a payment to the Issuer on each relevant Distribution Date determined
by reference to a notional amount of 100% of the Principal Amount Outstanding of the Notes on the first day
of such Interest Period. If on the first day of any Interest Period occurring on and after 15 December 2008
and prior to 15 December 2012, 3 month LIBOR exceeds 10.00%, then the Series Interest Rate Cap Provider
will make a payment to the Issuer on each relevant Distribution Date determined by reference to a notional
amount of the lesser of (i) 25% of the Principal Amount Outstanding of the Notes on the Issue Date and (ii)
100% of the Principal Amount Outstanding of the Notes on the first day of such Interest Period.
Under the terms of the Series Interest Rate Cap Agreement, the Issuer will pay an amount to the Series
Interest Rate Cap Provider on the Issue Date.
Any payment made by the Series Interest Rate Cap Provider under the Series Interest Rate Cap Agreement
(other than any collateral payment and any termination payment received from the Series Interest Rate Cap
Provider which is to be applied towards the appointment of a replacement Series Interest Rate Cap Provider)
will be paid into the Series GIC Bank Account and credited to the ledger maintained by the Series Cash
Manager on behalf of the Issuer in respect of Available Revenue Funds (the Series Revenue Ledger) and
form part of the Available Revenue Funds for that Distribution Date.
The Issuer may terminate the Series Interest Rate Cap Agreement in certain circumstances including, inter
alia, where the Series Interest Rate Cap Provider fails to make a payment that is due pursuant to the Series
Interest Rate Cap Agreement and/or the Series Interest Rate Cap Provider is subject to certain bankruptcy
events.
The Series Interest Rate Cap Provider may terminate the Series Interest Rate Cap Agreement in certain
circumstances, including if the Issuer fails to make a payment that is due pursuant to the Series Interest Rate
Cap Agreement; if the Issuer is subject to certain bankruptcy events; if a Series Event of Default occurs under
Condition 12; or if the Notes are redeemed in full pursuant to Condition 9(d).
The Series Interest Rate Cap Agreement may also be terminated by either party if it becomes illegal for either
party to perform its obligations under the Series Interest Rate Cap Agreement or, subject to certain
conditions, by a party affected by the imposition of withholding tax.
As at the Issue Date, the Series Interest Rate Cap Guarantor (defined below) will be required to have a rating
assigned for its short-term unsecured, unsubordinated and unguaranteed debt obligations of at least A-1 by
S&P, P-1 by Moody’s (if any such obligations are rated by Moody’s) and F1 by Fitch and a rating assigned
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