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Prospectus UBI Banca Covered Bond Programme

Prospectus UBI Banca Covered Bond Programme

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<strong>Prospectus</strong><br />

"Z"<br />

stands for the weighted average remaining maturity of all <strong>Covered</strong> <strong>Bond</strong>s (expressed in years) then<br />

outstanding multiplied by the aggregate Principal Amount of the <strong>Covered</strong> <strong>Bond</strong>s multiplied by the<br />

Negative Carry Factor.<br />

The "Asset Percentage" means 93.00 per cent. or such lower percentage as may be determined from time to<br />

time in accordance with the Cover Pool Management Agreement.<br />

Net Present Value Test<br />

The Issuer and the Sellers shall ensure that the Net Present Value of the Cover Pool, net of the transaction costs<br />

to be borne by the Guarantor (including the payments of any nature expected to be borne or due with respect to<br />

any Swap Agreement) shall be higher than or equal to the net present value of all Series of <strong>Covered</strong> <strong>Bond</strong>s<br />

issued under the <strong>Programme</strong> and not cancelled or redeemed in full in accordance with their Final Terms at the<br />

relevant Calculation Date.<br />

The "Net Present Value" is an amount equal to:<br />

where:<br />

A + B<br />

"A"<br />

"B"<br />

stands for the net present value of all Eligible Assets and Top-Up Assets comprised in the Cover Pool;<br />

stands for the net present value each Asset Swap Agreement and Liability Swap Agreement.<br />

Interest Coverage Test<br />

The Issuer and the Sellers must ensure that on each Calculation Date the amount of interest and other revenues<br />

generated by the assets included in the Cover Pool, net of the costs borne by the Guarantor (including the<br />

payments of any nature expected to be borne or due with respect to any Swap Agreement), shall be higher than<br />

the amount of interest due on all Series of <strong>Covered</strong> <strong>Bond</strong>s issued under the <strong>Programme</strong> and not cancelled or<br />

redeemed in full in accordance with their Final Terms at the relevant Calculation Date, taking into account the<br />

Swap Agreements entered into in connection with the <strong>Programme</strong>.<br />

The Interest Coverage Test will be considered met if, on the relevant Calculation Date, the Expected Revenue<br />

Income (as defined below) is in an amount equal to or greater than the Expected Revenue Liability (as defined<br />

below), both as calculated on the relevant Calculation Date.<br />

The "Expected Revenue Income" will be an amount calculated on each Calculation Date by applying the<br />

following formula:<br />

where,<br />

A+B+C<br />

"A"<br />

"B"<br />

"C"<br />

stands for the aggregate amount standing to the credit of the Luxembourg Interest Collection Accounts<br />

as of the relevant Calculation Date;<br />

stands for any payments that the Guarantor is expected to receive under any Swap Agreement as at the<br />

end of the relevant Collection Period; and<br />

stands for the interest component of all the Instalments falling due from the relevant Calculation Date to<br />

the date falling 12-months thereafter (such interest payments to be calculated with respect to the<br />

applicable interest rates as of the relevant Calculation Date).<br />

The "Expected Revenue Liability" will be an amount calculated on each Calculation Date by applying the<br />

following formula:<br />

where,<br />

D+E+F<br />

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