European Infrastructure Finance Yearbook - Investing In Bonds ...

swap custodian, plus any moneys to be paid
into the issuer’s expenses reserve accounts
and any amounts to be credited to the
liquidity accounts up to the required
liquidity amount;
• Any interests due on the liquidity notes;
• Any principal due on the liquidity notes;
• Any amount due to the TRS counterparties;
• Any amount due to the borrower hedge
counterparties;
• Pro rata and pari passu, according to the
respective amounts;
• Any interest due or accrued, any principal,
any amount in excess of the par amount
(always excluding step-up fees) on the
tranche A notes, and any counterparty fixedrate
note payment under the margin basis
swap. All such amounts are applied pro rata
and pari passu to all tranche A notes, but
within each tranche applied according to the
following order:
♦ Interest due and accrued;
♦ Principal due; and
♦ The amount in excess of the par amount
upon early redemption and any
counterparty fixed-rate note payment
under the margin basis swap.
• For each class G note depending on the
monoline, the aggregate of: (i) guarantee fees
and other amounts then due to the relevant
monoline, taking into account any AI receipt
for that amount; (ii) all amounts of interest
due or taking into account any AI receipt for
that amount; (iii) any principal taking into
account any AI receipt for that amount; and
(iv) any amounts in excess of the indexed
par amount payable on early redemption
due and payable on the relevant tranche G
notes, taking into account any AI receipt for
that amount. This amount is applied
pro rata and pari passu for the relevant
tranche G notes, but in the following order
of priority:
♦ Guarantee fees and other amounts due to
the relevant monoline;
♦ Interest due and accrued on the relevant
tranche G note;
♦ Any amounts to be reimbursed to the
relevant monoline with regard to any
interest paid under the guarantee;
♦ Scheduled principal due on the relevant
tranche G note;
STANDARD & POOR’S EUROPEAN INFRASTRUCTURE FINANCE YEARBOOK
TRANSPORTATION INFRASTRUCTURE
♦ Any amounts to be reimbursed to the
relevant monoline with regard to any
scheduled principal paid under the
guarantee;
♦ Any amounts to be reimbursed to the
relevant monoline with regard to any
unscheduled principal paid under the
guarantee;
♦ Any amount of unscheduled principal
due to the relevant tranche G notes; and
♦ Any amount in excess of the par amount
upon early redemption on the relevant
tranche G note.
• Step-up amounts on the class A3 and class
A4 notes;
• Additional amounts including withholding
tax gross-up;
• Any subordinated amounts to the hedge
counterparties; and
• The amount in the issuer’s transaction
account to the holder of the class R
certificates, once all the amounts on the
notes listed above have been paid in full.
The issuer’s post-enforcement waterfall is the
same as the issuer’s pre-enforcement priority of
payments, except for additional payments to the
trustee on enforcement.
Notes’ events of default
The issuer’s events of default are limited to:
• Nonpayment under the notes;
• Failure to comply with the transaction
documents;
• Misrepresentation; and
• Insolvency.
Controlling creditors
The controlling creditors are the monolines for as
long as the wrapped tranches G1, G2, G3, and
G4 are outstanding, or any payment due to the
monolines is still outstanding. Once the tranche G
notes have been redeemed in full and no further
payments are due to the monolines, the tranche
A1 and A2 notes become the controlling creditors.
When the tranche A1 and A2 notes have been
fully redeemed, the control passes to the tranche
A3 and A4 noteholders. Once all the tranche G
and A notes are redeemed, the trustee acts on
behalf of the liquidity noteholders.
NOVEMBER 2007 ■ 81