Notice of release of certain guarantors
GKN HOLDINGS LIMITED
(a private limited company incorporated with limited liability in England and Wales with registered number 00066549)
NOTICE OF RELEASE OF CERTAIN GUARANTORS
to the holders of its outstanding
£300,000,000 3.375% Notes due 12 May 2032 (Common Code: 161185779; ISIN: XS1611857795) (the “Notes”)
issued by the Issuer under a £2,000,000,000 Euro Medium Term Note Programme
and to the Trustee (as defined below)
We refer to the trust deed dated 24 April 2017, entered into between the Issuer and HSBC Corporate Trustee Company (UK) Limited, as the trustee (the “Trustee”), constituting the Notes, as amended and/or supplemented from time to time (the “Trust Deed”).
Defined terms used in this Notice will have the meanings given to them in the Trust Deed.
Notice is hereby given that on 20 April 2023 a Guarantee Release Event occurred, whereby, in connection with the demerger of Dowlais Group plc from Melrose Industries PLC, the below mentioned subsidiaries of Melrose Industries PLC (the “Release Guarantors”), which had previously acceded as guarantors under the Notes, ceased to provide a guarantee or be a borrower under the Senior Term and Revolving Facilities Agreement. Following certification by the Issuer and each relevant Guarantor in accordance with Clause 5A.11(b) of the Trust Deed, the Release Guarantors were, in accordance with the terms of the Trust Deed, automatically released from all obligations under their respective guarantees in respect of the relevant Notes.
The Release Guarantors, which have been released from all their obligations under their respective guarantees, are:
- Melrose Intermediate Limited
- Sageford UK Limited
- Eachairn Aerospace Holdings Limited
- Dowlais Industries Limited
- GKN Driveline Birmingham Limited
- GKN Sinter Metals, LLC
- Hoeganaes Corporation
- GKN America Corp.
- GKN Driveline Newton, LLC
- GKN Driveline North America, Inc.
- GKN Driveline Bowling Green, Inc.
- GKN Driveline Deutschland GmbH
- GKN Driveline International GmbH
- GKN Driveline Trier GmbH
- GKN Driveline Polska sp. z o.o.
- GKN Driveline Köping AB
This Notice is given by GKN Holdings Limited.
Holders should contact the following for further information:
GKN Holdings Limited, 11th Floor, The Colmore Building, Colmore Circus Queensway, Birmingham, B4 6AT, United Kingdom
Dated: 21 April 2023