RNS Number:9835M
Cullinan Finance Limited
31 January 2008
31 January 2008
HSBC Releases Restructuring Proposal to Investors
HSBC Bank plc as manager of Cullinan Finance Ltd and Asscher Finance Ltd has
continued to work to prevent the current funding constraints in the Structured
Investment Vehicle (SIV) sector from forcing a liquidation of high-quality
assets which currently amount to $27.1bn and $6.5bn in Cullinan and Asscher
respectively.
HSBC has established two new vehicles to help achieve this objective for
Cullinan. The first of these is Mazarin Funding Limited, an asset backed
commercial paper conduit which will issue CP and MTNs (expected to be rated A-1+
/P-1/AAA/Aaa) benefiting from a 100% liquidity facility provided by HSBC. The
second is Barion Funding Limited, a term funded vehicle.
Cullinan's income note investors have been given the option to exchange their
existing notes for income notes in each of Mazarin and Barion. In conjunction
with the exchange offer, a proportion of assets broadly representative of those
comprising Cullinan's whole portfolio are expected to be transferred from
Cullinan to Mazarin and Barion. The third party income note holders in Mazarin
and Barion will continue to bear the risk of actual credit defaults in the asset
portfolios and ongoing funding cost of the vehicles as they did in Cullinan. It
is possible that following the income note exchange offer, CP and MTN investors
may also be offered an opportunity to exchange their Cullinan senior debt for
senior debt issued by Mazarin, although this is still under consideration. To
the extent this occurs, details will be released in the coming weeks.
Mazarin and Barion do not have any market value triggers and have a greater
certainty of funding than is available in the SIV sector currently. Therefore
HSBC believes that this solution addresses the two main challenges facing the
SIV sector.
The Cullinan income note investors will be formally required to submit
acceptances to the Exchange Offer in the next few weeks. However, the initial
response to the Cullinan restructuring plan has been very positive and it is
anticipated that there will be a high acceptance rate. Options for the
restructuring for Asscher are being considered with further details expected to
be announced and the restructuring commenced over the coming weeks.
HSBC Bank plc as Manager of Cullinan Finance Limited and Asscher Finance Limited
Disclaimer
This document is compiled by HSBC Bank plc ("HSBC") on behalf of Cullinan
Finance Limited and Cullinan Finance Corporation and Asscher Finance Limited and
Asscher Finance Corporation (each the "Co-Issuers"). HSBC is authorised and
regulated by the Financial Services Authority ("FSA") and is a member of the
HSBC Group of companies (the "HSBC Group"). Any member of the HSBC Group
together with their directors, officers and employees may have traded for their
own account as principal, underwritten an issue within the last 36 months or,
have a long or short position in securities or instruments or in any related
instrument mentioned in this document.
Members of the HSBC Group have been appointed to perform certain functions,
including that of Manager, in relation to the Co- Issuers under the euro
commercial paper programme, the U.S. commercial paper programme, the euro medium
term note programme, the U.S. medium term programme and the income note
programme of the Co-Issuers (together the "Programmes" and each a "Programme").
Brokerage or fees may be earned by the HSBC Group or persons associated with
them in respect of business transacted in all or any of the securities or
instruments referred to in this document or services relating to the Programmes.
The information in this document is derived from sources HSBC believed to be
reliable but which have not been independently verified. Except in the case of
fraudulent misrepresentation, neither the Co-Issuers nor HSBC makes any
representation or warranty (express or implied) of any nature, nor do they
accept any responsibility or liability of any kind for the accuracy or
sufficiency of any information in this document. The Co-Issuers and HSBC are
not responsible for errors of transmission of factual or analytical data, nor
are they liable for damages arising out of any person's reliance upon this
information.
You are solely responsible for making your own independent appraisal of and
investigations into the products, investments and transactions referred to in
this document and should not rely on any information in this document as
constituting investment advice. Neither HSBC nor any of its affiliates are
responsible for providing you with legal, tax or other specialist advice and you
should make your own arrangements in this respect accordingly. You should not
rely upon this document in making any investment decision. Any subscription to,
or purchase of, an investment issued by the Co-Issuers should be made solely
upon the basis of the information memorandum relating to the euro commercial
paper programme, the base prospectus relating to the euro medium term note
programme, the private placement memorandum relating to the U.S. commercial
paper programme, the offering circular relating to the U.S. medium term note
programme or the base prospectus relating to the income note programme (such
documents together the "Programme Prospectuses" and each a "Programme Prospectus
") as the case may be, in each case as amended from time to time.
This document is for information and convenient reference, and is not intended
as an offer or solicitation of the purchase or sale of any security or other
investment. This document is intended for professional clients or eligible
counterparties (as defined in the rules of the FSA) only and is not intended for
distribution to, or use by, retail clients. This document also is not intended
for distribution to, or use by, any person or entity in any jurisdiction or
country where such distribution would be contrary to law or regulation,
In particular, this document and the information contained herein do not
constitute an offer of securities for sale in the United States. The securities
described herein have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Securities Act"), the securities
laws of any state of the United States or the securities laws of any other
jurisdiction. The Issuer has not registered and does not intend to register as
an investment company under the United States Investment Company Act of 1940, as
amended (the "Investment Company Act"). The dissemination of this document, and
sales or transfers of the securities, may only be made (i)
within the United States to U.S. persons that are both "qualified purchasers"
within the meaning of the Investment Company Act and "qualified institutional
buyers" within the meaning of Rule 144A under the Securities Act and in
transactions that meet the requirements of Rule 144A and (ii) outside of the
United States to non-U.S. persons in reliance on Regulation S under the
Securities Act. For a more complete description of restrictions on offers and
sales of the securities described herein please refer to the relevant Programme
Prospectus.
Information in this document is confidential. Distribution or reproduction of
this document or information in this document, to any person without prior
consent of the Co-Issuers is prohibited. This document should be read in its
entirety. The information in this document, whilst representative at the time
of creating this document, may change. Neither HSBC nor the Co-Issuers are under
any obligation to keep current the information contained in this document.
This document is a "financial promotion" within the scope of the rules of the
FSA.
HSBC Bank Plc
Authorised and Regulated by the Financial Services Authority
Registered in England No: 14259
Registered Office: 8 Canada Square, London, E14 5HQ, United Kingdom
Member HSBC Group
This announcement has been issued through the Companies Announcement Service of
The Irish Stock Exchange.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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