RNS Number:3912J
OCTANS III CDO Ltd & Corp
06 December 2007
The Bank of New York Trust Company, National Association
OCTANS III CDO, LTD.
OCTANS III CDO, CORP.
NOTICE OF EVENT OF DEFAULT
NOTE: THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED AND BENEFICIAL OWNERS OF THE SUBJECT NOTES. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS, AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE
REQUESTED TO EXPEDITE RE-TRANSMITTAL TO BENEFICIAL OWNERS OF THE NOTES IN A
TIMELY MANNER.
December 5, 2007
To: The Holders of Class A-1 Notes, Class A-2 Notes, Class B Notes, Class
C Notes, Class D Notes, Class E Notes, and Subordinated Notes described as:
Class CUSIP* ISIN* CUSIP* ISIN*
Designation Rule 144A Rule 144A Reg. S Reg. S
Class A-1 Notes 67572LAA8 US67572LAA89 G6742PAA5 USG6742PAA50
Class A-2 Notes 67572LAB6 US67572LAB62 G6742PAB3 USG6742PAB34
Class B Notes 67572LAC4 US67572LAC46 G6742PAC1 USG6742PAC17
Class C Notes 67572LAD2 US67572LAD29 G6742PAD9 USG6742PAD99
Class D Notes 67572MAB4 US67572MAB46 G6742UAB2 USG6742UAB29
Class E Notes 67572MAC2 US67572MAC29 G6742UAC0 USG6742UAC02
Subordinated Notes 67572MAA6 US67572MAA62 G6742UAA4 USG6742UAA46
To: Those Additional Parties Listed on Schedule I hereto
Re: OCTANS III CDO, LTD. and OCTANS III CDO, CORP.
Ladies and Gentlemen:
Reference is hereby made to that certain Indenture dated as of
December 6, 2006 (the "Indenture"), among OCTANS III CDO, LTD., as Issuer,
OCTANS III CDO, CORP, as Co-Issuer, and The Bank of New York Trust Company,
National Association, in its capacity as trustee (the "Trustee"). Capitalized
terms used herein and not otherwise defined shall have the meanings assigned to
such terms in the Indenture.
Pursuant to Section 6.2 of the Indenture, the Trustee hereby
provides notice of an Event of Default under Section 5.1(h) of the Indenture
because on the Determination Date occurring on December 3, 2007 (a) the Net
Outstanding Portfolio Balance on such Determination Date plus the MVS Account
Excess as of such Determination Date was less than (b) the sum of the Remaining
Unfunded Notional Amount plus the Outstanding Swap Counterparty Amount plus the
Aggregate Outstanding Amount of the Class A Notes.
If an Event of Default occurs and is continuing, a Majority of the
Controlling Class may direct the Trustee, by notice to the Co-Issuers and the
Trustee, to (A) declare the principal of all of the Secured Notes to be
immediately due and payable, and upon any such declaration such principal,
together with all accrued and unpaid interest thereon, and other amounts payable
under the Indenture, including any Senior Loan Swap Installment, shall become
immediately due and payable and (B) terminate the Reinvestment Period.
So long as the Event of Default is continuing, a Majority of the Controlling
Class have the right under the Indenture to direct the Trustee with respect to
the exercise of any right, remedy, trust or power under the Indenture, provided
that satisfactory indemnity must be provided to the Trustee.
Pursuant to Section 5.5 of the Indenture, the Trustee shall retain
the Collateral securing the Secured Notes intact, collect and cause the
collection of the proceeds thereof and make and apply all payments, net of all
costs of enforcement and collection incurred by the Trustee, and deposits and
maintain all accounts in respect of the Collateral and the Secured Notes in
accordance with the Priority of Payments and the provisions of Sections 10, 12
and 13 of the Indenture until the conditions precedent specified in Section 5.5
of the Indenture to the sale of the Collateral have been met.
This Notice of Event of Default constitutes the notice required by
Sections 5.5 and 6.2 of the Indenture and Section 7.2 of the Subordinated Note
Issuing and Paying Agency Agreement.
Should you have any questions, please contact Lisa Ferrara at (713) 483-6317 or
at Lisa.R.Ferrara@bankofny.com.
The Bank of New York Trust Company, National Association, as Trustee and
Subordinated Note Issuing and Paying Agent
SCHEDULE I
Additional Parties
Co-Issuers:
Octans III CDO, Ltd., as Issuer
c/o Maples Finance Limited,
P. O. Box 1093GT
Boundary Hall Cricket Square
Georgetown, Grand Cayman, Cayman Islands
Fax: (345) 945-7100
Octans III CDO, Corp., as Co-Issuer
c/o Donald J. Puglisi
850 Library Avenue, Suite 204
Newark, Delaware 19711
Fax: (302) 738-7210
Collateral Manager:
Harding Advisory LLC
2 World Financial Center, 36th Floor
225 Liberty Street
New York, New York 10281
Rating Agencies:
Moody's Investors Service
99 Church Street
New York, New York 10007
Electronic mail address: cdomonitoring@moodys.com
Fax: (212) 553-0355
Attn: CBO/CLO Monitoring
Standard & Poor's
55 Water Street
New York, New York 10041
Electronic mail address: cdo_surveillance@standardandpoors.com
Fax: (212) 438-2644
Attn: Structured Finance Ratings, Asset-Backed Surveillance Group - CBO/CLO
Company Announcements Office, Irish Stock Exchange:
The Company Announcements Office
The Irish Stock Exchange
28 Anglesea Street
Dublin 2
Ireland
Irish Paying Agent:
Maples Finance Dublin
75 St. Stephen's Green
Dublin 2, Ireland
MVS Counterparty and Credit Default Swap Counterparty:
Citibank, N.A., London Branch
Citigroup Centre
25 Canada Square
London EI4 5LB
Fax: 44 0207 721 2870
Attn: Company Secretary
With a copy to:
Citibank N.A.
250 West Street, 10th Floor
New York, New York 10013
Fax: (212) 723-2956
Attn: Director of Derivative Operation
With a copy to:
Citigroup Global Markets Inc.
Global Structured Credit Products
Attn: Jaime Aldama
390 Greenwich Street
New York, New York 10013
Electronic mail address: jaime.r.aldama@citigroup.com;
noncorp.portfolio.trading@citigroup.com
With a copy to:
Legal Department
77 Water Street, 9th Floor
New York, New York 10004
Attn: Department Head
Fax: (212) 657-1452
Senior Loan Swap Counterparty:
Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London EI4 5LB England
Fax: 44 0207 721 2870
Attn: Company Secretary
With a copy to:
Capital Markets Legal
250 West Street, 10th Floor
New York, New York 10013
Fax: (212) 723-2966
Attn: Department Head
Electronic mail address: noncorp.portfolio.trading@citigroup.com
With a copy to:
Citigroup Global Markets Inc.
Global Structured Credit Products
390 Greenwich Street
New York, New York 10013
Attn: Jaime Aldama
Subordinated Note Issuing and Paying Agent:
The Bank of New York Trust Company, National Association
This announcement has been issued through the Companies Announcement Service of
The Irish Stock Exchange.
--------------------------
* No representation is made as to the correctness of the CUSIPs or ISIN numbers
either as printed on the Notes or Subordinated Notes or as contained in this
notice. Such numbers are included solely for the convenience of the Holders of
Notes or Subordinated Notes.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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