Notice CHAPEL 2007 B.V.
THIS NOTICE IS IMPORTANT AND
REQUIRES YOUR IMMEDIATE ATTENTION
This notice is made pursuant to section 5:25i of the
Act on Financial Supervision (
Wet op het
financieel toezicht), pursuant to which inside information should be made
forthwith available
.
If you are in any doubt as to the action you should
take, you are recommended to seek your own financial, legal or other advice
immediately from your stockbroker, bank manager, solicitor, accountant or other
appropriately authorised independent financial adviser.
CHAPEL 2007
B.V.
Notice is hereby given with respect
to notes of each of the following class(es):
€
321,000,000 Senior Class A1 Asset-Backed Notes 2007 due 2066, issue price 100
per cent. ISIN: XS0287346976
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be stayed
until the voting session on
7
September 2011: 13.45hrs CET
€
300,000,000 Senior Class A2 Asset-Backed Notes 2007 due 2066, issue price 100
per cent. ISIN: XS0291271319
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be stayed
until the voting session on
7
September 2011: 14.00hrs CET
€
13,800,000 Senior Class B Asset-Backed Notes 2007 due 2066, issue price 100 per
cent. ISIN XS0287349566
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be stayed
until the voting session on
7
September 2011: 14.15hrs CET
€
23,500,000 Mezzanine Class C Asset-Backed Notes 2007 due 2066, issue price 100
per cent. ISIN XS0287351463
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be stayed
until the voting session on
7
September 2011: 14.30hrs CET
€
17,900,000 Mezzanine Class D Asset-Backed Notes 2007 due 2066, issue price 100
per cent. ISIN XS0287352198
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be
stayed until the voting session on
7 September 2011: 14.45hrs CET
€
13,800,000 Junior Class E Asset-Backed Notes 2007 due 2066, issue price 100 per
cent. ISIN XS0287352511
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be
stayed until the voting session on
7 September 2011: 15.00hrs CET
€
13,800,000 Subordinated Class F Notes 2007 due 2066, issue price 100 per cent.
ISIN XS0290510626
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be stayed
until the voting session on
7
September 2011: 15.15hrs CET
€
6,900,000 Subordinated Class G Notes 2007 due 2066, issue price 100 per cent.
ISIN XS0290516409
Time of Noteholders Meeting
29 Augustus 14.30hrs CET; to be stayed
until the voting session on
7
September 2011: 15.30hrs CET
(the "
Notes" and each class of Notes,
a "
Class of Notes" and
together the "
Classes of Notes"
and the holders thereof the "
Noteholders"
)
Amsterdam, 8 August
2011
INVITATION
The Notes are backed by certain loan receivables
originated by DSB Bank N.V. ("
DSB").
DSB was declared bankrupt on 19 October 2009.
The bankruptcy trustees of DSB have
entered into four sub-delegation contracts (the "
Sub-Delegation Contracts") with
Quion Services B.V. and Quion Hypotheekbegeleiding B.V
.
(together, "
Quion"), with
the aim to transfer to Quion, on or about May 2012 (the "
Conversion Date"), the servicing
activities in relation to all Dutch (mortgage) loans originated by DSB, both
held for its own account as well as those loans which have been securitised.
The
Sub-Delegation Contracts have an initial term of 5 years.
In the Sub-Delegation Contracts, each of the
securitisation SPV's, including the Issuer, has been granted the right,
acknowledged by the bankruptcy trustees of DSB as well as Quion, to enter into
a direct legal relationship with Quion on similar terms as agreed between Quion
and the bankruptcy trustees in the Sub-Delegation Contracts, in due course.
Stichting Security Trustee Chapel 2007 (the
"
Security Trustee") hereby
convenes a meeting of Noteholders of each Class of Notes (each a "
Noteholders Meeting" and
collectively, the "
Noteholders
Meetings"), to be held on the date and time specified below, during
which a certain extraordinary resolution in relation to the foregoing and as
described in a report prepared by the Security Trustee (the "
Security Trustee Report") will be discussed
and will be submitted for adoption.
Each Noteholders Meeting will be split into (i)
a plenary session together with the Noteholders Meetings in respect of the
other Classes of Notes, during which the extraordinary resolution as described
in the Security Trustee Report will be explained in more detail, and (ii) a separate
voting session for each Class of Notes, during which such extraordinary
resolution will be submitted for adoption. The plenary session of the combined
Noteholders Meetings will take place on 29 August 2011, at 14.30hrs CET. The
separate voting sessions of each of the Noteholders Meetings will take place on
7 September 2011, at the time specified above with each Class of Notes. After
the plenary session of the combined Noteholders Meetings on 29 August 2011, the
Noteholders Meetings will be stayed (
aangehouden)
until the separate voting sessions of each of the Noteholders Meetings on 7
September 2011.
The
agenda of each of the Noteholders Meetings is as follows:
29 August 2011 (plenary
session)
1.
Opening
2.
Introduction
of submitted extraordinary resolution and possibility to discuss
3.
Any
other business
4.
Stay
(
aanhouden) of the Noteholders
Meeting
7 September 2011 (separate
voting sessions)
5.
Stay
(
aanhouden) of the Noteholders
Meeting
6.
Voting
on the submitted extraordinary resolution
7.
Any
other business
8.
End
of the Noteholders Meeting
Subject
to certain blocking instructions and (voting) certificates being submitted as
set out in more detail below, Noteholders, their representatives or their
proxyholder(s) may attend the relevant Noteholders Meeting (plenary session and
separate voting sessions) in person and may vote at such Noteholders Meeting
(separate voting sessions) in person, at the following address:
Loyens & Loeff
Fred. Roeskestraat 100
1076 ED Amsterdam
The Royal Bank of
Scotland N.V. ("
RBS") will
act as agent in respect of this announcement (the "
Agent").
Noteholders also have the opportunity to
authorise the Agent to cast their votes, as set out in more detail below.
Instructions to obtain the Security Trustee Report
Noteholders wishing to obtain the Security
Trustee Report are requested to submit such request in writing to the Agent (
email:
corporate.actions@rbs.com
).
Instructions
in relation to the plenary session of the combined Noteholders Meetings
Instructions in relation to attend the plenary
session in person
Noteholders, their representatives or their proxyholder(s)
wishing to attend the plenary
session of the combined Noteholders Meetings on 29 August 2011 in person are
requested to submit or procure to submit (i) a blocking instruction to the
Agent; and (ii) a request for a certificate (to be shown at the plenary session
of the combined Noteholders Meetings) which may be obtained from the Agent;
both through and in accordance with any procedures of Euroclear or Clearstream,
Luxembourg by no later than 17.00 hours CET on 27 August 2011. The blocking
instruction should contain details of the relevant nominal amount and the ISIN
code of each Class of Notes held and all relevant details of the Noteholder
(including full contact details
and particularly the address to
which the certificate needs to be sent
). Noteholders, their representatives or their
proxyholder(s) wishing to attend the relevant Noteholders Meeting in person
must produce at such Noteholders Meeting a valid certificate issued by the
Agent.
Instructions in relation to following the
plenary session per web broadcast
Noteholders, their representatives or their
proxyholder(s) wishing to follow the plenary session of the combined
Noteholders Meetings on 29 August 2011 per web broadcast are requested to
submit or procure to submit a blocking instruction to the Agent through
Euroclear or Clearstream, Luxembourg by no later than 17.00hrs CET on 27 August
2011, all in accordance with any procedures of Euroclear or Clearstream,
Luxembourg. The blocking instruction should contain details of the relevant
nominal amount of each class of Notes held and all relevant details of the
beneficial owner holding such nominal amount of each class of Notes (including
full contact details and particularly the e-mail address to which the code
needs to be sent in order to be able to log into the web broadcast). After
submission of the blocking instruction as described above, Noteholders, their
representatives or their proxyholder(s) will on 28 August 2011 be sent the
log-in code required to be able to follow the web broadcast of the plenary
session of the combined Noteholders Meetings on 29 August 2011.
Instructions
in relation to a separate voting session of a Noteholders Meeting in respect to
each Class of Notes
Instructions in relation to vote at a separate
voting session in person
Noteholders,
their representatives or their proxyholder(s),
wishing to vote at a separate voting
session of a Noteholders Meeting on 7 September 2011 in person are requested to
submit or procure to submit a request for a voting certificate to the Agent,
all through and in accordance with any procedures of Euroclear or Clearstream,
Luxembourg by no later than 17.00hrs CET on 5 September 2011. The request for a
voting certificate should contain details of the relevant nominal amount and
the ISIN code of each Class of Notes held, all relevant details of the
Noteholder (including full contact details
and
particularly the e-mail address to which the voting certificate needs to be
sent
).
A Noteholder wishing to vote at a
separate voting session of a Noteholders Meeting should have submitted a
blocking instruction to the Agent and should have attended the plenary session
of the combined Noteholders Meeting, either in person or per web broadcast. In
addition, the Notes in respect of which such Noteholder wishes to vote at a
separate voting session of a Noteholder Meeting should be blocked during such
voting session.
Instructions in relation to instructing the
Agent to vote at a separate voting session
Noteholders, their representatives or their
proxyholder(s),
wishing to vote at but not to attend a separate
voting session of a Noteholders Meeting on 7 September 2011 in person are
requested to submit or procure to submit a voting instruction to the Agent, all
through and in accordance with the applicable procedures of Euroclear or
Clearstream, Luxembourg by no later than 17.00hrs CET on 5 September 2011. Such
voting instruction should contain details of the relevant nominal amount and
the ISIN code of each Class of Notes held, all relevant details of the
Noteholder (including full contact details) and the appointment of the Agent as
proxyholder to attend and vote at a separate voting session of a Noteholders
Meeting on 7 September 2011 in accordance with the voting instruction received
from such Noteholder as specified therein.
A Noteholder wishing to vote at a
separate voting session of a Noteholders Meeting should have submitted a
blocking instruction to the Agent and should have attended the plenary session
of the combined Noteholders Meeting, either in person or per web broadcast. In
addition, the Notes in respect of which such Noteholder wishes to vote at a
separate voting session of a Noteholder Meeting should be blocked during such
voting session.
For
assistance with procuring attendance at the meeting, obtaining voting certificates
and/or submitting voting instructions, please contact the Agent:
The Royal Bank of Scotland N.V.
Tel. +31 20 464 3707
Fax: + 31 20 464 1707
Email:
corporate.actions@rbs.com
As of 8 September 2011 the
relevant nominal amount of each Class of Notes, for which a blocking
instruction has been submitted, will be unblocked.
This notice constitutes the
formal announcement of the Noteholders Meetings. Neither Euroclear Bank
S.A./N.V., Clearstream Banking société anonyme, the Issuer, the Security
Trustee or Royal Bank of Scotland N.V. accept any liability whatsoever for any
act or omission to act in relation to the foregoing.
Director
Fred.
Roeskestraat 123
1076 EE Amsterdam, the Netherlands
dsb.securitytrustee@atcgroup.com
(the "
Issuer")
Amsterdamsch Trustee's Kantoor B.V.
