Fastnet Securities 2 seeks consents to amend mortgage-backed notes

By Jennifer Chiou

New York, Sept. 13 - Fastnet Securities 2 plc announced separate meetings at which it will ask holders of its €1,656,000,000 of class A2 mortgage-backed floating-rate notes due August 2043, €50 million of class B mortgage-backed floating-rate notes due August 2043, €44 million of class C mortgage-backed floating-rate notes due August 2043 and €56 million of class D mortgage-backed floating-rate notes due August 2043 to provide consents for extraordinary resolutions.

The meetings will take place in London on Oct. 10.

Fastnet is asking holders to approve and consent to changes to the terms and conditions of the transaction documents for the securities. The changes include, among other things, the following:

• Permanent TSB plc will provide collateral in support of its obligations as swap counterparty under the swap agreements under the terms of a credit support annex entered into on March 18, 2010;

• A new custody account will be created in the name of Fastnet 2;

• Permanent TSB will be replaced in its capacity as the account bank in respect of the issuer accounts by BNP Paribas Securities Services, London Branch;

• Permanent TSB will remain as the account bank in respect of the trust accounts;

• Fastnet 2 will appoint BNP Paribas Securities Services as backup cash manager and BNP Paribas Securities Services, Luxembourg Branch as backup servicer facilitator;

• Fastnet 2 will appoint Homeloan Management Ltd. as backup servicer;

• Fastnet 2 will grant a first fixed charge over its interests in the new custody accounts and the new issuer accounts in favor of the trustee on behalf of the secured creditors under a supplemental deed of charge; and

• The requirement for Permanent TSB to use commercially reasonably efforts to transfer all of its rights and obligations under the swap agreements to an eligible replacement.

Further, any downgrade of Permanent TSB will no longer be a notification event permitting Fastnet to require Permanent TSB to give a formal notice of legal assignment to each mortgagee for the mortgage portfolio.

A quorum will be met if at least one holder representing no less than 75% of the notes is present at each meeting.

The dealer manager is Deutsche Bank AG, London Branch (44 20 7545 8011 or liability.management@db.com). The tender agent is Lucid Issuer Services Ltd., and the principal paying agent is Citibank, NA.

Citicorp Trustee Co. Ltd. is the trustee for the notes.

Fastnet Securities is based in Dublin.

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