Fairhold declares null Clifden’s admin hire under class A, B floaters

By Susanna Moon

Chicago, July 16 – Fairhold Securitisation Ltd. notified holders of a supposedly “void” administrative appointment under its £413.7 million of class A secured floating-rate notes due 2017 and £29.8 million of class B secured floating-rate notes due 2017.

Clifden IOM No.1 Ltd. reportedly appointed Michael Bowell and Dermot Coakley as joint administrators to the issuer, according to the notice.

The appointment was made by a director of Clifden in the “capacity as a noteholder and agent of the note trustee,” the notice said.

“The issuer and the note trustee wish to inform the noteholders that the purported appointment is void and of no legal effect,” Fairhold said.

The company cited the following reasons for the invalid appointment in the release:

• No class A note enforcement notice or class B note enforcement notice has been given by the note trustee;

• The note trustee has not appointed Clifden as its agent nor authorized it to act as its agent;

• The note trustee had no prior knowledge of nor has it in consented to the purported appointment;

• The purported administrators have confirmed that they have not consented to act as administrators of the issuer, they do not consider themselves to have been validly appointed as administrators of the issuer and no documentation, correspondence or other communications purporting to be from the purported administrators should be relied upon in any way in relation to the issuer; and

• Despite having been requested to do so, Clifden has not provided any evidence of its status as a class A noteholder.

“Noteholders and potential noteholders should bear the above in mind before engaging in any trading of notes,” the notice said.

The issuer said that it is reserving its rights and the trustee's rights “in relation to all matters relating to the purported appointment are reserved in all respects. The issuer intends to take immediate action to rectify any improper filings or registrations that may have been made as a consequence of the purported appointment and/or to seek other remedies.”

As announced Feb. 20, Clifden was tendering for £413.7 million of class A secured floating-rate notes due 2017 and £29.8 million of class B secured floating-rate notes due 2017 issued by Fairhold Securitisation Ltd. in order “to establish a holding” for each series of notes.

On June 4, the company said that it failed to obtain the needed tenders to establish its required holding of £104 million of the class A secured floating-rate notes due 2017.

Clifden then said it was “actively exploring certain options with a view to enabling it to reach the required holding, including acquiring notes in the secondary market on a delivery against payment basis brokered through one of the offeror's clearing banks.”

Fairhold Securitisation is incorporated in the Cayman Islands.

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