On 19 November 2013, Unite (USAF) II plc issued £380,000,000 3.374% commercial mortgage backed notes due 30 June 2023 and £185,000,000 3.921% commercial mortgage backed notes due 30 June 2025 pursuant to a note trust deed between Capita Trust Company Limited and Unite (USAF) II plc (as issuer).
In 2016, a further £125,000,000 3.921% commercial mortgage backed notes due 30 June 2025 were issued, resulting in a total of £310,000,000 commercial mortgage backed notes due 30 June 2025.
In 2019, a further £85,000,000 3.921% commercial mortgage backed notes due 30 June 2025 were issued, resulting in a total of £395,000,000 commercial mortgage backed notes due 30 June 2025.
The terms and conditions of the bonds are identical, other than the interest rate and date of maturity.
The notes constitute direct, secured, unsubordinated and unconditional obligations on the issuer, and rank equally without preference or priority amongst themselves.
Pursuant to the note trust deed, the issuer makes certain covenants, including that it will not do any of the following:
- Create (or permit to subsist) any security interest over any of its assets;
- Dispose of any of its receivables;
- Pay any dividend or make any other distribution to shareholders;
- Consolidate or merge with any other person; or
- acquire shares, securities or other ownership interests in any company or any other person or acquire any business.
The interest rate applicable to the bonds is 3.374% per annum, payable quarterly in arrears on the 31 March, 30 June, 30 September and 31 December until the due date for redemption. The bonds mature on 30 June 2023. The bonds may be redeemed at the option of the Company, for example for taxation reasons.
In certain circumstances, such as non-payment, insolvency or failure by the obligor to perform any of its obligations, Capita Trust Company Limited may, at its discretion, give notice to the Company that the bonds are due, and they shall immediately become due and payable at their outstanding principal amount (together with any interest).
The notes, the agency agreement and the note trust deed are governed by English law.