SANTANDER UK PLC

Capital/Financing Update • Dec 18, 2020

National Storage Mechanism | Additional information

RNS Number : 1792J

Santander UK Plc

18 December 2020

Notice to Covered Bondholders

Santander UK plc

18 December 2020

SANTANDER UK PLC

(incorporated with limited liability in England and Wales registered number 02294747)

(the Issuer)

2 Triton Square

Regent's Place

London NW1 3AN

NOTICE OF MEETING RESULTS

to the holders of:

Series of Covered Bonds	Issue Date
Series 23 £1,000,000,000 5.75 per cent. Covered Bonds due 2 March 2026 (ISIN: XS0596191360) (the Series 23 Covered Bonds)	28 February 2011
Series 37 £750,000,000 5.25 per cent. Covered Bonds due 16 February 2029 (ISIN: XS0746621704) (the Series 37 Covered Bonds)	16 February 2012
Series 42 £75,000,000 Floating Rate Covered Bonds due 23 March 2027 (ISIN: XS0761325009) (the Series 42 Covered Bonds)	23 March 2012
Series 66 £1,000,000,000 Floating Rate Covered Bonds due 16 November 2022 (ISIN: XS1719070390) (the Series 66 Covered Bonds)	16 November 2017

in each case unconditionally and irrevocably guaranteed as to payments of interest and principal by Abbey Covered Bonds LLP under the €35 billion Global Covered Bond Programme

(together, the Covered Bonds and each a Series of Covered Bonds)

The Issuer hereby announces that:

(a)        at a meeting of the holders of the Series 23 Covered Bonds convened by a notice of meeting dated 26 November 2020 (the Series 23 Notice of Meeting) and held on 18 December 2020 via videoconference, the Series 23 Extraordinary Resolution set out in the Series 23 Notice of Meeting was duly passed and the Eligibility Condition with respect to the Series 23 Covered Bonds was satisfied;

(b)        at a meeting of the holders of the Series 37 Covered Bonds convened by a notice of meeting dated 26 November 2020 (the Series 37 Notice of Meeting) and held on 18 December 2020 via videoconference, the Series 37 Extraordinary Resolution set out in the Series 37 Notice of Meeting was duly passed and the Eligibility Condition with respect to the Series 37 Covered Bonds was satisfied;

(c)        at a meeting of the holders of the Series 42 Covered Bonds convened by a notice of meeting dated 26 November 2020 (the Series 42 Notice of Meeting) and held on 18 December 2020 via videoconference, the Series 42 Extraordinary Resolution set out in the Series 42 Notice of Meeting was duly passed and the Eligibility Condition with respect to the Series 42 Covered Bonds was satisfied; and

(d)        at a meeting of the holders of the Series 66 Covered Bonds convened by a notice of meeting dated 26 November 2020 (the Series 66 Notice of Meeting) and held on 18 December 2020 via videoconference, the Series 66 Extraordinary Resolution set out in the Series 66 Notice of Meeting was duly passed and the Eligibility Condition with respect to the Series 66 Covered Bonds was satisfied.

Series of Covered Bonds	Aggregate principal amount of Covered Bonds voted in favour of the Extraordinary Resolution by Eligible Covered Bondholders	Percentage of votes in favour of the Extraordinary Resolution received from Eligible Covered Bondholders
Series 23 Covered Bonds	£713,220,000	99.53%
Series 37 Covered Bonds	£530,183,000	99.21%
Series 42 Covered Bonds	£75,000,000	100.00%
Series 66 Covered Bonds	£684,348,000	99.03%

Following the Pricing Time, the Issuer will announce:

(a)           with respect to the Series 42 Covered Bonds, (i) the LIBOR vs SONIA Interpolated Basis; (ii) the Forward Start Adjustment; and (iii) the New Margin, in each case in respect of the Series 42 Covered Bonds; and

(b)           with respect to the Series 66 Covered Bonds, (i) the LIBOR vs SONIA Interpolated Basis; (ii) the Forward Start Adjustment; and (iii) the New Margin, in each case in respect of the Series 66 Covered Bonds.

Shortly thereafter the Issuer will arrange execution and delivery of (i) the Amended and Restated Final Terms; (ii) the Amended and Restated Term Advance Notice; (iii) the Supplemental Trust Deed; and (iv) the Supplemental Agency Agreement, in each case in respect of each Series, and each of which will be made available on the website of the Issuer at https://www.santander.co.uk/about-santander/investor-relations/santander-uk-covered-bonds.  

In respect of the Series 23 Covered Bonds and Series 37 Covered Bonds only, in accordance with the terms of the Consent Solicitation Memorandum, the modifications to the conditions of such Series, as described in the relevant Extraordinary Resolution, will be implemented upon entry of all the required parties into the relevant Amendment Documents in respect of such Series, with the change to the Rate of Interest during the relevant Extension Period of such Series taking effect upon the occurrence of an Index Cessation Event in respect of 1 month Sterling LIBOR.

Capitalised terms used but not defined herein shall have the meanings set out in the Series 23 Notice of Meeting, the Series 37 Notice of Meeting, the Series 42 Notice of Meeting, the Series 66 Notice of Meeting, as applicable, and the Consent Solicitation Memorandum of the Issuer dated 26 November 2020.

Disclaimer - Intended Addressees

Please note that the information contained in this announcement may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Consent Solicitation Memorandum) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the relevant Consent Solicitation Memorandum is not addressed. Prior to relying on the information contained in the Consent Solicitation Memorandum you must ascertain from the Consent Solicitation Memorandum whether or not you are part of the intended addressees of the information contained therein.

Your right to access this service is conditional upon complying with the above requirement.

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