PPC Zeus Designated Activity Company: NOTICE OF SUB-SERVICER ASSIGNMENT to the holders of €325,020,000 Fixed Rate Asset Backed Notes due 2028 (ISIN: XS2269203316) (the “Senior Notes”) 21.01.2025, 12:40 Uhr von EQS News Jetzt kommentieren: 0

21 January 2025

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF SENIOR NOTEHOLDERS. IF SENIOR NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD IMMEDIATELY CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000, AS AMENDED (IF THEY ARE LOCATED IN THE UNITED KINGDOM), OR FROM OTHER APPROPRIATELY AUTHORISED INDEPENDENT PROFESSIONAL ADVISERS (IF THEY ARE LOCATED OUTSIDE OF THE UNITED KINGDOM).

THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE SENIOR NOTES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE SENIOR NOTES IN A TIMELY MANNER. IF BENEFICIAL OWNERS OF THE SENIOR NOTES ARE IN ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT DELAY.

If you have recently sold or otherwise transferred your entire holding(s) of Senior Notes referred to below, you should immediately forward this notice to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

THIS ANNOUNCEMENT MAY CONTAIN INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION (EU) 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL OF 16 APRIL 2014 ON MARKET ABUSE (AS AMENDED) (“EU MAR”) AND REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED (“EUWA”) (“UK MAR” AND, TOGETHER WITH EU MAR, “EU/UK MAR”).

PPC ZEUS DESIGNATED ACTIVITY COMPANY

(a designated activity company incorporated with limited liability in Ireland under registered number 671216)
(the “Issuer”)

NOTICE OF SUB-SERVICER ASSIGNMENT

to the holders of

€325,020,000 Fixed Rate Asset Backed Notes due 2028 (ISIN: XS2269203316)
(the “Senior Notes”)

This announcement is released by the Issuer and may contain inside information for the purposes of Article 7 of EU/UK MAR, encompassing information relating to the Senior Notes described above. For the purposes of EU/UK MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, including as it forms part of assimilated law in the UK by virtue of the EUWA, this announcement is made by the Directors of the Issuer.

We refer to: (i) the note trust deed originally dated 9 April 2021, constituting the Senior Notes and made between the Issuer and Citibank N.A., London Branch (as “Note Trustee”) (including the terms and conditions of the Senior Notes set out in Schedule 3 (Terms and Conditions of the Senior Notes) thereto (the “Conditions”)), as amended and/or restated from time to time and as most recently amended pursuant to a deed of amendment dated 16 July 2024 and made between, among others, the Issuer, Public Power Corporation S.A. (as “Seller”) and Citibank N.A., London Branch (as “Security Trustee”) (the “July 2024 Amendment Deed”), and as may be further amended, restated and/or supplemented from time to time (the “Note Trust Deed”), (ii) the master definitions and framework deed originally dated 9 April 2021, and made between, among others, the Issuer, the Seller and the Security Trustee, as amended and/or restated from time to time and as amended most recently pursuant to the July 2024 Amendment Deed and as may be further amended, restated and/or supplemented from time to time (the “Master Definitions and Framework Deed”). Capitalised terms used but not otherwise defined in this notice shall have the meanings ascribed to them in the Note Trust Deed and/or Master Definitions and Framework Deed; and

(iii) the sub-servicing agreement originally dated 9 April 2021, made between, among others, the Issuer, the Servicer and the Sub-Servicer, as amended and/or restated from time to time and as most recently amended on 17 December 2024 (the “Sub-Servicing Agreement”).

The Issuer hereby announces that:

1. on 16 January 2025, the Senior Noteholders passed a Written Resolution consenting to the assignment of the Sub-Servicing Agreement and delegation of any rights and obligations of the Sub-Servicer under the Sub-Servicing Agreement to a joint venture which will be established by Servicer and the Sub-Servicer, by way of spin off from the latter's business, in the form of a Single Member Société Anonyme (the “New Company”) (the “Sub-Servicer Assignment”);
2. on 20 January 2025 it entered into a consent letter from the Sub-Servicer to the Note Trustee, the Security Trustee, the Issuer, the Servicer and the Seller pursuant to which consent to the Sub- Servicer Assignment was provided (the “Consent Letter”); and
3. upon the incorporation of the New Company, (or, if later, the date on which the Note Trustee and the Security Trustee countersign the Consent Letter), the New Company shall be deemed the successor to the Sub-Servicer for the servicing of the Purchased Receivables.

This notice does not constitute an offer to sell or the solicitation of an offer to subscribe for or otherwise acquire any securities in any jurisdiction.

This notice and any non-contractual obligations arising out of or in connection with this notice will be governed by and construed in accordance with Irish law.

No person has been authorised to give information, or to make any representation in connection therewith, other than as contained herein. The delivery of this notice at any time does not imply that the information in it is correct as at any time subsequent to its date.

For further information, please contact the Issuer at the address below. PPC Zeus Designated Activity Company

Fourth Floor
3 George’s Dock
IFSC
Dublin 1
Ireland

Attention: The Directors
Email: Ireland@wilmingtontrust.com
Tel: +353 1 6125550

PPC ZEUS DESIGNATED ACTIVITY COMPANY