U.S.$200,000,000 Trust Certificates (Sukuk al-Mudarabah) due 2012
ISIN Code: XS0303097157 (the "Certificates")
We refer to the Certificates constituted by a declaration of trust (the "Declaration of Trust") dated 7 June 2007, between IIG Funding Limited (the "Issuer" and, in its capacity as trustee of the trust created under the Declaration of Trust, the "Trustee"), International Investment Group K.S.C.C. ("IIG") and Deutsche Trustee Company Limited acting in its capacity as delegate of the Trustee pursuant to the terms of the Declaration of Trust (the "Delegate").
All defined terms used in this notice and not otherwise defined have the meanings given to them in the Declaration of Trust.
The Delegate hereby gives notice to Holders of the Certificates (the "Certificateholders") that it received notification from IIG on 14 October 2010 as follows:
QUOTE
We are currently in process of having the newly elected Board of Directors ratified by the Ministry of Industry and Commerce, so it can officially convene and approve the release of the KPMG report to Sukukholders who have signed a confidentiality agreement with IIG. We are targeting Thursday 21st of October. Due to the matter being related to governmental procedures and approvals, we assume that a delay of one extra week is possible (Thursday 28th of October). We will then be open and keen to discuss the report and latest developments with investors.
UNQUOTE
The Delegate hereby also gives notice to the Certificateholders that it has been notified by the Principal Paying and Exchange Agent that it has not yet received the amount of the Periodic Distribution Amount due and payable by the Issuer on the Business Day prior to the Periodic Distribution Date which fell on 12 October 2010 and, as a result, payment of the amount of the Periodic Distribution Amount due on such date has not been made. Pursuant to Condition 13 a default in the payment of any Periodic Distribution Amount for a period of 3 Business Days constitutes a Dissolution Event. Accordingly, an additional Dissolution Event may occur on 18 October 2010 if the Periodic Distribution Amount due on 12 October 2010 has not yet been paid.
The Certificateholders are reminded of the notices sent to the Certificateholders by the Issuer on 25 January 2010 in respect of the occurrence of a first Dissolution Event and on 16 April 2010 in respect of an additional Dissolution Event resulting from the default for a period of 3 Business Days in the payment of the Periodic Distribution Amounts due and payable respectively on and after 11 January 2010 and 12 April 2010 and requesting the Certificateholders to indicate if they wished the Trust to be dissolved pursuant to Condition 13 (Dissolution Events). The Certificateholders are also reminded of the notice sent by the Delegate to the Certificateholders on 15 July 2010 in respect of the occurrence of additional Dissolution Events resulting from the default for a period of 3 Business Days in the payment of the Periodic Distribution Amounts due and payable on or after 12 July 2010 and from the default in payment of the Relevant Redemption Amount on the Put Settlement Date.
Certificateholders are also reminded that, pursuant to the terms of a purchase undertaking dated 7 June 2007 made between IIG and the Trustee ("PurchaseUndertaking") an Exercise Notice (as defined in the Purchase Undertaking) was sent by the Delegate on behalf of the Trustee to IIG. The Relevant Exercise Price has not yet been received. Until the Relevant Exercise Price is received, the Certificates in respect of which the Put Option was exercised remain Outstanding.
The Delegate reminds Certificateholders that pursuant to Condition 14.2, the Delegate shall not be bound to take any action in relation to the Trust Assets or any Dissolution Event or to take any proceedings or any other steps under the Conditions or the Transaction Documents unless required to do so either by an Extraordinary Resolution or (ii) in writing by Certificateholders holding at least 25 per cent. in aggregate face amount of the Certificates then outstanding, and in each case then only if it shall be indemnified to its satisfaction against all Liability to which it may render itself liable or which it may incur by so doing.
Any Certificateholder wishing to contact the Delegate in relation to the above should (if they have not already done so) either: (a) if it is a direct participant in Euroclear or Clearstream (each a "Clearing System") contact the relevant Clearing System or if it is not a direct participant arrange for its custodian to contact the relevant Clearing System to request it to disclose to the Delegate the identity and contact details of the Certificateholder (including telephone number and email address). Upon such disclosure being sent to the Delegate by Euroclear or Clearstream, a Certificateholder's position in the certificates will be blocked at the clearing systems. Should a Certificateholder subsequently wish to unblock its position, it will be unblocked by the clearing systems at the request of such Certificateholder and with the consent of the Delegate. Following the arrangement of such disclosure and blocking, Certificateholders may then contact the Delegate by sending an email to michael.dunlaevy@db.com.
The Delegate expresses no opinion as to the action Certificateholders should take. Certificateholders should take and rely on their own legal, financial or other advice and may not rely on advice or information provided to the Delegate, nor on any statements as to the legal position included in notices issued by the Delegate in relation to the Notes or otherwise, or on the views of the Delegate expressed herein or otherwise.
This notice is sent without prejudice to any rights of any party under or in respect of the Declaration of Trust or any related document, and all such rights are expressly reserved. No failure or delay by any party in exercising any right, power or remedy under the Declaration of Trust or any other related document shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or remedy prevent any further or other exercise of any other right, power or remedy.
-Ends-
© Press Release 2010
