RMAC seeks holder consent, waiver in connection with rating downgrade

By Jennifer Chiou

New York, Jan. 20 - RMAC Securities No. 1 plc announced a series of meetings in London on Feb. 20 and Feb. 22 at which it will seek holder consent for a proposed extraordinary resolution pertaining to failure to maintain required ratings.

Affected notes for the first day of meetings include the following RMAC 2004-NS3 plc securities:

• £170 million of class A2a mortgage-backed floating-rate notes due December 2036;

• €168 million of class A2c mortgage-backed floating-rate notes due December 2036;

• £22.5 million of class M1 mortgage-backed floating-rate notes due December 2036;

• £20 million of class M2 mortgage-backed floating-rate notes due December 2036; and

• £7.5 million of class B mortgage-backed floating-rate notes due December 2036.

The Feb. 22 meetings apply to the following RMAC Securities notes:

• £210.6 million of class A2a mortgage-backed floating-rate notes due June 2044;

• €225 million of class A2c mortgage-backed floating-rate notes due June 2044;

• £26 million of class M1a mortgage-backed floating-rate notes due June 2044;

• €37.5 million of class M1c mortgage-backed floating-rate notes due June 2044;

• €35.6 million of class M2c mortgage-backed floating-rate notes due June 2044;

• £15 million of class B1a mortgage-backed floating-rate notes due June 2044;

• €13.8 million of class B1c mortgage-backed floating-rate notes due June 2044; and

• £6.3 million of class B2a mortgage-backed floating-rate notes due June 2044.

The notes are backed by a portfolio of first-lien mortgage loans secured on residential properties in England, Scotland, Northern Ireland and Wales, and the liquidity facility provider - Barclays - is required to maintain short-term unguaranteed, unsecured and unsubordinated debt obligations with ratings at or above P-1 by Moody's Investors Service, A-1+ by Standard & Poor's and F1 by Fitch Ratings.

On Nov. 29, S&P downgraded the short-term rating of Barclays to A-1 from A-1+, and on Dec. 15, Fitch downgraded Barclays' short-term rating to F1 from F1+.

Since the downgrades are below the required threshold, RMAC has 30 days from the downgrade notice date to arrange for a substitute liquidity provider.

Holders are being asked to allow the trustee to amend the ratings that Barclays is required to maintain to enable it to continue as the facility provider.

GMAC pointed out in a news release that it has yet to find a suitable replacement to take Barclays' role and added that the downgrades were made to a significant number of financial institutions.

The issuer also said that changing providers would come at a cost.

The company said that it may be necessary to make liquidity facility standby drawings, which would result in increased fees.

The portfolio of loans was mainly originated by GMAC-RFC Ltd., the U.K. operation of GMAC Residential Funding Corp.

Noteholders whose notes are held by Euroclear should contact the Corporate Action Department at 322 224 4245 or bonds_offers@Euroclear.com. Those with notes held by Clearstream, Luxembourg should contact the CIE Department at 352 46564 6414 or ciefaxes.cs@clearstream.com.

Holders with notes held through DTC should contact Bank of New York Mellon Corp. (attn: Carolle Montreuil at carolle.montreuil@bnymellon.com or 212 815-5920).

The paying agent is the Bank of New York Mellon (Debt Restructuring Services at 44 20 7964 4958 or debtrestructuring@bnymellon.com).

RMAC Securities (44 20 7398 6300 or directors-uk@sfmeurope.com) is a multi-issuance vehicle.

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