Company name Maxim High Grade CDO
Headline Notice of Liquidation and Suspension of Payments


RNS Number : 7658G
Maxim High Grade CDO II Ltd
03 July 2012
 



Corporate Trust Services

9062 Old Annapolis Road,

Columbia, MD 21045-1951

MAC: N2702-011


 

NOTICE OF Liquidation and suspension of paymentS

MAXIM HIGH GRADE CDO II, LTD.

 

To:       The Individuals and Entities listed on Schedule A

 

WELLS FARGO BANK, NATIONAL ASSOCIATION ("Wells Fargo"), serves as Trustee (the "Trustee") pursuant to that certain Indenture dated as of March 28, 2007 (as modified, amended and supplemented from time to time, the "Indenture") among MAXIM HIGH GRADE CDO II, LTD. (the "Issuer"), MAXIM HIGH GRADE CDO II, LLC (the "Co-Issuer", together with the Issuer, the "Co-Issuers") and the Trustee.  Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such terms in the Indenture.

 

            I.          Notice to Nominees and Custodians.

 

            If you act as or hold Notes or Preference Shares as a nominee or custodian for or on behalf of other persons, please transmit this notice immediately to the beneficial owner of such Notes or Preference Shares or such other representative who is authorized to take actions.  Your failure to act promptly in compliance with this paragraph may impair the chance of the beneficial owners on whose behalf you act to take any appropriate actions concerning the matters described in this notice.

 

            II.        Notice of Subsequent Event of Default.

 

            On April 14, 2008, you were notified of the occurrence of an Indenture Event of Default under Section 5.1(a) of the Indenture.

 

            On December 19, 2008, you were notified that the Holders of a Majority of the Controlling Class (a) declared the principal of and accrued and unpaid interest on all of the Notes to be immediately due and payable and (b) terminated the Fixed Rate Reinvestment Period.

            On June 12, 2012, the Holders of a Majority of the Class A Notes (voting together as a single Class) declared a subsequent Event of Default under Section 5.1(h) of the Indenture.

 

            The Trustee hereby provides notice that a subsequent Event of Default under Section 5.1(h) of the Indenture has occurred and is continuing.

 

 

 

 

            III.       Notice of Liquidation and Suspension of Payments.

            The Trustee hereby provides notice that based on the subsequent Event of Default under Section 5.1(h) of the Indenture, the Holders of a Majority of the Class A Notes (voting together as a single Class) have directed the Trustee to sell and liquidate the Collateral pursuant to Section 5.5(a)(iii) of the Indenture.

Pursuant to the foregoing direction, the Trustee hereby provides notice that it will proceed with the sale and liquidation of the Collateral pursuant to Section 5.5(a)(iii) of the Indenture.  Subject to the terms of the Indenture, it is currently anticipated that the sale and liquidation of some or all of the Collateral is expected to be effectuated by means of one or more public sales.  All Secured Parties (including all Holders) under the Indenture are eligible under the Uniform Commercial Code to bid at any such public sales.  The Trustee will send notices to the addressees hereof setting forth the details of such public sales. 

The Trustee hereby notifies you that due to the above described direction to liquidate, no distributions of any kind will be made on the upcoming July 6, 2012 Distribution Date or on any subsequent regularly scheduled Distribution Date.  Pursuant to Section 5.7 of the Indenture, a final distribution will be made after the completion of liquidation at the date or dates fixed by the Trustee. 

            III.       Completion of Beneficial Holder Information Form Requested.

 

            To ensure timely receipt of future notices, the Trustee requests that all holders complete the attached Beneficial Holder Information Form and return to the Trustee as instructed on the form as soon as possible.

 

            You may direct questions to the attention of David Hulse by telephone at (410)-884-2186, by e-mail at David.Hulse@wellsfargo.com, by facsimile at (866)-373-0261 or by mail addressed to Wells Fargo Bank, National Association, Corporate Trust Department, Attn.: David Hulse, MAC N2702-011, 9062 Old Annapolis, Columbia, MD 21045-1951 or Charles Brehm by telephone at (410) 884-2178, by e-mail at CharlesC.Brehm@WellsFargo.com, by facsimile at (866) 373-0261 or by mail addressed to Wells Fargo Bank, National Association, Corporate Trust Department, Attn.: Charles Brehm, MAC N2702-011, 9062 Old Annapolis Road, Columbia, Maryland 21045. The Trustee may conclude that a specific response to particular inquiries from individual Holders is not consistent with equal and full dissemination of material information to all Holders. Holders of Notes should not rely on the Trustee as their sole source of information. The Trustee makes no recommendations and gives no investment advice herein or as to the Notes generally.

 

Dated: July 2, 2012                               

 

WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and Preference Share Paying Agent



Schedule A

 

Holders of Notes and Preference Shares:* 

577750AA0, 577750AC6, 577751AA8, 577751AL4, 577751AN0, 577751AQ3, 577751AS9, 577751AU4, G5898DAT5, 577751BA7, 577750201, 577751BB5, G5898GAF8, G5898GAJ0, G5898GAK7, G5898GAG6, G5898GAH4, G5898DAS7

 

Rating Agencies:

Moody's Investors Service, Inc.

250 Greenwich Street

New York, New York 10007

Attn: CBO/CLO Monitoring

 

Standard & Poor's

55 Water Street, 41st Floor

New York, New York 10041-0003

Attn: Structured Finance Ratings

Asset-Backed Securities CBO/CLO Surveillance

 

Fitch Ratings

One State Street Plaza

New York, New York 10004

Attn: Structured Credit Surveillance

 

Hedge Counterparty: 

Merrill Lynch Capital Services, Inc.

4 World Financial Center, 18th Floor

New York, NY 10080

Attention: Swap Group

 

With copies to:

GMI Counsel

World Financial Center, North Tower, 12th Floor

4 World Financial Center

New York, New York 10080

 

Collateral Manager:

Maxim Capital Management LLC

405 Lexington Avenue, 2nd Floor

New York, NY 10174

Attn: Doug Jones

 

Issuer:

Maxim High Grade CDO II, Ltd.

87 Mary Street

George Town, Grand Cayman KY1-9002

Cayman Islands

Co-Issuer:

Maxim High Grade CDO II, LLC

850 Library Avenue, Suite 204

Newark, Delaware 19711

Attn: Donald Puglisi

 

Channel Islands Stock Exchange:

P.O. Box 623

One Lefebvre Street

St. Peter Port, Guernsey

GYI 4PJ, Channel Islands

 

Irish Stock Exchange Announcement Office:

Company Announcements Office

28 Anglesea Street

Dublin 2, Ireland

 

Irish Paying Agent:

Custom House Administration and Corporate

Services Limited

25 Eden Quay

Dublin 1, Ireland

 

Irish Listing Agent:

McCann Fitzgerald Listing Services Limited

Riverside One

Sir John Rogerson's Quay

Dublin 2, Ireland

 

Preference Share CISX Sponsor:

Walkers Capital Markets Limited

44 Esplanade, St. Helier

Jersey, JE48PN

 

 

 



BENEFICIAL HOLDER INFORMATION FORM

 

For Holders of:

MAXIM HIGH GRADE CDO II, LTD.

 

Please complete the following and return to:

David Hulse, Wells Fargo Bank, N.A., MAC N2702-011, 9062 Old Annapolis Road, Columbia, Maryland 21045

Fax: 866-373-0261                     Phone: (410) 884-2186

 

Please check one.

 

___      Beneficial Owner.  The undersigned hereby represents and warrants that it is a beneficial owner of the Certificates, that the undersigned is authorized to provide direction for their pro rata portion owned and that such power has not been granted nor assigned to any other party or person.

 

___      Nominee or Advisor.  The undersigned hereby represents and warrants that it is a nominee or advisor for the beneficial owner, that the undersigned is authorized to provide direction for their pro rata portion owned and that such power has not been granted nor assigned to any other party or person.

 

CLASS:-------------  _______________

 

CUSIP:                                               ORIGINAL FACE AMOUNT:  $                                       

 

NOMINEE NAME:                                                             

 

NOMINEE BANK (DTC Participant # if Applicable):                                                      

 

(The following information is important to facilitate conference calls, if needed)

 

Beneficiary Company Name:                                                           

Contact Name:                                                

Address:                                                         

                                                                       

                                                                       

 

Phone                                                                       Facsimile                                                     

E-mail                                                          

 

Signature:  __________________________________         Date:  ______________

 

 

 

 

 

 

This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange

 

 



*  The Trustee shall not be responsible for the use of the CUSIP, CINS, ISIN or Common Code numbers selected, nor is any representation made as to their correctness indicated in the notice or as printed on any Note. The numbers are included solely for the convenience of the Holders. 


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