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M&G CREL EU/UK IG 2017: 02 September 2017

Under this Programme, M&G CREL EU/UK IG 2017 will issue an aggregate principal amount of €285mln Secured Asset-Backed Securities due 2041 (which may comprise of (i) up to €285,000,000 Class A secured asset backed securities and (ii) the sterling equivalent of up to €85.5mln Class B secured asset backed securities). The maximum aggregate Paid-Up Amount of both the Class A Securities and the Class B Securities shall be €285mln. Periodic Return Payments (if any) on the Securities will be made quarterly or on such other dates as provided in the prospectus. Periodic Return Payments, including redemption amounts, at maturity or otherwise with respect to the Securities may or may not be made by the Issuer and will depend upon the receipt by the Issuer of a return on certain investments that it makes.

The Investment Manager (M&G Investment Management Limited) is a subsidiary of Prudential plc and is its investment management division in Europe. As at 31 December 2016, the Investment Manager managed over £168 billion of fixed income assets, representing over 60% (63.4%) of the total assets under management of approximately £265 billion and making it one of the largest European-based credit investors.

The investment objective of the Issuer is to achieve returns on its investments by funding, acquiring, making or investing in a portfolio of loans secured by real estate assets. The Issuer (or the Investment Manager on behalf of the Issuer) shall make, purchase or otherwise invest in Portfolio Investments by: (a) making loans to one or more borrowers (each of which is a corporation, partnership, limited liability company or other business organisation); (b) investing in loans or mortgages or any rights or interests therein, originated in the secondary market.

The Portfolio will consist of senior ranking loans secured by real estate provided that: (a) the relevant Loan is secured by real estate; (b) the real estate securing each Loan will be located in the UK and/or Europe and will be subject to an appropriate valuation; (c) the relevant Loan and related security will be senior ranking; (d) no single Loan will have an Investment Manager rating of below investment grade on its Loan Closing Date; (e) no single Loan will involve a capital investment from the Issuer of more than €20,000,000 (or the Sterling equivalent thereof) on its Loan Closing Date; (f) no single Loan will exceed a loan-to-value ratio of 70% on its Loan Closing Date.