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Bain Capital Euro 2017-1: 14 October 2017

The assets securing the notes will consist primarily of a portfolio of Senior Obligations, Mezzanine Obligations and High Yield Bonds and will be managed by Bain Capital Credit, Ltd (formerly Sankaty Advisors, Limited). The Collateral Manager is a wholly-owned subsidiary of Bain Capital Credit, LP which has a 12-year history of investing in European leveraged loans, high yield bonds, mezzanine capital and other assets.

Eligibility criteria (includes): it is a Secured Senior Obligation, a Corporate Rescue Loan, an Unsecured Senior Obligation, a Mezzanine Obligation, a Second Lien Loan or a High Yield Bond; it is (I) denominated in Euro or (II) is denominated in a Qualifying Currency; it is not a lease; it is not a Structured Finance Security or a Synthetic Security; it is not a Zero Coupon Security; other than in the case of a Corporate Rescue Loan, it has a S&P Rating of not lower than “CCC-” and a Moody’s Rating of not lower than “Caa3”; is an obligation of an Obligor or Obligors Domiciled in a Non-Emerging Market Country (as determined by the Collateral Manager acting on behalf of the Issuer); it is not a Step-Down Coupon Security or a Project Finance Loan.

The Issuer anticipates that, by the Issue Date, it, or the Collateral Manager on its behalf, will have purchased or committed to purchase Collateral Obligations the Aggregate Principal Balance of which is equal to at least €245mln, which is approximately 70.0% of the Target Par Amount.

CRR 405: In accordance with the EU Retention Requirements, the Collateral Manager will undertake to subscribe for on the Issue Date and retain on an ongoing basis for so long as any Notes are Outstanding a material net economic interest comprised of not less than 5% of the Principal Amount Outstanding of each Class of Notes pursuant to paragraph 1(a) of Article 405 of the CRR, paragraph 2(a) of the Solvency II Retention Requirements and Article 51(1)(a) of the AIFMD.

U.S. Risk Retention: The Collateral Manager does not intend to retain a risk retention interest contemplated by the U.S. Risk Retention Rules in connection with the transaction described in this Prospectus or the Notes in reliance on the Foreign Safe Harbor.