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Penta CLO 3: 25 November 2017

This will be the third CLO transaction to bear the Penta name, the first having been issued in 2007 and the second in 2015 (prospectus available on the EuroABS website), where again the assets securing the notes will consist of a portfolio of primarily Senior Obligations, Mezzanine Obligations and High Yield Bonds and will be managed by Partners Group (UK) Management Ltd.

Partners Group (UK) Management Limited is a subsidiary of Partners Group Holding AG, which was founded in 1996 and is a global private markets investment manager with over Eur50bln in investment programs under management in private equity, private debt, private real estate and private infrastructure. PGH AG is headquartered in Switzerland and has 19 offices around the globe. PGH AG is listed on the SIX Swiss Exchange with a major ownership by its partners and all employees.

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 not a Structured Finance Security or a Synthetic Security; it is not a lease; it is not a Zero Coupon Security, Step-Up Coupon Security or Step-Down Coupon Security; it is not a debt obligation which pays interest only and does not require the repayment of principal; it is not a Project Finance Loan; it is not a First Lien Last Out Loan.

The Issuer anticipates that, by the Issue Date, it will have purchased or committed to purchase Collateral Obligations the Aggregate Principal Balance of which is equal to at least €345mln, which is approximately 86% of the Target Par Amount.

CRR 405: The Collateral Manager will act as Retention Holder for the purposes of the Retention Requirements. The Collateral Manager will fall within the definition of a "sponsor" on the Issue Date for the purpose of the Retention Requirements and will acquire on the Issue Date from the Initial Purchaser and hold, on an ongoing basis for so long as any Class of Notes remains Outstanding, Subordinated Notes with an aggregate purchase price representing equal to or greater than 5.0% of the Collateral Principal Amount.