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Harvest CLO XIX: 27 May 2018

The assets securing the notes will consist of a portfolio of Senior Secured Loans, Senior Secured Bonds, Second Lien Loans, Unsecured Senior Obligations, Mezzanine Obligations, PIK Securities, Corporate Rescue Loans, Bridge Loans and High Yield Bonds, and will managed by Investcorp Credit Management EU Limited.

Eligibility criteria (includes): it is a Senior Secured Loan, Senior Secured Bond, Second Lien Loan, Unsecured Senior Obligation, Mezzanine Obligation, High Yield Bond or PIK Security; it has been assigned or otherwise has a Moody’s Rating of at least “Caa3” and a Fitch Rating of at least “CCC-” (other than in respect of a Corporate Rescue Loan); it is not a lease; it provides for a fixed amount of principal payable on scheduled payment dates; it is not convertible into equity; it is not a Synthetic Security; it is not a Project Finance Loan; it is not a Structured Finance Security; it is not a Step-Down Coupon Security; it has a minimum purchase price of 60.0% of the Principal Balance.

The Issuer anticipates that, by the Issue Date, it will have purchased or committed to purchase Collateral Debt Obligations the Aggregate Principal Balance of which equals approximately 90.0% of the “Target Par Amount” (this being approximately €360mln).

The Notes are being offered by the Issuer through Merrill Lynch International in its capacity as initial purchaser of the offering of such Notes.

CRR 405: The Portfolio Manager shall act as Retention Holder for the purposes of the EU Retention Requirements. On the Issue Date, the Retention Holder will undertake to subscribe for (at the initial issuance and each subsequent date of additional issuance of Notes) and retain on an ongoing basis and for its own account, a material net economic interest in the transaction which will be 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 Retention Requirements.

US Risk Retention: The Portfolio Manager has informed the Issuer and the Initial Purchaser that it does not intend to retain a risk retention interest contemplated by the U.S. Risk Retention Rules in connection with the transaction described in the Prospectus or the Notes.