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Penta CLO 4: 17 June 2018

As the name suggests, this will be the fourth CLO transaction to bear the Penta name, the first having been issued in 2007, 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.

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; it has a purchase price of not less than 60 per cent of the Principal Balance of such obligation.

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 €370mln, which is approximately 92.3% of the Target Par Amount.

The Notes are being offered by the Issuer through BNP Paribas in its capacity as initial purchaser of the offering of the Notes.

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.

US Risk Retention: Each of the Collateral Manager and the Originator has informed the Issuer that it does not intend to purchase or retain Notes for the purposes of satisfying the U.S. Risk Retention Rules and, instead, each of the Collateral Manager and the Originator has informed the Issuer that it intends to use the “Safe harbor for certain foreign related transactions” contained in Section __.20 of the U.S. Risk Retention Rules.