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Bain Capital Euro 2018-2: 17 November 2018

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 U.S. CLO Manager, LLC.

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 Defaulted Obligation or a Credit Risk Obligation (unless such Defaulted Obligation is being acquired in an Exchange Transaction); it is not a lease; it is not a Structured Finance Security, Letter of Credit or a Synthetic Security; it is not a Zero Coupon Security; it has a Fitch Rating of not lower than “CCC” and a Moody’s Rating of not lower than “Caa3”; it is not a debt obligation which pays interest only and does not require the repayment of principal; it is not a Step-Down Coupon Security; it is not a Project Finance Loan; it is not a Current Pay Obligation and is not a PIK Security; it has a minimum purchase price of 60 per cent of the Principal Balance of such Collateral Obligation.

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 €337.5mln, which is approximately 90.0% of the Target Par Amount.

EU Risk Retention: The Collateral Manager shall act as Retention Holder for the purposes of the EU Retention Requirements and will undertake to subscribe for and retain, on an ongoing basis, for as long as a Class of Notes remains outstanding, Class M-1 Subordinated Notes with a Principal Amount Outstanding equal to not less than 5% of the greater of (i) the Collateral Principal Amount and (ii) the Target Par Amount in accordance with paragraph 1(d) of Article 405 of the CRR, Article 51(1)(d) of the AIFM Regulation and paragraph 2(d) of Article 254 of the Solvency II Retention Requirements in force as at the Issue Date.