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Shawbrook Mortgage Funding 2019-1 PLC: 04 June 2019

A standalone transaction, where the Issuer will make payments on the Notes from payments of principal and revenue received from a portfolio comprising mortgage loans and their related security originated by Shawbrook Bank Limited and secured over residential properties located in England, Wales and Scotland and sold by the Seller to the Issuer on the Closing Date. The Issuer confirms that the assets backing the issue of the Notes and the Notes themselves are not part of a re-securitisation. This will be Shawbrook Bank’s first public securitisation.

Shawbrook Bank Limited is a banking institution authorised by the PRA and regulated by the FCA. It has the relevant FCA permissions to carry out mortgage lending and servicing activities required under the FSMA. At the date of this transaction, Shawbrook Group plc is 100% owned by Marlin Bidco Limited, which is 50% owned by PSCM Pooling LP and 50% owned by Marlinbass Limited.

The Portfolio comprises of loans originated by the seller. The seller uses a network of brokers to originate loans. As at the date of this transaction, the seller has a managed panel of 406 business partners throughout the UK as well as 46 strategic partners and 45 appointed representatives through the Tenet Group.

As at the Portfolio Reference Date, the Provisional Portfolio comprises 1,258 first-ranking buy-to-let loans originated by the seller between 15 January 2016 and 28 September 2018 and secured over properties located in England, Wales and Scotland. The average current balance is £244,862 and the largest loan is for £2.580mln. Repayment type: interest-only – 81.76%, repayment – 18.24%. Interest rate type: Fixed Rate Loan reverting to LIBOR – 70.28%, Floating rate – 18.55%, Fixed – 11.17%. Loan purpose: refinancing - 75.04%, purchase – 24.96%. The WA current LTV is 67.67% (original LTV was 68.21%) and the WA seasoning is 12.30 months. Regional distribution (by current balances): South East incl. London – 48.50%, Scotland – 12.68% and the North West 11.70%.

EU Risk Retention: On the Closing Date the Seller will, as an originator for the purposes of the Securitisation Regulation, retain on an ongoing basis a material net economic interest of not less than 5% in the securitisation in accordance with the text of Article 6 of Regulation (EU) No 2017/2402. As at the Closing Date, the Retention will be satisfied by the Seller subscribing for and thereafter holding an interest in the first loss tranche, represented in this case by the retention by the Seller of the Class Z Notes and the funding of the General Reserve Fund.

US Risk Retention: The Seller, as the sponsor under the U.S. Risk Retention Rules, does not intend to retain at least 5% of the credit risk of the securitised assets for purposes of compliance with the final rules promulgated under Section 15G of the Securities Exchange Act of 1934, but rather intends to rely on an exemption provided for in Section 20 of the U.S. Risk Retention Rules regarding non-U.S. transactions.

STS: As at the Closing Date, no notification will be submitted to the European Securities and Markets Authority (ESMA) in accordance with Article 27 of the Securitisation Regulation that the requirements of Articles 19 to 22 of the Securitisation Regulation have been satisfied with respect to the Notes.

Compare/contrast: Finsbury Square 2019-1 plc, Twin Bridges 2019-1