Neuberger Berman Loan Advisers Euro CLO 1: 02 April 2021

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 Neuberger Berman Europe Limited.

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; other than a Corporate Rescue Loan, it is not a Defaulted Obligation or a Credit Risk Obligation (unless such Defaulted Obligation is a Received Obligation); it is not (i) a Structured Finance Security, (ii) a Letter of Credit or (iii) a Synthetic Security; it is not a Zero Coupon Security; other than in the case of Corporate Rescue Loans or Current Pay Obligations, it has a Moody's Default Probability Rating of not lower than "Caa3" and it has a S&P Rating of not lower than "CCC-"; is an obligation of an Obligor or Obligors Domiciled in a Non-Emerging Market Country; it is acquired by the Issuer for a minimum purchase price of 60.0% of its Principal Balance.

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 €285mln, which is approximately 95.0% of the Target Par Amount.

The Notes (other than the Retention Notes to be purchased by the Retention Holder and certain other Subordinated Notes) are being offered by the Issuer through Morgan Stanley & Co. International plc in its capacity as initial purchaser of the offering of such Notes subject to prior sale.

EU & UK Risk Retention: The Retention Holder will, for so long as any Notes are outstanding, in accordance with the EU/UK Retention Requirements, hold on an ongoing basis a material net economic interest in the first loss tranche of not less than 5% of the nominal value of the securitised exposures through the purchase and retention of Subordinated Notes with an aggregate purchase price thereof equal to or exceeding 5% of the Aggregate Principal Balance as determined in accordance with Article 6 of the EU/UK Retention Requirements, for the purposes of complying with Article 5(1)(d) of the EU/UK Retention Requirements.

US Risk Retention: The Retention Holder 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 Retention Holder intends to use the "Safe harbor for certain foreign related transactions" contained in Section __.20 of the U.S. Risk Retention Rules.