Hayfin Emerald CLO VI DAC: 24 April 2021

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 Hayfin Emerald Management LLP.

Eligibility criteria (includes): it is a Secured Senior Obligation, a Corporate Rescue Loan, an Unsecured Senior Obligation, a Mezzanine Obligation, a Second Lien Loan, a Bridge Loan or a High Yield Bond (in each case, which is not a sub-participation of a sub-participation); it is not a Defaulted Obligation or a Credit Risk Obligation; it is not a Structured Finance Security or a Synthetic Security; other than in the case of a Corporate Rescue Loan, it has an S&P 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; is an obligation of an Obligor who is Domiciled in a jurisdiction the Moody's local currency country risk ceiling of which is "A3" or above; it is not a Project Finance Loan.

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 €380mln, which is approximately 95.0% of the Target Par Amount.

The Notes (other than the Subordinated Notes) are being offered by the Issuer through Goldman Sachs International in its capacity as placement agent of the offering of such Notes subject to prior sale.

Hayfin Opal 2020 (B) LP will act as retention holder for the purposes of the EU/UK Retention and Transparency Requirements.

EU & UK Risk Retention: The Retention Holder will undertake to acquire on the Issue Date and hold on an ongoing basis, for so long as any Class of Notes remains outstanding, a material net economic interest in the first loss tranche of not less than 5% of the nominal value of the securitised exposures in accordance with Article 6(3)(d) of the EU/UK Securitisation Regulation, through the purchase and retention of Subordinated Notes with an original Principal Amount Outstanding being an amount equal to no less than 5% of the Collateral Principal Amount.

US Risk Retention: Even though it is possible that the U.S. Risk Retention Rules do not apply to this transaction, the Retention Holder intends to satisfy the risk retention requirements with respect to this securitisation transaction by acquiring and holding an "eligible horizontal residual interest" in an amount at least equal to the amount required (and for so long as required) by the U.S. Risk Retention Rules in the form of the U.S. Retained Interest.