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CVC Cordatus Loan Fund XXIII DAC: 02 May 2022

The assets securing the Notes will consist of a portfolio predominantly comprised of Senior Secured Loans, Senior Secured Bonds, Second Lien Loans, Mezzanine Obligations and High Yield Bonds, and will be managed by CVC Credit Partners European CLO Management LLP.

Eligibility criteria (includes): it is a Senior Secured Loan, Senior Secured Bond, an Senior Unsecured Obligation, a Corporate Rescue Loan, a Mezzanine Obligation, a Second Lien Loan or a High Yield Bond, a PIK Obligation or a Bridge Loan; it is not a lease; other than a Corporate Rescue Loan, it is not a Defaulted Obligation or a Credit Impaired Obligation (unless such purchase or acquisition is being made as part of an Exchange Transaction); it is not a Structured Finance Security, pre-funded letter of credit or a Synthetic Security; it is not a Zero Coupon Obligation, Step-Up Coupon Security or Step-Down Coupon Security; other than in the case of Corporate Rescue Loans, it has a Moody’s Rating of not lower than “Caa3” and a Fitch Rating of not lower than “CCC-”; is not an obligation of an Obligor or Obligors Domiciled in a country with a Moody’s local currency country risk ceiling of “Baa1” or below; it is not a Project Finance Loan.

The Issuer anticipates that, by the Issue Date, it will have purchased or committed to purchase Collateral Debt Obligations the Aggregate Principal Balance of which is equal to at least €475mln, which is approximately 95.0% of the Target Par Amount.

The Notes (other than the Retention Notes and the Class M-2 Subordinated Notes purchased by the Retention Holder and CVC Credit Partners Global CLO Management Limited, respectively) are being offered by the Issuer through Jefferies, in its capacity as initial purchaser of the offering of such Notes.

EU Risk Retention: The Collateral Manager shall act as Retention Holder for the purposes of the EU Retention and Transparency Requirements as an “originator”, to subscribe for and retain, on an ongoing basis and for its own account, a material net economic interest in Class M-1 Subordinated Notes with a Principal Amount Outstanding equal to not less than 5% of the greater of (i) the Aggregate Collateral Balance and (ii) the Target Par Amount in accordance with Article 6(3)(d) of the Securitisation Regulation in force as at the Issue Date.

US Risk Retention: The Retention Holder has agreed to act as a "sponsor" for purposes of the US Risk Retention Rules and will acquire Subordinated Notes on or prior to the Issue Date which will be of an aggregate amount equal to at least five per cent of the "fair value".