Bosphorus CLO VII (Refinancing): 20 October 2023

The assets securing the Notes will consist primarily of a portfolio of Senior Secured Loans and Senior Secured Bonds, with Cross Ocean Adviser LLP acting as investment manager.

On 26 October 2022 (the Original Issue Date) Bosphorus CLO VII issued Class A Secured Floating Rate Notes, Class B Secured Floating Rate Notes, Class C Secured Deferrable Floating Rate Notes, Class D Secured Deferrable Floating Rate Notes, Class E Secured Deferrable Floating Rate Notes, Class F Secured Deferrable Floating Rate Notes and Subordinated Notes.

On or about 17 October 2023 (the re-issue Date) the Issuer will, subject to certain conditions, redeem the original Notes by issuing Class A-R Secured Floating Rate Notes, Class B-R Secured Floating Rate Notes, Class C-R Secured Deferrable Floating Rate Notes, Class D-R Secured Deferrable Floating Rate Notes, Class E-R Secured Deferrable Floating Rate Notes and Class F-R Secured Deferrable Floating Rate Notes. The terms of the original Subordinated Notes will be amended, including by an extension of their Maturity Date to 17 October 2036.

The Offered Notes are being offered by the Issuer through Deutsche Bank Aktiengesellschaft in its capacity as Initial Purchaser of the Notes subject to prior sale.

EU Risk Retention: On the Issue Date, Cross Ocean Corporate Financing 1, in its capacity as retention holder, will amend and restate the Original Retention Undertaking Letter undertaking that it will continue to hold on the Issue Date certain of the Subordinated Notes in connection with the Retention Requirements as they apply at the Issue Date.

US Risk Retention: The Retention Holder intends to satisfy the risk retention requirements under the US Risk Retention Rules 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 US Risk Retention Rules.