Fidelity Grand Harbour CLO 2022-1 (Refinancing): 02 April 2024

The assets securing the Debt will consist primarily of a portfolio of Senior Secured Loans, Senior Secured Bonds, Second Lien Loans, Mezzanine Obligations and High Yield Bonds, and will be managed by FIL Investments International.

On 25 March 2024 (the re-issue Date) the Issuer will, subject to certain conditions, issue Class A Senior Secured Floating Rate Notes due 2037, Class B-1 Senior Secured Floating Rate Notes due 2037, Class B-2 Senior Secured Fixed Rate Notes due 2037, Class C Senior Secured Deferrable Floating Rate Notes due 2037, Class D Senior Secured Deferrable Floating Rate Notes due 2037, Class E Senior Secured Deferrable Floating Rate Notes due 2037, Class F Senior Secured Deferrable Floating Rate Notes due 2037 and Subordinated Notes due 2037.

In addition, on the Issue Date, the Issuer will enter into a loan agreement pursuant to which the Class A lender will grant a facility in the amount of €75,000,000 (as may be amended from time to time). The Class A Facility will be fully drawn on the Issue Date, with any loans advanced under the Class A Facility.

The Notes are being offered by the Issuer through BNP Paribas, in its capacity as initial purchaser of such Notes, subject to prior sale.

EU & UK Risk Retention: On the Issue Date, FIL Senior Loan Management I Limited (the “Retention Holder”) will undertake to subscribe for and hold the Subordinated Notes that are Retention Notes and retain the Retention Notes in connection with the EU/UK Retention Requirements.