Margay CLO II Designated Activity Company: 26 June 2024

The assets securing the Debt will consist of a portfolio of primarily Senior Obligations, Mezzanine Obligations and High Yield Bonds, and will be managed by M&G Investment Management 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 (in each case, which is not a sub participation of a sub-participation); it is not a Structured Finance Security, a Letter of Credit or a Synthetic Security; it is not a Zero Coupon Security; other than in the case of a Corporate Rescue Loan or Uptier Priming Debt, it has a an S&P Rating of not lower than "CCC-" and a Fitch Rating of not lower than "CCC-"; is an obligation of an Obligor or Obligors Domiciled in a Non-Emerging Market Country (as determined by the Collateral Manager acting on behalf of the Issuer); it is not a Project Finance Loan; it is not a Collateral Obligation with an Obligor domiciled in a country with a Fitch country ceiling risk ceiling below "A-".

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 are being offered by the Issuer through BNP Paribas in its capacity as initial purchaser and a co-placement agent and by NatWest Markets plc as a co-placement agent, subject to prior sale.

UK & EU Risk Retention: CLOCHE S.À R.L, acting in respect of its compartment A (the "Retention Holder") will, amongst other things, retain certain of the Subordinated Notes (the "Retention Notes") in connection with the EU/UK Retention Requirements.