Hera Financing 2024-1 DAC: 08 September 2024

The Issuer will make payments on the Notes from payments of principal and interest received by the Issuer under loans advanced by the Issuer to the Borrowers. On the Closing Date, the Issuer will advance a £220mln senior ranking loan to the Borrowers pursuant to the Facilities Agreement (the "Facility A2 Loan"). On the Closing Date, certain other lenders will advance a senior ranking loan to the Borrowers pursuant to the Facilities Agreement that ranks pari passu with the Facility A2 Loan.

The Office Group Securities Limited will be the "Sponsor" to the transaction and is one of Europe's leading flexible office providers, providing office space on flexible contracts and memberships to a wide range of clients. The Office Group owns, operates and manages 62 premium flexible office locations across England and Germany as at 8 August 2024, and serves approximately 30,000 members. Its majority shareholders are Blackstone and Brockton Capital.

The Loans will initially be secured by, among other things, a portfolio of 19 office properties located in England (17 being located in central London, 1 being located in Oxford and 1 being located in Bristol).

UK & EU Risk Retention: The Office Group Securities Limited, as originator, will retain a material net economic interest of not less than 5% in the securitisation in accordance with the text of (i) Article 6(1) of Regulation (EU) 2017/2402 of the European Parliament and of the Council of 12 December 2017 and (ii) Article 6 of Regulation (EU) 2017/2402 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018. As at the Closing Date, such retained material net economic interest will comprise not less than 5% of the first loss tranche in the form of the Class R Notes, which have a nominal value equal to at least 5% of the aggregate nominal value of the Securitised Loan.

US Risk Retention: The Sponsor, or its majority-owned affiliate on its behalf, will purchase an "eligible horizontal residual interest" on the Closing Date and will retain the "eligible horizontal residual interest" as long as required by the US Risk Retention Rules.

Compare/contrast: UK Logistics 2024-1, Vantage Data Centers Jersey Borrower SPV Limited