Hayfin Emerald CLO XI DAC (Refinance): 19 September 2024

The assets securing the Notes will consist of a portfolio of primarily Senior Obligations, Mezzanine Obligations and High Yield Bonds, and will be managed by Hayfin Emerald Management LLP.

On 25 January 2023 (the Original Issue Date) Hayfin Emerald CLO XI DAC issued Class A Senior Secured Floating Rate Notes due 2036, Class B-1 Senior Secured Floating Rate Notes due 2036, Class B-2 Senior Secured Fixed Rate Notes due 2036, Class C Senior Secured Deferrable Floating Rate Notes due 2036, Class D Senior Secured Deferrable Floating Rate Notes due 2036, Class E Senior Secured Deferrable Floating Rate Notes due 2036, Class F Senior Secured Deferrable Floating Rate Notes due 2036 and Subordinated Notes due 2036.

On or about 18 September 2024 (the re-issue Date) the Issuer will, subject to certain conditions, refinance in whole each Class of Notes by issuing Class A-R Senior Secured Floating Rate Notes due 2038, Class B-1-R Senior Secured Floating Rate Notes due 2038, Class B-2-R Senior Secured Fixed Rate Notes due 2038, Class C-R Senior Secured Deferrable Floating Rate Notes due 2038, Class D-R Senior Secured Deferrable Floating Rate Notes due 2038, Class E-R Senior Secured Deferrable Floating Rate Notes due 2038 and Class F-R Senior Secured Deferrable Floating Rate Notes due 2038.

The Subordinated Notes were issued on the Original Issue Date and are not being offered pursuant to this Offering. The terms and conditions applicable to the Subordinated Notes will be amended in accordance with the Terms and Conditions of the Notes as outlined in the Offering Circular (available on the EuroABS website), including by an extension of their Maturity Date to 25 October 2038.

EU & UK Risk Retention: Hayfin Emerald II Limited (the Retention Holder) will undertake, amongst other things, to subscribe for on the Issue Date and retain certain of each Class of Rated Notes and, in the case of Retention Notes which are Subordinated Notes subscribed for by the Retention Holder on the Original Issue Date, to continue to retain such Subordinated Notes in connection with the EU/UK Retention and Transparency Requirements.