Pepper Iberia Consumer 2024 FdT: 29 October 2024

The third in the Pepper Iberia series. A stand-alone issue, where the Issuer will make payments on the Notes from collections made in respect of a portfolio comprising unsecured consumer loans originated by Pepper Finance Corporation SLU in Spain.

The receivables within the Securitised Portfolio will consist of Spanish consumer loans being: (a) point of sale loans originated by the Transferor for the purposes of financing the purchase by the relevant Obligor of a specific product or service from a supplier and (b) consumer loans originated by the Transferor for the purposes of financing general needs of the relevant Obligor (but not linked to a specific product or service): (i) advanced under an existing Point of Sale Loan or PIL Loan of that Obligor and which is used only in part to refinance in full all outstanding amounts under such existing Point of Sale Loan or PIL Loan; or (ii) to whom the Transferor has not previously granted a Point of Sale Loan or a PIL Loan in the past.

EU & UK Risk Retention: The Transferor, as "originator" for the purposes of the EU Securitisation Regulation, will undertake that it will, while any of the Notes remain outstanding, retain on an ongoing basis a material net economic interest in the securitisation of not less than 5% in accordance with Article 6(1) of the EU Securitisation Regulation, by retaining the first loss tranche so that the retention equals in total not less than 5% of the nominal value of the securitised exposures. In addition, the Transferor as "originator" for the purposes of the UK Securitisation Regulation, will undertake that it will, while any of the Notes remain outstanding, retain on an ongoing basis a material net economic interest in the securitisation of not less than 5% in accordance with Article 6(1) of the UK Securitisation Regulation.

US Risk Retention: The transaction is not intended to involve the retention by a sponsor of at least 5% of the credit risk of the securitised assets for purposes of compliance with the final rules promulgated under Section 15G of the Securities Exchange Act of 1934, but rather intends to rely on an exemption provided for in Section 20 of the US Risk Retention Rules regarding non-US transactions.

STS: The securitisation is intended to qualify as a STS securitisation within the meaning of Article 18 of the EU Securitisation Regulation. The Transferor, as originator, has given a notification to ESMA that the securitisation transaction described in the Prospectus meets, on the date of the Prospectus, the requirements of Articles 19 to 22 of the EU Securitisation Regulation.

Compare/contrast: Pepper Iberia Unsecured 2022, Santander Consumo 6 FTdA