Bridgepoint CLO VII DAC: 11 November 2024

The assets securing the Notes will consist of a portfolio of primarily Senior Loans, Senior Secured Bonds, Mezzanine Obligations and High Yield Bonds, and will be managed by Bridgepoint Credit Management Limited.

Eligibility criteria (includes): it is a Senior Secured Loan, a Senior Secured Bond, an Unsecured Senior Loan, a Mezzanine Obligation, a Second Lien Loan or a High Yield Bond; other than in the case of a Corporate Rescue Loan, it is not a Defaulted Obligation (other than a Received Obligation received in a Bankruptcy Exchange) or a Credit Impaired Obligation; it is not a Zero Coupon Security; other than in the case of a Corporate Rescue Loan, a Current Pay Obligation or an obligation which is an Uptier Priming Debt, it has a S&P Rating of not lower than “CCC-” and a Fitch Rating of not lower than “CCC-; it is an obligation in respect of which the Obligor (or the guarantor of such obligation) is Domiciled in a Qualifying Country, as determined by the Collateral Manager; it is not a Project Finance Loan; it has a minimum purchase price of 60.0% of the Principal Balance of each Collateral Debt Obligation.

The Issuer anticipates that, by the Issue Date, it or the Collateral Manager on its behalf will have purchased or committed to purchase Collateral Debt Obligations the Aggregate Principal Balance of which is approximately equal to at least €360mln, which is 90.0% of the Target Par Amount.

The Notes are being offered by the Issuer through Citi Global Markets in its capacity as sole arranger and initial purchaser of the offering of such Notes subject to prior sale.

EU & UK Risk Retention: The Retention Holder (BCLO Credit Investments I SÀRL) undertakes, on the Issue Date, to subscribe for and hold on an ongoing basis, as originator, a material net economic interest of not less than 5% of the Principal Amount Outstanding of each Class of Notes then outstanding in accordance with and pursuant to Article 6(3)(a) of the EU/UK Securitisation Regulations as in effect on the Issue Date.

US Risk Retention: The Retention Holder does not intend to purchase or retain Notes for the purposes of satisfying the US Risk Retention Rules and, instead, each of the Collateral Manager and the Retention Holder intends to use the "Safe harbor for certain foreign related transactions" contained in Section __.20 of the US Risk Retention Rules.