Pembroke Property Finance 3 DAC: 28 February 2025

A commercial mortgage transaction where the Issuer will make payments on the Notes from payments of principal and interest received from (i) a portfolio solely comprising mortgage loans originated by the Seller and secured over commercial real estate properties located in Ireland as well as (ii) the Reserve Fund.

As per the earlier transaction under this name, the originator and seller is Finance Ireland Credit Solutions DAC, which advanced the loans, each consisting of cross-collateralised credit lines advanced to a single corporate/retail borrower.

The portfolio consists of 110 fully current mortgage loans, in 68 Risk-Groups, secured on 234 properties. The average gross loan balance is Eur3.124mln, and by risk group is Eur5.053mln. Repayment type (by current balances): annuity – 91.5%, bullet – 8.5%. Property type (by property value): industrial – 22.9%, retail – 23.3%, hotel – 14.7% and multifamily – 14.7%. Interest rate type (by current balances): floating – 80.7%, fixed – 19.3%. The WA current LTV is 59.2% and the WA seasoning is 18 months.

EU& UK Risk Retention: FIPF and FICS, as originators, have undertaken to retain on an ongoing basis a material net economic interest of not less than 5% of the nominal value in the securitised exposures relating to the securitisation transaction in accordance with (i) Article 6 of the EU Securitisation Regulation and (ii) Article 6 of the UK Securitisation Regulation. As at the Closing Date, the Seller will hold such material net economic interest by retaining the first loss tranche and, if necessary, other tranches having the same or a more severe risk profile than those sold or transferred to investors and not maturing any earlier than tranches sold or transferred to investors, in an amount of at least 5% of the nominal value of the securitised exposures, in accordance with paragraph (d) of Article 6(3) of the Securitisation Regulation, by the Seller’s holding of all or a portion of the Class Z Notes.

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 US Securities Exchange Act of 1934, but rather it is intended to rely on an exemption provided for in Section 20 of the US Risk Retention Rules regarding non-US transactions.

Compare/contrast: Pembroke Property Finance 2