Untitled - Irish Stock Exchange

Payment of principal, premium (if applicable) and interest on the
Class D Notes will be subject to blockage under the subordination
provisions of the Indenture in the event of a payment default with
respect to the Senior Indebtedness, the Class B Notes or the Class C
Notes, a failure (without giving effect to the grace period) to be in
compliance with the Over-Collateralization Test or any other event
of default under the Credit Agreement or the Indenture. Any
blocked interest will be added to the Outstanding Principal Amount
of the Class D Notes and thereafter interest will accrue on the
Outstanding Principal Amount of the Class D Notes as so increased.
Such blocked interest amounts added to principal will in no event be
entitled to the benefits of any Make-Whole Premium, will be repaid
prior to the repayment of any other principal on the Class D Notes to
which it was added and will be repaid at any time (unless otherwise
prohibited by the Credit Agreement, the Indenture or the Pledge and
Intercreditor Agreement) as directed by the Investment Manager.
Payment of principal, premium (if applicable) and interest on the
Class E Notes will be subject to blockage under the subordination
provisions of the Indenture in the event of a payment default with
respect to the Senior Indebtedness, the Class B Notes, the Class C
Notes or the Class D Notes, a failure (without giving effect to the
grace period) to be in compliance with the Over-Collateralization
Test or any other event of default under the Credit Agreement or the
Indenture. Any blocked interest will be added to the Outstanding
Principal Amount of the Class E Notes and thereafter interest will
accrue on the Outstanding Principal Amount of the Class E Notes as
so increased. Such blocked interest amounts added to principal will
in no event be entitled to the benefits of any Make-Whole Premium,
will be repaid prior to the repayment of any other principal on the
Class E Notes to which it was added and will be repaid at any time
(unless otherwise prohibited by the Credit Agreement, the Indenture
or the Pledge and Intercreditor Agreement) as directed by the
Investment Manager.
At any time when payment of a Class of Notes is subject to
blockage, Holders of that Class of Notes will be restricted under the
Indenture from exercising certain remedies against the Issuer or the
Collateral (including acceleration). See "Description of the Notes—
Subordination of the Subordinated Indebtedness."
The Income Notes will not accrue interest at a stated rate, and,
subject to the terms of the Indenture, the Issuer may, at the sole
discretion of the Investment Manager, make cash payments to the
Income Noteholders. Payments on the Income Notes on any
Payment Date will be subject to the "Restricted Payments" covenant
set forth in the Indenture. See "Description of the Notes—Certain
Covenants—Limitations on Restricted Payments."
Ratings........................................................
It is a condition of issuance of the Notes that the Class B Notes be
rated at least "AA" and "Aa2," that the Class C Notes be rated at
least "A" and "A2," that the Class D Notes be rated at least "BBB"
and "Baa2" and that the Class E Notes be rated at least "BB" and
"Ba2," in each case by S&P on the one hand, and Moody's on the
other hand, respectively. The Income Notes will not be rated. See
"Rating of the Notes."
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