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Gresham Capital CLO IV B.V. - Irish Stock Exchange

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SUMMARY<br />

This summary does not include all relevant information relating to the transaction described herein,<br />

particularly with respect to the risks and special considerations involved with such a transaction and is<br />

qualified in its entirety by reference to the detailed information appearing elsewhere in this Prospectus and the<br />

related documents referred to herein. Prospective investors are advised to carefully read, and should rely<br />

solely on, the detailed information appearing elsewhere in this Prospectus relating to the Notes in making their<br />

investment decision. <strong>Capital</strong>ised terms not specifically defined in this summary have the meanings set out in<br />

Condition 1 (Definitions) under “Conditions of the Notes” below.<br />

The Issuer:...............................................<br />

<strong>Gresham</strong> <strong>Capital</strong> <strong>CLO</strong> <strong>IV</strong> B.V. (the “Issuer”), a private company<br />

with limited liability (besloten vennootschap met beperkte<br />

aansprakelijkheid) incorporated under the laws of The Netherlands,<br />

having its registered office at Rivierstaete Building, Amsteldijk<br />

166, 1079 LH Amsterdam, The Netherlands.<br />

The entire issued share capital of the Issuer is held by a foundation<br />

(stichting), Stichting <strong>Gresham</strong> <strong>Capital</strong> <strong>CLO</strong> <strong>IV</strong> B.V., established<br />

under the laws of The Netherlands.<br />

The Issuer has been incorporated for the sole purpose of acquiring<br />

the Portfolio, issuing the Notes and engaging in certain related<br />

transactions.<br />

The Collateral Manager: .........................<br />

The Collateral Administrator: ..................<br />

The Trustee: ............................................<br />

Investec Principal Finance, a business unit division of Investec<br />

Bank (UK) Ltd. (the “Collateral Manager”), manages the<br />

Portfolio under a collateral management agreement entered into on<br />

or about 5 July 2007 (the “Issue Date”) between, amongst others,<br />

the Issuer and the Collateral Manager (the “Collateral<br />

Management Agreement”). Pursuant to the Collateral<br />

Management Agreement, the Collateral Manager, amongst other<br />

things, manages the selection, acquisition and disposal of the<br />

Collateral Debt Securities and other collateral (including exercising<br />

rights and remedies associated with the Collateral Debt Securities)<br />

in accordance with the terms of the Collateral Management<br />

Agreement.<br />

Certain administrative functions with respect to the Portfolio,<br />

including the calculation of the Coverage Tests, the preparation of<br />

certain reports in respect of the Portfolio, the operation of the<br />

Accounts and the application of monies in accordance with the<br />

Priorities of Payment, are performed by Law Debenture Asset<br />

Backed Solutions Limited (in such capacity, the “Collateral<br />

Administrator”) under the Collateral Administration Agreement.<br />

The Law Debenture Trust Corporation p.l.c., acting through its<br />

office at 100 Wood Street, London EC2V 7EX, will be the trustee<br />

for the Noteholders (the “Trustee”).<br />

The Trustee may retire by giving the Issuer not less than three<br />

months’ written notice or the Trustee may be removed by an<br />

Extraordinary Resolution of the Controlling Class on not less than<br />

90 days’ written notice. Any retirement or removal of the Trustee<br />

shall not be effective until a successor trustee has been appointed.<br />

Overview of the Notes: ............................<br />

The Notes were issued and are secured pursuant to a trust deed (the<br />

“Trust Deed”) between, amongst others, the Issuer and the Trustee<br />

dated on or about the Issue Date.<br />

Up to €75,000,000 Class A1A Senior Secured Floating Rate<br />

Variable Funding Notes due 2023 (the “Class A1A Notes”);<br />

10

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