Attentus CDO I Offering Circular - Irish Stock Exchange
Attentus CDO I Offering Circular - Irish Stock Exchange
Attentus CDO I Offering Circular - Irish Stock Exchange
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MATURITY, PREPAYMENT AND YIELD CONSIDERATIONS<br />
As stated elsewhere herein, the redemption of the Subordinated Notes will not occur until the<br />
Senior Notes have been paid in full. The Stated Maturity of the Offered Notes is May 2036. The Offered<br />
Notes will mature at their Stated Maturity unless redeemed or repaid prior thereto. However, the average<br />
lives of the Offered Notes may be less than the number of years until the Stated Maturity. Accordingly,<br />
prospective investors should make their own determinations of the expected weighted average lives and<br />
maturity of the Offered Notes and, accordingly, their own evaluation of the merits and risks of an<br />
investment in the Offered Notes. See “Risk Factors—Projections, Forecasts and Estimates.”<br />
Average life refers to the average number of years that will elapse from the date of delivery of a<br />
security until each Dollar of the principal of such security will be paid to the investor.<br />
The average lives of the Offered Notes will be determined by the amount and frequency of<br />
principal payments, which are dependent upon any payments received at or in advance of the scheduled<br />
maturity of Collateral Debt Securities (whether through prepayment, sale, maturity, redemption, default or<br />
other liquidation or disposition). The actual average lives of the Offered Notes will also be affected by<br />
the financial condition of the issuers of the underlying Collateral Debt Securities and the characteristics of<br />
such obligations, including the existence and frequency of exercise of any optional or mandatory<br />
redemption or prepayment features, the prevailing level of interest rates, the redemption price, the actual<br />
default rate and the actual level of recoveries on any Defaulted Securities and the frequency of tender or<br />
exchange offers for such Collateral Debt Securities, as well as the characteristics of Collateral Debt<br />
Securities acquired by the Issuer following the Closing Date. Any disposition of a Collateral Debt<br />
Security may change the composition and characteristics of the Collateral Debt Securities and the rate of<br />
payment thereon, and, accordingly, may affect the actual average lives of the Offered Notes. The rate of<br />
future defaults and the amount and timing of any cash realization from Defaulted Securities also will<br />
affect the average lives of the Offered Notes.<br />
THE CO-ISSUERS<br />
General<br />
The Issuer, a special purpose vehicle, is incorporated on September 20, 2002 as an exempted<br />
company with limited liability in the Cayman Islands pursuant to a Certificate of Incorporation and<br />
Memorandum and Articles of Association, and is in good standing under the laws of the Cayman Islands,<br />
with registered number MC-120090. The registered office of the Issuer is at the offices of Maples Finance<br />
Limited, P.O. Box 1093 GT, Queensgate House, South Church Street, George Town, Grand Cayman,<br />
Cayman Islands. The telephone number is: +1 (345) 945 7099. The Issuer has no prior operating<br />
experience and the Issuer will not have any substantial assets other than the Collateral pledged to secure<br />
the Senior Notes and the Issuer’s other obligations to the Secured Parties.<br />
The authorized share capital of the Issuer will consist of 50,000 ordinary shares, par value<br />
U.S.$1.00 per share (250 of which will be issued to and held in trust for charitable purposes by Maples<br />
Finance Limited, a licensed trust company incorporated in the Cayman Islands (in such capacity, the<br />
“Share Trustee”), under the terms of a declaration of trust).<br />
Paragraph 3 of the Memorandum of Association of the Issuer sets out the objects of the Issuer,<br />
which include the business to be carried out by the Issuer in connection with the issuance of the Offered<br />
Notes.<br />
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