Attentus CDO I Offering Circular - Irish Stock Exchange

set forth above, unless and until a Majority of the Senior Notes voting as a single Class consent to the
reinstatement of the Issuer’s right to make such acquisitions as set forth above.
Coverage Tests
On the Ramp-Up Completion Date and on the date of any acquisition of any Additional Collateral
Debt Security following the Ramp-Up Completion Date, after giving effect to the purchase of the
Collateral Debt Securities to be included in the Collateral, the Coverage Tests must be met (or, with
respect to the acquisition of Additional Collateral Debt Securities following the Ramp-Up Completion
Date, maintained or improved). The Coverage Tests consist of the Class A/B Interest Coverage Test, the
Class A/B Overcollateralization Test, the Class C Interest Coverage Test, the Class C
Overcollateralization Test, the Class D Interest Coverage Test, the Class D Overcollateralization Test, the
Class E Interest Coverage Test and the Class E Overcollateralization Test, each of which is described in
“Description of the Offered Notes—the Coverage Tests.”
Changes in Composition of the Collateral Debt Securities
Collateral Debt Securities may be retired prior to their respective final maturities due to, among
other things, the existence and frequency of exercise of any optional or mandatory redemption features of
such securities. In addition, subject to the terms of the Indenture and the Collateral Management
Agreement, including the restrictions described herein, (i) the Collateral Manager may sell any Collateral
Debt Security (or permit the issuer thereof to redeem such Collateral Debt Security) at any time, (ii) the
Holders of a Majority of the Subordinated Notes may, at any time during the life of the Notes, direct the
Trustee to sell any equity security acquired by the Issuer as a result of the exercise or conversion of a
Collateral Debt Security, in conjunction with the purchase of a Collateral Debt Security or in exchange
for a Defaulted Security (any of the foregoing, an “Equity Security”; provided, that no Trust Preferred
Security shall constitute an Equity Security) and apply the proceeds in accordance with the Priority of
Payments, and (iii) the Issuer may acquire Additional Collateral Debt Securities following the Ramp-Up
Completion Date as described herein under “—Acquisition of Collateral Debt Securities after the Closing
Date.”
Collections may be invested at any time in Eligible Investments maturing not later than the next
Distribution Date.
The Issuer may not acquire or dispose of any Collateral Debt Security unless such acquisition or
disposition is made on an “arm’s-length basis” for fair market value (as determined at the time the Issuer
first enters into a binding commitment to acquire or dispose of such Collateral Debt Security or, in the
case of a Collateral Debt Security acquired by the Initial Purchaser or an affiliate of the Initial Purchaser
pursuant to the warehousing arrangement described herein and sold to the Issuer on the Closing Date, on
the date such Initial Purchaser or such affiliate acquires such Collateral Debt Security pursuant to the
warehousing arrangement). Any purchase or disposition of a Collateral Debt Security will be conducted
in accordance with the requirements of the Collateral Management Agreement, and, if effected with the
Collateral Manager, the Issuer, the Trustee or any affiliate of any of the foregoing, will be effected in a
secondary market transaction on terms as favorable to the Noteholders as would be the case if such person
were not so affiliated. Unless the Collateral Manager is required by the terms of the Indenture to sell a
Collateral Debt Security or an Eligible Investment, the Collateral Manager may refrain from directing the
sale of securities of (i) Persons of which the Collateral Manager, its affiliates or any of its or its affiliates’
officers, directors or employees are directors or officers; (ii) Persons for which the Collateral Manager or
any of its affiliates act as financial advisor or underwriter or (iii) Persons about which the Collateral
Manager or any of its affiliates have information which the Collateral Manager deems confidential or
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