Attentus CDO I Offering Circular - Irish Stock Exchange

and the Collateral Manager), to pay expenses relating to the
acquisition of the Collateral Debt Securities (including the
reimbursement of the Collateral Manager and its affiliates and the
Initial Purchaser for such expenses), to pay the expenses of offering
the Offered Notes (including initial purchaser fees or similar fees
payable in connection with the placement of the Offered Notes), to
pay the Up-Front Collateral Management Fee to the Collateral
Manager and to make an initial deposit into the Expense Account of
U.S.$100,000 as well as to pay an up-front payment in respect of the
Hedge Agreement. In addition, the Issuer may on the Closing Date
make a deposit in the Discretionary Interest Shortfall Reserve
Account in an amount up to $750,000. The proceeds received from
the sale and issuance of the Offered Notes, net of the foregoing, will
be approximately U.S.$503,000,000 and will be used by the Issuer to
purchase a diversified portfolio of Collateral Debt Securities. Any
such proceeds not invested in Collateral Debt Securities or deposited
into the Expense Account or the Discretionary Interest Shortfall
Reserve Account on the Closing Date will be deposited by the
Trustee in the Uninvested Proceeds Account and invested in Eligible
Investments pending the use of such proceeds in accordance with the
terms of the Indenture. See “Security for the Senior Notes.”
Interest Payments
on the Senior Notes:
The Class A-1 Notes will bear interest at a floating rate per annum
equal to LIBOR plus 0.37%. The Class A-2 Notes will bear interest
at a floating rate per annum equal to LIBOR plus 0.46%. The Class
B Notes will bear interest at a floating rate per annum equal to
LIBOR plus 0.78%. The Class C-1 Notes will bear interest at a
floating rate per annum equal to LIBOR plus 1.20%. The Class C-
2A Notes will bear interest at a floating rate per annum equal to
LIBOR plus 1.45%. The Class C-2B Notes will bear interest at a
fixed rate of 6.707% per annum prior to and including the
Distribution Date occurring in May 2011 and at a floating rate per
annum equal to LIBOR plus 1.45% thereafter. The Class D Notes
will bear interest at a floating rate per annum equal to LIBOR plus
2.75%. The Class E Notes will bear interest at a floating rate per
annum equal to LIBOR plus 5.25%. Interest on the Senior Notes
will be computed on the basis of a 360-day year and the actual
number of days elapsed in the relevant Interest Period.
Interest on the Senior Notes will accrue from the Closing Date.
Accrued and unpaid interest will be payable quarterly in arrears on
each Distribution Date, if and to the extent that funds are available
on such Distribution Date in accordance with the Priority of
Payments; provided, that in the event that any date identified as a
Distribution Date, Redemption Date or Stated Maturity falls on a day
other than a Business Day, the Distribution Date, Redemption Date
or Stated Maturity, as the case may be, shall be deemed to be the
next succeeding Business Day and with respect to any Senior Notes,
interest that accrues with respect to the period from and after any
such identified date to such next succeeding Business Day shall be
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