Attentus CDO I Offering Circular - Irish Stock Exchange

approximately equal to the market price of such Collateral Debt Securities on the Closing Date. Neither
the price paid for the Collateral Debt Securities on the Closing Date, nor the total amount of
compensation paid for such securities (which includes the losses and/or gains associated with the
termination of such hedging arrangements) reflects the transfer to the Issuer of any portion of any fee or
compensation from the obligor on any Collateral Debt Security or of any origination profit.
If the Initial Purchaser or an affiliate of the Initial Purchaser were to become the subject of a case
or proceeding under the United States Bankruptcy Code or another applicable insolvency law, the trustee
in bankruptcy or other liquidator could assert that Collateral Debt Securities acquired from such Initial
Purchaser or such affiliate, if any, are property of the insolvency estate of such Initial Purchaser or such
affiliate. Property that such Initial Purchaser or such affiliate has pledged or assigned, or in which such
Initial Purchaser or such affiliate has granted a security interest, as collateral security for the payment or
performance of an obligation, would be property of the estate of such Initial Purchaser or such affiliate.
Property that such Initial Purchaser or such affiliate has sold or absolutely assigned and transferred to
another party, however, is not property of the estate of such Initial Purchaser or such affiliate. The Issuer
does not expect that the purchase by the Issuer of Collateral Debt Securities, under the circumstances
contemplated by this Offering Circular, will be deemed to be a pledge or collateral assignment (as
opposed to the sale or other absolute transfer of such Collateral Debt Securities to the Issuer).
Mandatory Redemption of the Notes. If any Coverage Test applicable to a Class of Senior Notes
or any Class of Senior Notes Subordinate to such Class is not satisfied as of a Determination Date,
Interest Proceeds and, after application of Interest Proceeds, Principal Proceeds, will be used to the extent
that funds are available in accordance with the Priority of Payments and to the extent necessary to restore
the relevant Coverage Test(s) to certain minimum required levels to repay principal of the Senior Notes
sequentially in direct order of seniority. The foregoing could result in an elimination, deferral or
reduction in the payments in respect of interest or the principal payments made to the Holders of one or
more Classes of Senior Notes that are Subordinate to any other outstanding Class of Senior Notes, which
could adversely impact the returns of such Holders.
In the event of a Ramp-Up Ratings Confirmation Failure, as described under “Description of the
Offered Notes—Mandatory Redemption,” the Issuer will be required to apply on the first Distribution
Date Uninvested Proceeds, Interest Proceeds and Principal Proceeds to the repayment of, first, the Class
A-1 Notes, second, the Class A-2 Notes, third, the Class B Notes, fourth, the Class C-1 Notes, fifth, the
Class C-2 Notes, sixth, the Class D Notes and seventh, the Class E Notes, in accordance with the Priority
of Payments as, and to the extent, necessary to obtain a Ratings Confirmation.
Auction Call Redemption. If the Senior Notes have not been redeemed in full prior to the
Distribution Date occurring in May 2016, then an auction of the Collateral Debt Securities will be
conducted in accordance with the terms of the Indenture and, provided that certain conditions are
satisfied, the Collateral Debt Securities will be sold in such Auction and the Senior Notes will be
redeemed (in whole, but not in part) on such Distribution Date. If such conditions are not satisfied and
the auction is not successfully conducted on such Distribution Date, the Collateral Manager will conduct
auctions on a quarterly basis until the Senior Notes are redeemed in full. See “Description of the Offered
Notes—Redemption Price” and “—Auction Call Redemption.” Each Hedge Agreement will terminate
upon an Auction Call Redemption.
On each Distribution Date on or after the Distribution Date in November 2008, to and including
the Distribution Date in May 2016, if the Senior Notes are not redeemed in full on or prior to such date,
an amount equal to 25% of the Interest Proceeds that would otherwise be paid to the Holders of the
Subordinated Notes will be applied to pay, pro rata, principal of (a) the Class D Notes and (b) the Class E
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