Attentus CDO I Offering Circular - Irish Stock Exchange

espective unpaid principal amounts thereof outstanding immediately prior to such payment. The Trustee
shall, so long as any Class of Notes is listed on the Irish Stock Exchange, on or before each Distribution
Date, notify the Irish Stock Exchange of the amount of principal payments to be made on the Notes of
each such Class on such Distribution Date, the amount of any Class C-1 Deferred Interest, the amount of
any Class C-2 Deferred Interest, the amount of any Class D Deferred Interest, the amount of any Class E
Deferred Interest, the Aggregate Outstanding Principal Amount of the Senior Notes of each such Class
and the percentage of the original Aggregate Outstanding Principal Amount of the Notes of such Class
after giving effect to the principal payments, if any, on such Distribution Date.
Principal Proceeds, to the extent not reinvested in Additional Collateral Debt Securities as
described herein, will be applied on each Distribution Date in accordance with the Priority of Payments to
pay principal of each Class of Notes, with principal of each Class of Notes being paid prior to the
payment of principal of each other Class of Notes then outstanding that is Subordinate to the Class of
Notes being paid.
Mandatory Redemption
Each Class of Senior Notes shall, on any Distribution Date, be subject to mandatory redemption
in the event that any Coverage Test applicable to such Class of Senior Notes or any Class of Senior Notes
Subordinate to such Class is not satisfied on the related Determination Date. Any such redemption will
be effected, first, from Interest Proceeds and, second (to the extent that the application of Interest
Proceeds pursuant to the Priority of Payments would be insufficient to cause such tests to be satisfied),
from Principal Proceeds, in each case, to the extent necessary to cause each applicable Coverage Test to
be satisfied. Any such redemption will be applied to each outstanding Class of Senior Notes sequentially
in direct order of seniority and will otherwise be effected as described below under “Description of the
Offered Notes—Priority of Payments.”
In addition, the Issuer, or the Collateral Manager on behalf of the Issuer, will notify the Trustee,
each Rating Agency and the Hedge Counterparties in writing (each notice, a “Ramp-Up Notice”) of the
occurrence of the date that is the earlier of (a) 90 days following the Closing Date and (b) the day on
which the aggregate par amount of the Collateral Debt Securities held by the Issuer is at least equal to the
Aggregate Ramp-Up Par Amount (such date, the “Ramp-Up Completion Date”) within seven business
days after the occurrence of the Ramp-Up Completion Date; provided, that, for the avoidance of doubt, if
the Issuer acquires Collateral Debt Securities on the Closing Date with an aggregate principal amount at
least equal to the Aggregate Ramp-Up Par Amount, the Issuer will not be obligated to provide such notice
to the Rating Agencies and the Closing Date will be deemed to be the “Ramp-Up Completion Date.” In
the event the Issuer, or the Collateral Manager on behalf of the Issuer, gives such notice, the Issuer, or the
Collateral Manager on behalf of the Issuer, will request that each Rating Agency confirm within 30 days
after receipt of a Ramp-Up Notice that it has not reduced or withdrawn the rating (including shadow,
private or confidential ratings, if any) assigned by it, if any, on the Closing Date to any Class of Senior
Notes (such confirmation, together with any confirmation deemed to have been made in accordance with
the following sentence, a “Ratings Confirmation”). The Issuer will be deemed to have obtained a Ratings
Confirmation from a Rating Agency (other than Standard & Poor’s) if (i) such Rating Agency does not
notify the Issuer in writing within 30 days after receipt of a Ramp-Up Notice that any such rating
(including shadow, private or confidential ratings, if any) has been reduced or withdrawn and (ii) all
Coverage Tests and Collateral Quality Tests are satisfied on the Ramp-Up Completion Date. In the event
that the Issuer is unable to obtain a Ratings Confirmation after the Ramp-Up Completion Date occurs (a
“Ramp-Up Ratings Confirmation Failure”), the Issuer will be required to apply Uninvested Proceeds and,
to the extent that Uninvested Proceeds are insufficient, 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
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