VALLAURIS II CLO PLC - Irish Stock Exchange

(A)
(B)
(C)
in respect of each Collateral Debt Obligation in the Portfolio, one of the
following:
(i) in the case of entry into a binding agreement with a financial institution or
funds or other investment vehicles satisfying the requirements described
above, the purchase price payable in respect thereof; or
(ii) otherwise:
(I) the Market Value thereof if such Collateral Debt Obligation is to be
sold on the Business Day of the certification of any such Expected
Net Proceeds; or otherwise;
(II) the percentage of the Market Value thereof set out in the applicable
column of the table below based upon the period of time between
the certification of such Expected Net Proceeds and the expected
date of sale of such Collateral Debt Obligation.
For purposes of this determination, the ‘‘Market Value’’ of the Collateral Debt
Obligations shall be the Collateral Manager’s estimate thereof (expressed as a
Euro amount) based upon its reasonable commercial judgment;
the sum of the Balances of the Accounts (to the extent not payable to any
entity other than the Issuer) provided that, for such purposes Eligible
Investments shall only be included in the Balance of the relevant Account to the
extent of the aggregate of the amounts to be realised from Eligible Investments
maturing on or prior to the Redemption Date (as determined by the Collateral
Manager based upon its reasonable commercial judgment); and
amounts scheduled to be received under any Interest Rate Hedge Agreement
and/or Currency Swap Agreement prior to the Redemption Date.
Collateral Type
Senior Secured Loans and Second Lien
Loans with a Market Value:
Number of Business Days Between
Certification and Expected Sale
(iii)
0to2 3to5 6to15
of 90% or more ........................................ 93% 92% 88%
below 90% ................................................ 80% 73% 60%
Other Collateral Debt Obligations with a
rating of at least ‘‘B3’’ by Moody’s and
‘‘B-’’ by S&P and a Market Value of 90%
or more..................................................... 89% 85% 75%
All other Collateral Obligations............... 75% 65% 45%
Mechanics of Redemption: Following calculation by the Collateral Administrator of
the applicable Redemption Threshold Amount, the Collateral Administrator shall
make such other calculations as it is required to make pursuant to the Collateral
Management Agreement and shall notify the Issuer, the Trustee, the Collateral
Manager and the Principal Paying Agent, whereupon the Principal Paying Agent shall
notify the Noteholders (in accordance with the Condition 16 (Notices)) of such
amount.
Any exercise of a right of optional redemption pursuant to this Condition shall be
effected by delivery to a Transfer Agent by the requisite amount of Subordinated
Noteholders (and if applicable, Structured Combination Noteholders) of the Notes
held thereby together with duly completed Redemption Notices not more than 40 nor
less than 20 Business Days prior to the applicable Redemption Date. No Redemption
Notice and Subordinated Note so delivered may be withdrawn without the prior
consent of the Issuer. The Principal Paying Agent shall copy each Redemption Notice
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