VALLAURIS II CLO PLC - Irish Stock Exchange

Institution, having a credit rating prescribed by the relevant Rating Agency as the combined rating
with respect to the combination of the ratings of the entities (excluding the relevant borrower) from
whom the Issuer, directly or indirectly, derives its interest in the relevant Collateral Debt Obligation.
7.19 Purchase of Collateral Debt Obligations
The Collateral Debt Obligations will be purchased by the Issuer or by the Collateral Manager
acting on its behalf. It is anticipated that the Collateral Manager will purchase Collateral Debt
Obligations in the secondary market on behalf of the Issuer from dealers unaffiliated with the
Collateral Manager or from Affiliates of the Collateral Manager, or will sell Collateral Debt
Obligations to the Issuer from its inventory or the inventories of its Affiliates. See ‘‘Risk Factors –
Certain Conflicts of Interest’’.
The Issuer or the Collateral Manager acting on its behalf, may acquire interests in Collateral
Debt Obligations which are loans either directly (by way of novation or assignment) (each an
‘‘Assignment’’) or indirectly (by way of participation or sub-participation) (each a ‘‘Participation’’).
For a discussion of certain considerations relating to Assignments and Participations see ‘‘Risk
Factors – Participations and Assignments’’.
8. Currency Swap Obligations
8.1 Payment Obligations
The Issuer or the Collateral Manager, acting on behalf of the Issuer, may, purchase any Non-
Euro Obligations, provided that on the date of acquisition of each Non-Euro Obligation the Issuer
enters into a Currency Swap Transaction under the Currency Swap Agreement pursuant to which
(save as provided in the last paragraph of this section 8.1 (Payment Obligations)):
(a) on the effective date of such transaction (envisaged, pursuant to the Collateral
Management Agreement, to take place within three Business Days of the date of
acquisition of the Non-Euro Obligation, but in any case before the next Payment Date),
the Issuer pays to the Currency Swap Counterparty an initial exchange amount in Euros
calculated at the Currency Swap Transaction Exchange Rate in exchange for payment by
the Currency Swap Counterparty of an initial exchange amount in the relevant currency
equal to the purchase price of such Non- Euro Obligation (the ‘‘Non-Euro Notional
Amount’’).
(b) (subject as provided in paragraph (e) below) on the scheduled date of termination of such
transaction, which shall be the date falling two Business Days after the date on which the
Non- Euro Obligation is scheduled to mature, the Issuer pays to the Currency Swap
Counterparty a final exchange amount equal to the amount payable upon maturity of the
Non-Euro Obligation (as may have been reduced in accordance with any amortisation or
increased in an amount corresponding to the amount by which the aggregate outstanding
principal amount of the relevant Non-Euro Obligation may be increased in accordance
with the terms and conditions of such Non-Euro Obligation) in the relevant currency in
exchange for payment by the Currency Swap Counterparty of a final exchange amount (as
may have been reduced in accordance with any amortisation or increased in an amount
corresponding to the amount by which the aggregate outstanding principal amount of the
relevant Non-Euro Obligation may be increased in accordance with the terms and
conditions of such Non-Euro Obligation) denominated in Euro, such final exchange
amount to be converted into Euro at the Currency Swap Transaction Exchange Rate;
(c) two Business Days following the actual day of receipt of each scheduled payment of
interest on the related Non-Euro Obligation, the Issuer pays in the applicable currency of
the Non- Euro Obligation a coupon on the Non-Euro Notional Amount (as may be
increased or decreased from time to time in accordance with the terms of the relevant
Currency Swap Agreements) of the Currency Swap Agreement, calculated by reference to
the applicable floating rate plus a margin in respect of interest on the underlying Non-
Euro Obligation and the Currency Swap Counterparty pays to the Issuer in Euro a
coupon calculated by reference to six-month EURIBOR plus a margin based on the Euro
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