VALLAURIS II CLO PLC - Irish Stock Exchange

‘‘Credit Improved Obligation’’ means any Collateral Debt Obligation which, in the Collateral
Manager’s judgment:
(a) has significantly improved in credit quality since the date on which such Collateral Debt
Obligation was purchased; or
(b) the public credit rating or confidential credit estimate of which has been upgraded or put
on a watch list for possible upgrade by any nationally recognised investment rating agency;
or
(c) whose obligor has shown improved financial results; or
(d) whose obligor has raised equity capital or other capital which has improved the liquidity
or credit standing of such obligor; or
(e) which has increased in price to 100.5 per cent. or more in the case of Collateral Debt
Obligations other than Synthetic Securities, in each case, of the original purchase price
thereof; provided that in the case of a Collateral Debt Obligation paying a fixed rate, the
calculation of such increase in price shall have been adjusted for movements in floating
rates since the date of purchase of such Collateral Debt Obligation;
in each case since the date on which such Collateral Debt Obligation was purchased, provided
however that, unless the holders of the majority of the principal amount outstanding of the
Controlling Class of Notes Outstanding have voted to suspend this proviso, if:
(i) the ratings of the Class I Senior Notes or the Class II Senior Notes have been reduced by
at least one sub-category from the Initial Ratings or if the ratings of any of the Class I
Senior Notes are withdrawn by either Rating Agency; or
(ii) the ratings of the Class III Mezzanine Notes or the Class IV Mezzanine Notes have been
reduced by at least two rating sub-categories from the Initial Ratings or are withdrawn by
either Rating Agency,
then the public credit rating or confidential credit estimate of such Collateral Debt Obligation must
have been upgraded by at least one rating sub-category by the applicable Rating Agency or put on a
watch list for possible upgrade since the date of acquisition thereof or have increased in price to 101
per cent. or more, in the case of Collateral Debt Obligations other than Synthetic Securities, in each
case, of the original purchase price thereof (provided further that in the case of a Collateral Debt
Obligation paying a fixed rate, the calculation of such increase in price shall have been adjusted for
movements in floating rates since the date of purchase of such Collateral Debt Obligation) and
provided further that a Synthetic Security shall constitute a Credit Improved Obligation in the event
that the Reference Obligation to which such Synthetic Security is linked would constitute a Credit
Improved Obligation if it were itself a Collateral Debt Obligation.
‘‘Credit Risk Obligation’’ means any Collateral Debt Obligation which, in the Collateral
Manager’s judgment, has a significant risk of declining in credit quality (which risk is unrelated to
general market conditions) and, with a lapse of time, becoming a Defaulted Obligation, provided
however that, unless the holders of the majority of the principal amount outstanding of the
Controlling Class of Notes Outstanding have voted to suspend this proviso, if:
(a) the ratings on the Class I Senior Notes or the Class II Senior Notes assigned by Moody’s
have been reduced by at least one sub-category from the Initial Ratings or are withdrawn
by Moody’s; or
(b) the ratings of the Mezzanine Notes assigned by Moody’s have been reduced by at least
two rating sub-categories from the Initial Ratings or are withdrawn by Moody’s,
then the public credit rating or confidential credit estimate of such Collateral Debt Obligation must
have been downgraded by at least one rating sub-category by Moody’s or put on a list for possible
downgrade by Moody’s since the date of acquisition thereof or have decreased in price by 1 per cent.
or more in the case of any Collateral Debt Obligations other than a Synthetic Security, in each case,
of the original purchase price (provided that in the case of a Collateral Debt Obligation paying a
fixed rate, the calculation of such decrease in price shall have been adjusted for movements in floating
rates since the date of purchase of such Collateral Debt Obligation), and provided further that a
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