VALLAURIS II CLO PLC - Irish Stock Exchange

The Collateral Administrator:
Branch) as Custodian and Collateral Administrator (the
‘‘Collateral Management Agreement’’). Accordingly, the term
‘‘Collateral Manager’’ means, as the context requires, Natexis
Banques Populaires (other than in respect of Financial Instruments
only) or, as the case may be, Natexis Asset Management (in respect
of Financial Instruments) and the term ‘‘Collateral Managers’’
refers collectively to both of them. See ‘‘Description of the
Collateral Management Agreement’’.
‘‘Financial Instruments’’ means any financial instrument (instrument
financier) within the meaning of article L. 211-1 of the French Code
Monétaire et Financier including any Mezzanine Obligations held in
the form of debt securities, Synthetic Securities (subject as provided
herein), Collateral Enhancement Obligations, Structured Finance
Securities held in the form of debt securities, Currency Swap
Transactions and any Interest Rate Hedge Transactions.
The Collateral Managers will receive certain fees for such
investment and management functions payable (subject to the
Priorities of Payment) on each Payment Date, including, but not
limited to, a Senior Collateral Management Fee, a Subordinated
Collateral Management Fee and, if applicable, an Incentive
Collateral Management Fee. The distribution of such fees
between the Collateral Managers is specified in the Collateral
Management Agreement. See ‘‘Description of the Collateral
Management Agreement’’.
Certain administrative functions with respect to the Collateral,
including the calculation of the Collateral Quality Tests, the
Portfolio Profile Tests and Coverage Tests and the preparation of
Reports in respect of the Collateral will be performed by ABN
AMRO Bank N.V. (London Branch) (in such capacity, the
‘‘Collateral Administrator’’).
The Trustee:
Pursuant to the Trust Deed, ABN AMRO Trustees Limited (in
such capacity, the ‘‘Trustee’’) will hold the Collateral on trust for
the Secured Parties and will hold the Issuer’s payment and other
covenants and obligations under the Trust Deed on trust for the
Secured Parties. Under the Trust Deed, the Trustee may resign at
any time on giving not less than 90 days’ prior written notice to the
Issuer without giving any reason. The holders of the Controlling
Class of Notes may by Extraordinary Resolution remove the
Trustee on not less than 90 days’ written notice. The Issuer
undertakes in the Trust Deed that in the event of the Trustee giving
notice of resignation or being removed by Extraordinary
Resolution of the holders of the Controlling Class of Notes it will
use its best endeavours to procure that a new trustee is appointed as
soon as reasonably practicable thereafter. The retirement or
removal of any such Trustee shall not become effective until a
successor trustee approved by an Extraordinary Resolution of the
holders of the Controlling Class is appointed.
Securities: A187,800,000 Class I Senior Floating Rate Notes due 2022
A52,300,000 Class II Senior Floating Rate Notes due 2022
A25,400,000 Class III Mezzanine Deferrable Interest Floating Rate
Notes due 2022
A8,900,000 Class IV Mezzanine Deferrable Interest Floating Rate
Notes due 2022
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