Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange

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CERTAIN CHARACTERISTICS OF THE LIBRA LOAN AND PROPERTIES The following tables set out certain information with respect to the Libra Loan and Properties. The statistics in the following tables were primarily derived from information provided to the Loan Arranger by the Borrower, other than assumptions or projections used in calculating such statistics, which were determined by the Loan Arranger. Libra Loan: ................................................ Cut-Off Date Securitised Loan Principal Balance: £638,000,000 Properties of the Borrower Group: 297 Properties, of which: • 294 nursing homes (1) ; and • 3 staff accommodation properties. Tenure: - 288 Properties are held on freehold basis (2) ; - 7 Properties are held on long leasehold basis (3) ; - 2 Properties are held on part freehold and part leasehold basis. Aggregate portfolio value: £1,338,341,000 Use Type:................................................... Care home (4) : 100.0% Staff accommodation: 0.0% (5) Registered Beds:........................................ Registered Beds: 14,796 Occupancy: 90.0% (6) Geographic Distribution (7) : ........................ England: 72.1% Scotland: 17.9% Wales: 6.8% Northern Ireland: 3.2% Credit Statistics:......................................... Libra Whole Loan U/W ICR: 1.05x (8) Libra Loan U/W ICR: 1.79x (8) Cut-Off Date Securitised Loan LTV (9) : 47.7% Libra Loan Characteristics:........................ Loan Seasoning: Remaining term to Loan Maturity Date: 3 months 21 months (1) These include two nursing homes with two parcels of adjacent land. (2) The 288 freehold Properties include three staff accommodation properties. (3) With respect to five long leasehold Properties in England, one long leasehold Property in Scotland and one long leasehold Property in Northern Ireland, the reversion of the lease is not held by a Borrower Group company. (4) Includes the two parcels of adjacent land, the aggregate value of which is £250,000, as well as one Property that offers mental healthcare services. “Care Home” includes one Property that offers mental healthcare services. (5) Staff accommodation properties provide residential facilities for staff and represent aggregate Annualised Base Rent of £2,500. (6) Based on total number of rooms occupied. Based on the Occupational Leases, the occupancy is 100.0%. (7) “Geographic Distribution” based solely on the Cut-Off Date Securitised Loan Principal Balance based upon the aggregate Cut-Off Date Allocated Loan Amount. (8) With respect to the Libra Whole Loan, the U/W ICR is calculated after taking into account amounts on deposit in the Cash Reserve Account in order to comply with the minimum Interest Cover covenant of 1.05x (and resulting in a Libra Whole Loan U/W DSCR of 1.00x based on no principal repayment). Excluding the benefit of the Cash Reserve Account, the Libra Whole Loan U/W ICR is 0.89x. For the purposes of calculations in this document, LIBOR is assumed to be 4.8130%, which is equivalent to the fixed rate payable by the Borrower under the related Swap Transactions. (9) Based on the Cut-Off Date Securitised Loan Principal Balance divided by the aggregate Value of the Properties as set forth in the Valuation Report. 100
Properties by Country Country Number of Properties Value Percent of Value England 224 £964,321,000 72.1% Scotland 42 £239,441,000 17.9% Wales 22 £91,528,000 6.8% Northern Ireland 9 £43,051,000 3.2% Total 297 £1,338,341,000 100.0% Additional Information The description in this Offering Circular of the Libra Loan is based upon the Libra Loan as at the close of business on the Cut-Off Date, as adjusted for any principal repayments on the Libra Loan on or before the Cut- Off Date (if any). The information set forth herein will be representative of the characteristics of the Libra Loan as it will be constituted at the time the Notes are issued. Loan Sale Agreement Acquisition of the Libra Loan: On 3 April 2007, the Libra Whole Loan was transferred from CS Funding 1 Limited, which was the “Original Lender”, to Libra 2007 (NHP) Limited, the “Loan Seller”. On the Closing Date, the Issuer will acquire the Libra Loan from the Loan Seller pursuant to the Loan Sale Agreement. The purchase price under the Loan Sale Agreement will be paid to the Loan Seller on the Closing Date. Representations and Warranties: None of the Issuer nor the Note Trustee has made (or will make) any of the enquiries, searches or investigations which a prudent purchaser of the relevant assets would normally make in relation to the Libra Loan or any Related Security. In addition, neither the Issuer nor the Note Trustee has made or will make any enquiry, search or investigation at any time in relation to compliance by the Loan Seller, the Servicer, the Special Servicer or any other person with respect to the provisions of the Loan Sale Agreement, the Servicing Agreement, the Deed of Charge and Assignment or in relation to any applicable laws or the execution, legality, validity, perfection, adequacy or enforceability of the Libra Loan or any Related Security purchased on the Closing Date. In relation to all of the foregoing matters concerning the Libra Loan and any Related Security and the circumstances in which the advances were made to the Borrower, prior to the transfer of the Libra Loan to the Issuer, each of the Issuer and the Note Trustee will rely entirely on the representations and warranties given by each of the Loan Seller, the Original Lender and the Loan Arranger to the Issuer and the Note Trustee pursuant to the Loan Sale Agreement. The Loan Arranger will be required, if there has been a breach of any of the warranties under the Loan Sale Agreement that materially and adversely affects the value of the Libra Loan or the Notes and such breach is not capable of remedy, or, if capable of remedy, has not been remedied within 90 days of the Servicer or the Special Servicer notifying the Loan Arranger of such breach (or such longer period as the Issuer, the Servicer, the Special Servicer (in the case of the Libra Whole Loan becoming a Specially Serviced Loan) may agree, based on written confirmation from S&P and Fitch (following notification to all of the Rating Agencies) that no Adverse Rating Event will occur as a result of any such extended period or, if a Rating Agency has notified the Servicer or the Special Servicer that, as a matter of policy, it will not issue such a confirmation, the Servicer or the Special Servicer as applicable, determines that such extension would not be inconsistent with the Servicing Standard), to repurchase (or participate in) the Libra Loan from the Issuer. In the event the Loan Arranger is required to repurchase the Libra Loan, the repurchase price to be paid by the Loan Arranger will be an amount equal to 100 per cent. of the outstanding principal balance of the Libra Loan, plus accrued interest and outstanding expenses plus any amount of outstanding Servicing Advances and P&I Advances (including interest) made with respect to the Libra Loan and all accrued and unpaid Servicing Fees or Special Servicing Fees allocable to the Libra Loan. Any such repurchase (or participation) would result in a redemption of the Notes in accordance with Condition 6(b) (Mandatory Redemption from Principal Distribution Amounts, Sequential Principal Distribution Amounts and Pro Rata Principal Prepayment Amounts). The representations and warranties will be made by the Loan Arranger as of the date on which the Libra Whole Loan was transferred and assigned to the Issuer. These representations and warranties include, without limitation (but subject to disclosure in the Loan Sale Agreement and to certain jurisdiction-specific differences and as disclosed in this Offering Circular), statements to the following effect: 101
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OFFERING CIRCULAR £638,100,000 Tit
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NOTICE TO INVESTORS The Notes of ea
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TRUE, COMPLETE AND NOT MISLEADING.
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(a) to legal entities which are aut
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all materials of any kind (includin
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EXECUTIVE SUMMARY This Executive Su
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STRUCTURE CHART The diagram below i
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Special Servicer ..................
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• relate to a particular Payment
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(b) charges over accounts into whic
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Period (such amounts, collectively,
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espect of the timing or manner of e
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Principal and interest on the Class
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interest determined by reference to
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The Class V Notes will be subject t
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Prospectus to be approved. Applicat
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(b) NAI Amounts have been allocated
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(xvii) seventeenth, to pay to the A
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1984, as amended. If your investmen
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The terms of the leases might affec
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Changes in Medical Practice: The me
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law fixed charges. The security ove
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Tenant Operator Group (1) Southern
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contained in the Security Agreement
Page 49 and 50: (b) serving a notice of default (in
Page 51 and 52: • in connection with its acquisit
Page 53 and 54: Under the terms of the Credit Agree
Page 55 and 56: Properties. However, there can be n
Page 57 and 58: until the premises are again render
Page 59 and 60: Pursuant to the Guarantee and Subor
Page 61 and 62: The enforcement of security in Scot
Page 63 and 64: The Notes and interest thereon will
Page 65 and 66: however, there is a conflict betwee
Page 67 and 68: profits or losses could arise in th
Page 69 and 70: including financing relationships,
Page 71 and 72: THE PARTIES Issuer Titan Europe 200
Page 73 and 74: THE LIBRA LOAN AND PROPERTIES Gener
Page 75 and 76: which (whether alone or in combinat
Page 77 and 78: (v) projected net rental income pay
Page 79 and 80: (d) any right or remedy of a Financ
Page 81 and 82: Care Standards Act 2000 (for Proper
Page 83 and 84: Properties located in Northern Irel
Page 85 and 86: Borrower Group Structure Chart (1)
Page 87 and 88: amount of: (i) £216,000 as an upfr
Page 89 and 90: subject to matters disclosed in the
Page 91 and 92: (b) first fixed charges over its in
Page 93 and 94: Loan Name Principal Amount Libra Lo
Page 95 and 96: there will be nothing to prevent th
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Page 99: Insurance: The landlord is to insur
Page 103 and 104: (l) Subject as set out in paragraph
Page 105 and 106: forfeited or irritated on bankruptc
Page 107 and 108: (C) any payment made by the Loan Ar
Page 109 and 110: Moneyline/Telerate Page 3937 or on
Page 111 and 112: (xv) fifteenth, to pay all principa
Page 113 and 114: DESCRIPTION OF THE NOTE TRUST DEED
Page 115 and 116: Each Swap Transaction and Basis Swa
Page 117 and 118: Credit Suisse Group 100% Credit Sui
Page 119 and 120: (f) except with respect to matters
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Page 123 and 124: (h) any action to bring a Property
Page 125 and 126: “Assumed Scheduled Payment” mea
Page 127 and 128: (b) in the event the related Proper
Page 129 and 130: Rights of PIK Facility Lenders” a
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Page 135 and 136: purporting to give notice) provided
Page 137 and 138: CASH MANAGEMENT Cash Manager Pursua
Page 139 and 140: The Cash Manager will be permitted
Page 141 and 142: ESTIMATED AVERAGE LIVES OF THE NOTE
Page 143 and 144: available to an investor in such No
Page 145 and 146: Class D Payment Date Scenario 1 Sce
Page 147 and 148: Loan Capital £ Class A Commercial
Page 149 and 150: 2. Notes to the financial informati
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Rule 144A Global Note directly thro
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applicable to Book-Entry Interests
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the time being of the Note Trustee,
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a new Definitive Note in respect of
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provided that paragraphs (A) to (E)
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4. Covenants Issuer will not (or th
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5. Interest the Special Servicer, a
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and (ii) the Class X Net Weighted A
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outstanding is redeemed in full pur
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cent. of the aggregate Principal Am
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Outstanding and Note Factor), and e
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elevant authorities for the amount
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other person as it may think fit to
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(e) The enforcement of the security
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Noteholders and/or the Class D Note
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senior class of Notes then outstand
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17. Privity of Contract The Notes d
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OFFERING EXPENSES Fees and expenses
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Floating Charge. A lender will typi
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Enforcement of Security in England
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Under Section 6 of the Law of Distr
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the same priority in respect of any
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The bankrupt’s estate is comprise
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incorporated overseas. As regards s
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Right of redemption. Under Section
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Floating Charge. Under Northern Iri
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shares. The right to the former is
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The effect of a declaration of dés
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IRISH TAXATION The following is a s
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There can be no assurance that the
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individual resident in another Memb
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y the purchaser in respect of the C
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A Note will be considered issued wi
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which will not be treated as intere
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included in income. Any gain from t
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PTCE 96-23, which exempts certain t
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SUBSCRIPTION AND SALE Credit Suisse
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TRANSFER RESTRICTIONS Because of th
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GENERAL INFORMATION 1. The issue of
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APPENDIX 1 INDEX OF DEFINED TERMS
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Financial Regulator in Ireland ....
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Prospectus Directive...............
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APPENDIX 2 FORM OF STATEMENT TO NOT
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Titan Europe 2007-1 (NHP) Limited C
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APPENDIX 4 THE BORROWER A. Informat
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REGISTERED AND HEAD OFFICE OF THE I
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Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange

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