PROSPECTUS ARLO II Limited - Irish Stock Exchange

All payments of anticipated costs and expenses of the Issuer in connection with the issue of
Notes have been, or will be, met by the Arranger pursuant to the Programme Expenses Letter
and the Series Expenses Letter (each as defined below). To the extent that any unanticipated or
extraordinary costs and expenses of the Issuer which are payable by the Issuer arise in
connection with the Notes or otherwise and such costs and expenses are not paid by the
Arranger (or are not otherwise payable by the Arranger pursuant to the Programme Expenses
Letter and the Series Expenses Letter), the Issuer may have no available funds to pay such costs
and expenses and there is a risk that it might become insolvent as a result thereof.
Credit Ratings
Credit ratings of debt securities represent a rating agency’s opinion regarding their credit quality
and are not a guarantee of quality. Rating agencies attempt to evaluate the probability of
payment of interest and repayment of principal from the sources of collateral securing the Notes
but do not evaluate the risks of fluctuations in market value. Nor are all risks in respect of the
Notes susceptible of analysis under rating methodologies. Accordingly, credit ratings are not a
recommendation to purchase, hold or sell the Notes, do not provide assurance as to market price
or suitability for a particular investor and may not fully reflect the true risks of an investment.
Model Risk
The models, assumptions, criteria and methodology used by a rating agency to rate the Notes
may change from time to time and any such changes may also result in the revision, suspension
or withdrawal of any rating of the Notes. None of the Issuer and the Programme Parties makes
any representation or gives any warranty in respect of such models, assumptions, criteria or
methodology. Accordingly, investors will not have any recourse against the Issuer or any of the
Programme Parties for any adverse ratings actions and no such person is obliged to provide any
additional support or credit enhancement in respect of the Notes as a result thereof.
Migration
There is no assurance that any rating in respect of the Notes will remain for any given period of
time or that any rating will not be revised, suspended or withdrawn entirely by a rating agency if in
such rating agency’s judgment circumstances so warrant. Also, in respect of any rating assigned
to a Reference Entity or Reference Obligation (each as defined in the Charged Agreement),
rating agencies may fail to make timely changes in credit ratings in response to subsequent
events, so that the financial condition of any Reference Entity or other obligor in respect of a
Reference Obligation may be better or worse than its rating indicates.
Exposure to Barclays
Upon the occurrence of a Downgrade Event (as defined in the Charged Agreement), Barclays
Bank PLC as Swap Counterparty is required to post (and thereafter maintain for so long as such
Downgrade Event is continuing) with the Issuer eligible credit support under the Charged
Agreement in order to de-link its rating from the anticipated rating of the Notes. If the Swap
Counterparty is a defaulting party under the Charged Agreement, however, and has not posted
additional eligible credit support or the posted credit support has diminished in value due to
market volatility, the proceeds thereof may be insufficient to repay the outstanding principal
amount of the Notes.
Secondary Market Trading
Under normal market conditions, Barclays Bank PLC or its affiliates may purchase the Notes in
the secondary market and, upon request by a Noteholder, may, within a reasonable time, provide
secondary market prices during the term of the Notes. Such prices may be subject to change by
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