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ther activities incidental thereto. Neither of the Co-Issuers will have any subsidiaries. In general, subject to the credit quality and diversity of the Collateral Obligations and general market conditions and the need (in the judgment of the Portfolio Advisor) to satisfy the Coverage Tests, the Concentration Limitations

s or activity other than executing a Refinancing and other activities incidental thereto, including entering into amendments to (or replacements of) the Initial Facility, the intended Refinancing and the other Transaction Agreements to which it is a party and other activities incidental thereto. Neither of the Co-Iss

stment in the Assets. Therefore, the Preferred Shares will be subject to greater volatility and will be significantly affected by the performance of the Collateral Obligations, including any non-payment or other defaults, recoveries and gains and losses on sales of the Issuer's Assets, as well as by prepayments and the av

rial adverse effect upon the Preferred Shares, particularly if the Collateral Obligations are subject to liquidation. In particular, with respect to the Initial Facility, (i) the Instructing Party may designate an Optional Early Maturity Date as early as [e], which would require repayment of the Initial Facility on s

therwise be made in the absence of such Incentive Advisory Fee as the payment of such fee will be dependent to a large extent on the yield earned on the Collateral Obligations. Even though the Confidential 108 February 2018 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0088785 CONFIDENTIAL SDNY_GM_00234969

RIN II • 094 Alpha Group Capital LLC additional and different investment criteria when compared to the Initial Facility, the investment experience of the Preferred Shares may change following the contemplated Refinancing. Uncertainty of Asset Accumulation The abilit

lutive effect upon the existing Preferred Shares. Uncertainties Concerning LIBOR The Interest Rate on the Facility and the interest rate on most of the Collateral Obligations will be based upon LIBOR and therefore may fluctuate from one interest accrual period to another due to changes in LIBOR. During certain periods, LI

ent of an Optional Principal Prepayment. Refinancing Risks The Issuer, acting upon the direction of the Majority Preferred Shareholders, may redeem the Initial Facility in full in connection with an Optional Principal Prepayment or a Refinancing. There can be no assurance that, upon any such redemption, the Sale Pr