SC Germany Mobility 2019-1: 02 July 2019

The Class A Notes and the Class B Notes of SC Germany Mobility 2019-1 UG are backed by a portfolio of loan claims secured by security interests in certain passenger cars, motor cycles, utility vehicles and campers/caravans and trailers located in Germany, and certain other collateral. The Issuer will, on or before the Note Issuance Date, purchase and acquire from Santander Consumer Bank AG Receivables and Related Collateral constituting the Portfolio on the Note Issuance Date. The Issuer will, subject to certain requirements, on each Payment Date during a period of thirty-six months following the Note Issuance Date, purchase and acquire from the Seller further Receivables and Related Collateral offered by the Seller from time to time.

The provisional pool (as at 31 May 2019) consists of 275,955 loans, and the average loan balance is Eur13,770. Client type (by current balances): private – 68.42%, commercial – 31.58%. Loan type: no balloon – 50.11%, balloon – 49.89%. Borrower concentration (by current % balance): top 1 – 0.0079%, top 25 – 0.1171%. The WA seasoning is 12.46 months. Geographic distribution: North Rhine-Westphalia – 19.67%, Bavaria – 11.90%, Lower Saxony – 10.63% and Baden-Wuerttemberg – 9.91%.

EU Risk Retention: The Seller shall, whilst any of the Notes remain outstanding, retain for the life of the Transaction a material net economic interest of not less than 5% with respect to the Transaction in accordance with Article 6(3)d) of Regulation (EU) 2017/2042 of the European Parliament and of the Council of 12 December 2017, creating a specific framework for simple, transparent and standardised securitisation.

For the purposes of compliance with the requirements of Article 6(3)d) of the Securitisation Regulation, the Seller will do each of the following: first, the Seller will retain, in its capacity as originator within the meaning of the Securitisation Regulation, on an on-going basis until the earlier of (i) the redemption of the Notes in full and (ii) the Legal Maturity Date, a first loss tranche constituted by the claim for repayment of the outstanding loan advance of initially EUR 17,385,000 (as of the Note Issuance Date, as reduced from time to time) made available by the Seller in its capacity as Subordinated Loan Provider to the Issuer under the Subordinated Loan Agreement as of the Note Issuance Date. The nominal amount of such loan advance equals 0.5% of the Class A Principal Amount as of the Note Issuance Date. Subject to certain additional restrictions, the loan advance will only become repayable to the Seller on any relevant date if and to the extent its outstanding amount exceeds an amount equal to the Required Liquidity Reserve Amount as of such date. Prior to the redemption of the Class A Notes in full, the Required Liquidity Reserve Amount will be equal to at least EUR 1,000,000. Pursuant to the Pre-Enforcement Priority of Payments and the Post-Enforcement Priority of Payments (as applicable), any payments due under the Subordinated Loan Agreement are subordinated to payments due under the Notes. Second, the Seller will retain, on an on-going basis until the earlier of (i) the redemption of the Class A Notes in full and (ii) the Legal Maturity Date, the Class B Notes in an aggregate principal amount equal to at least 5% of the securitised exposures.

Compare/contrast: SC Germany Auto 2018-1, SC Germany Consumer 2018-1, Cars Alliance Auto Loans Germany (V) 2019-1