Bavarian Sky UK 3 plc: 20 April 2020

This will be the third public securitisation by BMW Financial Services (GB) Limited of UK-originated assets. The transaction is backed by a portfolio of hire purchase receivables originated pursuant to PCP Agreements in relation to certain passenger cars, light commercial vehicles or motorcycles and certain other collateral more specifically described in the prospectus.

Eligibility criteria (includes): the receivable is denominated and payable in Sterling; in respect of a Purchased Receivable, the Related Underlying Agreement has a fixed interest rate and is fully amortising through payments of constant monthly instalments; the relevant Receivable is existing and assignable and can be transferred by way of assignment (or in the case of the Scottish Receivables, under the Scottish Declaration of Trust) without the consent of the related Customer; the Underlying Agreement under which the relevant Receivable arises has a maximum remaining term of sixty months; at least one due Instalment has been fully paid under the relevant Underlying Agreement in respect of the relevant Receivable; the relevant Underlying Agreement is subject to, and governed by, the laws of England and Wales or Scotland.

At the cut-off date (31 March 2020) the provisional portfolio consisted of 18,627 PCP contracts, where the average current discounted balance is £21,104 and the largest is £99,967. Car type (by discounted balance): New – 70.0%, Used – 30.0%. Customer type: Individual – 100.0%. The WA seasoning is 11.20 months. Regional distribution (by discounted balance): South East England – 17.23%, Scotland – 12.55%, North West – 12.30% and East of England – 10.72%.

Significant Investor: On the Issue Date, BMW Financial Services (GB) Limited will hold all of the Class B Notes and the Class C Notes.

CRR 405: BMW Financial Services (GB) Limited, in its capacity as Seller and as Subordinated Lender, will retain on an ongoing basis and for the life of the transaction a material net economic interest of not less than 5% in the transaction in accordance with Article 6(1) of Regulation (EU) 2017/2402. The Seller will retain, on an ongoing basis, until the earlier of the redemption of the Class A Notes and the Class B Notes in full and the Legal Final Maturity Date, the Class C Notes in an amount the sum of which (when aggregated with the principal amount of the Subordinated Loan) is equal to not less than 5% of the nominal value of the securitised exposures.

U.S. Risk Retention Rules: The Seller, as the sponsor under the U.S. Risk Retention Rules, does not intend to retain at least 5% of the credit risk of the Notes for purposes of the U.S. Risk Retention Rules, but rather intends to rely on an exemption provided for in Section 20 of the U.S. Risk Retention Rules regarding non-U.S. transactions.

STS: The Seller confirms that it will make an STS notification to ESMA that the Notes are an STS-compliant securitisation pursuant to Article 18 of the Securitisation Regulation.


Compare/contrast: Bavarian Sky UK 2 plc, Cardiff Auto Receivables Securitisation 2019-1, Silver Arrow S.A. Compartment UK 2020-1