UK Logistics 2025-1: 17 April 2025

The Issuer will make payments on the Notes and the Issuer Loan from payments of principal and interest received by the Issuer under loans advanced by the Loan Seller to the Borrowers pursuant to the Nevis Facility Agreement, the Pike Facility Agreement and the Fawr Facility Agreement. On the Closing Date, the Issuer will acquire a 100% interest in the Nevis Loan, a 100% interest in the Pike Loan and a 100% interest in the Fawr Loan, in each case pursuant to the Loan Sale Documents. For the avoidance of doubt, the Loan Seller will retain no interest in the Loans as from the Closing Date.

The Loans will each be secured by, among other things, a portfolio of logistics and industrial properties located throughout England & Scotland.

The Nevis Property Portfolio is comprised of 59 urban logistics properties situated throughout the United Kingdom. The Nevis Property Portfolio offers approximately 4.0 million sq. ft. of total Gross Lettable Area which is let to approximately 320 tenants at an occupancy level of 88.4% by GLA. The top 10 tenants account for approximately 22.4% of GRI and approximately 22.1% of GLA.

The Pike Property Portfolio is comprised of 23 urban logistics properties situated throughout the United Kingdom. The Pike Property Portfolio offers approximately 2.4 million sq. ft. of total GLA which is let to approximately 224 tenants at an occupancy level of 88.5% by GLA. The top 10 tenants account for approximately 21.4% of GRI and approximately 19.5% of GLA.

The Fawr Property Portfolio is comprised of 20 urban logistics properties and 6 industrial outdoor storage properties situated throughout the United Kingdom. The Fawr Property Portfolio offers approximately 3.7 million sq. ft. of total GLA which is let to approximately 129 tenants at an occupancy level of 82.5% by GLA. The top 10 tenants account for approximately 32.3% of GRI and approximately 31.3% of GLA. The overall vacancy rate of the Fawr Property Portfolio is approximately 17.5% by GLA.

UK & EU Risk Retention: Citibank NA London Branch, as originator, will retain a material net economic interest of not less than 5% in the securitisation in accordance with the text of (i) Article 6(1) of Regulation (EU) 2017/2402 of the European Parliament and (ii) SECN 5 (the "FCA Retention Rules") and Article 6 of Chapter 2 together with Chapter 4 of the PRA Securitisation Rules. As at the Closing Date, such retained material net economic interest will comprise not less than 5% of the nominal value of each of the tranches sold or transferred to investors.

US Risk Retention: This securitisation transaction will be subject to the credit risk retention requirements of Section 15G of the Securities Exchange Act of 1934. Citibank NA London Branch will act as the "retaining sponsor".

Compare/contrast: UK Logistics 2024-2, Last Mile Logistics CMBS 2023-1 UK DAC