UK Logistics 2025-2: 31 October 2025
The Issuer will make payments on the Notes and the Issuer Loan from payments of principal and interest received by the Issuer under a loan advanced by, among others, the Loan Sellers and Morgan Stanley Bank NA to the Borrowers pursuant to the Facility Agreement.
On the Closing Date, the Issuer will acquire from the Loan Sellers an interest of £510mln of the outstanding principal amount of the Loan (representing 67.1% in the aggregate Loan as of the Closing Date). Further to such acquisition, the Loan Sellers and Natixis (Germany) will retain, on the Closing Date, an interest of £150.3mln of the outstanding principal amount of the Loan (representing 19.8% in the aggregate Loan as of the Closing Date). Morgan Stanley Bank NA, as an Original Lender, will retain on the Closing Date an interest of £100mln of the outstanding principal amount of the Loan (representing 13.2% in the aggregate Loan as of the Closing Date).
The Loans will each be secured by, among other things, a portfolio of 114 logistics and industrial properties located throughout England and Scotland. The Property Portfolio offers 9,233,404 sq. ft. of total lettable floor area which is let to 1,370 tenants at an occupancy level of 87.5% by GLA.
The Property Portfolio is geographically diversified across the United Kingdom, with properties located in the North (43.8% of GLA and 41.6% of total Property Market Value), the Midlands (22.5% of GLA and 20.6% of total Property MV), London and South East (17.6% of GLA and 24.1% of total Property MV), the South West and Wales (8.3% of GLA and 5.9% of total Property MV) and Scotland (7.9% of GLA and 7.7% of total Property MV).
UK & EU Risk Retention: Natixis London Branch and Société Générale London Branch, as originators, 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. Société Générale London Branch will act as the "retaining sponsor".
Compare/contrast: UK Logistics 2025-1