RIN II • 094 Alpha Group Capital LLC the intended Refinancing. The Co-Issuers have not issued securities prior to the date of this Memorandum and have not listed any securities on any exchange. The Issuer will not undertake any activities other than entering into the Initial Facility and the intended Refinancing, making payments or distributions on the Initial Facility and Preferred Shares, issuing any additional debt or Preferred Shares pursuant to the Transaction Agreements, performing its other obligations under the Transaction Agreements to which the Issuer is a party, executing a Refinancing and other activities incidental thereto, forming the Co-Issuer, acquiring, holding, selling, exchanging, redeeming and pledging, solely for its own account, Collateral Obligations and Eligible Investments, acquiring, holding, selling, exchanging, and entering into any agreements (including any Hedge Agreements) that it determines to be necessary or appropriate in connection with a Refinancing including entering into amendments to (or replacements of) the Transaction Agreements to which it is a party and other activities incidental thereto. The Co-Issuer shall not engage in any business 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-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 and the Collateral Quality Tests or to obtain funds for the redemption or payment of the Facilities, the Issuer will own its Assets and will receive payments of interest and principal on the Collateral Ob