Press Release

DBRS Morningstar Assigns Provisional Rating to Silver Arrow Merfina 2021-1 S.r.l.

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November 17, 2021

DBRS Ratings GmbH (DBRS Morningstar) assigned a provisional rating of AA (sf) to the Class A Notes to be issued by Silver Arrow Merfina 2021-1 S.r.l. (the Issuer). The Issuer is a special-purpose vehicle incorporated under Italian securitisation law.

DBRS Morningstar did not assign a provisional rating to the Class B Notes expected to be issued in this transaction.

The rating on the Class A Notes addresses the timely payment of interest and the ultimate repayment of principal by the legal maturity date.

This rating is provisional and based on the information and data available to this date. This rating will be finalised upon review of the final version of the transaction documents and of the relevant opinions.

The Class A Notes and Class B Notes are backed by a pool of approximately EUR 560 million of fixed-rate receivables related to Italian auto loans granted by Mercedes-Benz Financial Services Italia S.p.A. (MBFSI or the Seller) to private and commercial borrowers in Italy. The proceeds of a subordinated loan will fund the general reserve account.

DBRS Morningstar based its rating on the following analytical considerations:
-- The transaction capital structure, including form and sufficiency of available credit enhancement.
-- Relevant credit enhancement in the form of subordination, a reserve fund, and excess spread.
-- Credit enhancement levels that are sufficient to support DBRS Morningstar’s projected cumulative net loss assumption under various stressed cash flow assumptions for the Class A Notes.
-- The ability of the transaction to withstand stressed cash flow assumptions and the ultimate repayment of principal by the legal maturity date.
-- MBFSI’s capabilities with respect to originations, underwriting, servicing, and financial strength.
-- The transaction parties’ financial strength with regard to their respective roles.
-- The credit quality of the collateral and historical and projected performance of the Seller’s portfolio.
-- The sovereign rating on the Republic of Italy, currently rated BBB (high) with a Stable trend by DBRS Morningstar.
-- The expected consistency of the transaction’s legal structure with DBRS Morningstar’s “Legal Criteria for European Structured Finance Transactions” methodology and the presence of legal opinions that are expected to address the true sale of the assets to the Issuer.

TRANSACTION STRUCTURE
The transaction is static and the Class A Notes will begin to amortise on the first interest payment date. The transaction incorporates a single waterfall and the notes will amortise sequentially, subject to principal redemption amounts.

The transaction benefits from liquidity support provided by a non-amortising general reserve fund, funded to an amount equal to EUR 2,800,000, equivalent to 0.5% of the Class A Notes and Class B Notes. The reserve is available to cover the payment of senior expenses, swap payments, and interest on the Class A Notes prior to being restored to its target amount. Ultimately, the reserve fund provides credit enhancement to the notes, as on the payment date when the outstanding loan balance is reduced to zero, the cash reserve will be available to repay principal on the notes.

DBRS Morningstar analysed the transaction structure in Intex DealMaker.

COUNTERPARTIES
Elavon Financial Services DAC is the account bank for the transaction. DBRS Morningstar has a private rating on Elavon Financial Services DAC, which meets DBRS Morningstar’s criteria to act in such capacity. The transaction documents are expected to contain downgrade provisions consistent with DBRS Morningstar’s criteria with respect to Elavon Financial Services DAC’s role as account bank.

The transaction is exposed to interest rate risk due to the mismatch between the fixed-rate assets and the floating-rate liabilities, and the risk is mitigated by an interest rate swap agreement provided by ING Bank N.V., DBRS Morningstar has a Long-Term Senior Debt rating of AA (low) and a Long Term Critical Obligations Rating of AA (high) on ING Bank N.V. The hedging documents are expected to include downgrade provisions consistent with DBRS Morningstar's criteria.

CORONAVIRUS DISEASE (COVID-19) CONSIDERATIONS
The Coronavirus Disease (COVID-19) and the resulting isolation measures have caused an immediate economic contraction, leading in some cases to increases in unemployment rates and income reductions for many borrowers. DBRS Morningstar anticipates that delinquencies may continue to increase in the coming months for many asset-backed securities (ABS) transactions. The ratings are based on additional analysis to expected performance as a result of the global efforts to contain the spread of the coronavirus.

The DBRS Morningstar Sovereign group releases baseline macroeconomic scenarios for rated sovereigns. These scenarios were last updated on 8 September 2021. DBRS Morningstar analysis considered impacts consistent with the baseline scenario in the below referenced report. For details, see the following commentaries:
https://www.dbrsmorningstar.com/research/384150/baseline-macroeconomic-scenarios-for-rated-sovereigns and https://www.dbrsmorningstar.com/research/384482/baseline-macroeconomic-scenarios-application-to-credit-ratings.

On 2 November 2021, DBRS Morningstar updated its 8 May 2020 commentary outlining the impact of the coronavirus crisis on performance of DBRS Morningstar-rated auto ABS transactions in Europe. For more details, please see:
https://www.dbrsmorningstar.com/research/387320/european-auto-abs-recovery-performance-update.

ESG CONSIDERATIONS
A description of how DBRS Morningstar considers ESG factors within the DBRS Morningstar analytical framework can be found in the DBRS Morningstar Criteria: Approach to Environmental, Social, and Governance Risk Factors in Credit Ratings at https://www.dbrsmorningstar.com/research/373262.

Notes:
All figures are in euros unless otherwise noted.

The principal methodology applicable to the rating is “Rating European Consumer and Commercial Asset-Backed Securitisations” (29 October 2021).

Other methodologies referenced in this transaction are listed at the end of this press release. These may be found at: https://www.dbrsmorningstar.com/about/methodologies.

DBRS Morningstar has applied the principal methodology consistently and conducted a review of the transaction in accordance with the principal methodology.

An asset and a cash flow analysis were both conducted.

For a more detailed discussion of the sovereign risk impact on Structured Finance ratings, please refer to “Appendix C: The Impact of Sovereign Ratings on Other DBRS Morningstar Credit Ratings” of the “Global Methodology for Rating Sovereign Governments” at: https://www.dbrsmorningstar.com/research/381451/global-methodology-for-rating-sovereign-governments.

The DBRS Morningstar Sovereign group releases baseline macroeconomic scenarios for rated sovereigns. DBRS Morningstar analysis considered impacts consistent with the baseline scenarios as set forth in the following report: https://www.dbrsmorningstar.com/research/384482/baseline-macroeconomic-scenarios-application-to-credit-ratings.

The sources of data and information used for the rating include MBFSI, provided through the transaction arranger, UniCredit Bank AG.

DBRS Morningstar received the following data and information:
-- Static gross loss and recovery vintage from Q3 2016 to Q2 2021,
-- Dynamic delinquencies and originations from Q3 2016 to Q2 2021, and
-- Dynamic prepayments from Q3 2016 to Q2 2021.

DBRS Morningstar was also provided with detailed stratification tables and a loan-by-loan file as of 30 September 2021.

DBRS Morningstar did not rely upon third-party due diligence in order to conduct its analysis.

DBRS Morningstar was supplied with third-party assessments. However, this did not impact the rating analysis.

DBRS Morningstar considers the data and information available to it for the purposes of providing this rating to be of satisfactory quality.

DBRS Morningstar does not audit or independently verify the data or information it receives in connection with the rating process.

This rating concerns an expected-to-be-issued new financial instrument. This is the first DBRS Morningstar rating on this financial instrument.

Information regarding DBRS Morningstar ratings, including definitions, policies, and methodologies, is available on www.dbrsmorningstar.com.

To assess the impact of changing the transaction parameters on the rating, DBRS Morningstar considered the following stress scenarios, as compared to the parameters used to determine the rating (the base case):
-- Expected Default Rate (PD): 2.5% (excluding sovereign stress), a 25% and 50% increase on the applicable PD.
-- Recovery Rate: 10.0%.
-- Loss Given Default (LGD): 90.0%, a 25% and 50% increase in the applicable LGD.

Scenario 1: A 25% increase in the expected PD.
Scenario 2: A 50% increase in the expected PD.
Scenario 3: A 25% increase in the expected LGD.
Scenario 4: A 25% increase in the expected PD and 25% increase in the expected LGD.
Scenario 5: A 50% increase in the expected PD and 25% increase in the expected LGD.
Scenario 6: A 50% increase in the expected LGD.
Scenario 7: A 25% increase in the expected PD and 50% increase in the expected LGD.
Scenario 8: A 50% increase in the expected PD and 50% increase in the expected LGD.

DBRS Morningstar concludes that the expected ratings under the eight stress scenarios are:
-- Class A Notes: A (high) (sf), A (low) (sf), AA (low) (sf), A (sf), A (low) (sf), AA (low) (sf), A (sf), A (low) (sf)

For further information on DBRS Morningstar historical default rates published by the European Securities and Markets Authority (ESMA) in a central repository, see: https://cerep.esma.europa.eu/cerep-web/statistics/defaults.xhtml. DBRS Morningstar understands further information on DBRS Morningstar historical default rates may be published by the Financial Conduct Authority (FCA) on its webpage: https://www.fca.org.uk/firms/credit-rating-agencies.

This rating is endorsed by DBRS Ratings Limited for use in the United Kingdom.

Lead Analyst: Sofia Borysko, Senior Analyst
Rating Committee Chair: Christian Aufsatz, Managing Director
Initial Rating Date: 17 November 2021

DBRS Ratings GmbH
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Tel. +49 (69) 8088 3500

Geschäftsführer: Detlef Scholz
Amtsgericht Frankfurt am Main, HRB 110259

The rating methodologies used in the analysis of this transaction can be found at: https://www.dbrsmorningstar.com/about/methodologies.

A description of how DBRS Morningstar analyses structured finance transactions and how the methodologies are collectively applied can be found at: https://www.dbrsmorningstar.com/research/278375.

For more information on this credit or on this industry, visit www.dbrsmorningstar.com or contact us at [email protected].

ALL MORNINGSTAR DBRS RATINGS ARE SUBJECT TO DISCLAIMERS AND CERTAIN LIMITATIONS. PLEASE READ THESE DISCLAIMERS AND LIMITATIONS AND ADDITIONAL INFORMATION REGARDING MORNINGSTAR DBRS RATINGS, INCLUDING DEFINITIONS, POLICIES, RATING SCALES AND METHODOLOGIES.

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