Morningstar DBRS Assigns Provisional Credit Ratings to Bayview Opportunity Master Fund VII 2024-EDU1, LLC

DBRS, Inc. (Morningstar DBRS) assigned provisional credit ratings to the following notes (the Notes) to be issued by Bayview Opportunity Master Fund VII 2024-EDU1, LLC

-- $127,985,000 Variable Rate Class A Notes rated AAA (sf)
-- $14,221,000 Variable Rate Class B Notes rated AA (sf)
-- $35,551,000 Variable Rate Class C Notes rated A (sf)
-- $30,811,000 Variable Rate Class D Notes rated BBB (sf)
-- $30,812,000 Variable Rate Class E Notes privately rated
-- $11,850,000 Variable Rate Class F Notes privately rated
-- $4,740,000 Variable Rate Class G Notes privately rated

CREDIT RATING RATIONALE/DESCRIPTION
The Morningstar DBRS provisional credit ratings on the Notes are based upon a review by Morningstar DBRS of the following considerations:

--The transaction's capital structure and the form and sufficiency of available credit enhancement and liquidity.
--Note subordination and excess spread create credit enhancement levels that are commensurate with the proposed credit ratings on the Notes.
--The letters of credit provide adequate liquidity support for the Notes in the event that the transaction unwinds.
--Transaction cash flows are sufficient to repay investors under all rating stress scenarios in accordance with the terms of the Bayview 2024-EDU1 transaction documents.
--Minimum counterparty rating and counterparty replacement requirements, in addition to the collateral accounts that significantly mitigate counterparty risk.
--Fully funded collateral accounts that initially will represent the initial aggregate Note balance and that will secure payments to the Notes.
--Structural features of the transaction that will require the Notes to enter into full turbo principal amortization upon the occurrence of significant student loan performance deterioration.
--The quality and credit characteristics of the student loan borrowers.
--The experience, origination, and underwriting capabilities of SoFi.
--Morningstar DBRS has performed a satisfactory operational assessment of SoFi.
--The ability of the Servicer to perform collections on the collateral pool and other required activities.
--Morningstar DBRS has performed a satisfactory operational assessment of The Higher Education Loan Authority of the State of Missouri (MOHELA).
--The legal structure and expected legal opinions that are consistent with the Morningstar DBRS Legal Criteria for U.S. Structured Finance.
--The transaction assumptions consider Morningstar DBRS's baseline macroeconomic scenarios for rated sovereign economies, available in its commentary Baseline Macroeconomic Scenarios for Rated Sovereigns: March 2024 Update, published on March 27, 2024. These baseline macroeconomic scenarios replace Morningstar DBRS's moderate and adverse Coronavirus Disease (COVID-19) pandemic scenarios, which were first published in April 2020.

Morningstar DBRS' credit rating on the Class A Notes, Class B Notes, Class C Notes, and Class D Notes addresses the credit risk associated with the identified financial obligations in accordance with the relevant transaction documents. The associated financial obligations for each of the rated notes are the Current Interest Amount and Class Principal Amount.

Morningstar DBRS' credit rating does not address nonpayment risk associated with contractual payment obligations contemplated in the applicable transaction document(s) that are not financial obligations. For example, the associated contractual payment obligation that is not a financial obligation for each of the rated notes are the related interest on any Interest Carryforward Amount

Morningstar DBRS' long-term credit ratings provide opinions on risk of default. Morningstar DBRS considers risk of default to be the risk that an issuer will fail to satisfy the financial obligations in accordance with the terms under which a long-term obligation has been issued. The Morningstar DBRS short-term debt rating scale provides an opinion on the risk that an issuer will not meet its short-term financial obligations in a timely manner.

ENVIRONMENTAL, SOCIAL, AND GOVERNANCE CONSIDERATIONS
There were no Environmental/Social/Governance factor(s) that had a significant or relevant effect on the credit analysis.

A description of how Morningstar DBRS considers ESG factors within the Morningstar DBRS analytical framework can be found in the Morningstar DBRS Criteria: Approach to Environmental, Social, and Governance Risk Factors in Credit Ratings (January 23, 2024) at https://dbrs.morningstar.com/research/427030.

Notes:
All figures are in U.S. dollars unless otherwise noted.

The principal methodology applicable to the credit ratings is Rating U.S. Private Student Loan Securitizations (October 25, 2023), https://dbrs.morningstar.com/research/422385.

Other methodologies referenced in this transaction are listed at the end of this press release.

The credit rating was initiated at the request of the rated entity.

The rated entity or its related entities did participate in the credit rating process for this credit rating action.

Morningstar DBRS had access to the accounts, management, and other relevant internal documents of the rated entity or its related entities in connection with this credit rating action.

This is a solicited credit rating.

A provisional credit rating is not a final credit rating with respect to the above-mentioned securities and may change or be different than the final credit rating assigned or may be discontinued. The assignment of final credit ratings on the above-mentioned securities is subject to receipt by Morningstar DBRS of all data and/or information and final documentation that Morningstar DBRS deems necessary to finalize the credit ratings.

Please see the related appendix for additional information regarding the sensitivity of assumptions used in the credit rating process.

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

-- Rating U.S. Structured Finance Transactions (April 15, 2024), https://dbrs.morningstar.com/research/431204

-- Operational Risk Assessment for U.S. ABS Servicers (March 21, 2024), https://dbrs.morningstar.com/research/430003

-- Operational Risk Assessment for U.S. ABS Originators (March 21, 2024), https://dbrs.morningstar.com/research/430004

-- Legal Criteria for U.S. Structured Finance (April 15, 2024), https://dbrs.morningstar.com/research/431205

-- Interest Rate Stresses for U.S. Structured Finance Transactions (February 26, 2024), https://dbrs.morningstar.com/research/428623

For more information on this credit or on this industry, visit dbrs.morningstar.com or contact us at info-DBRS@morningstar.com.