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Rating Action:

Moody's places subordinated CMBS Notes issued by Broadgate Financing Plc on review for possible downgrade

06 May 2010

GBP 965 million of Notes affected

London, 06 May 2010 -- Moody's Investors Service has placed on review for possible downgrade the below referenced Notes issued by Broadgate Financing Plc (amounts reflect initial outstandings):

GBP 365M Class B 4.999 per cent Bonds due 2033, Aa2 placed under review for possible downgrade; previously on 4 Mar 2005 assigned definitive rating of Aa2

GBP 235M Class C1 Floating Rate Bonds due 2022, A2 placed under review for possible downgrade; previously on 4 Mar 2005 assigned definitive rating of A2

GBP 215M Class C2 5.098 per cent Bonds due 2035, A2 placed under review for possible downgrade; previously on 4 Mar 2005 assigned definitive rating of A2

GBP 150M Class D Floating Rate Bonds due 2025, Baa2 placed under review for possible downgrade; previously on 4 Mar 2005 assigned definitive rating of Baa2

The ratings of the Class A1, Class A2, Class A3 and Class A4 Notes are not affected by today's rating review action.

1) Transaction Overview

Broadgate Financing PLC is a securitisation of a single loan secured by fixed and floating charges over a property portfolio currently comprising 15 prime buildings within the Broadgate Estate in the City of London. The Issuer is a public company incorporated in England and Wales, with limited liability. It is held in a 50:50 joint venture between The British Land Company PLC ("British Land") and BRE/Brick Limited, which is owned by Blackstone Real Estate Partners Europe III and Blackstone Real Estate Partners VI. Its sole purpose is to enter into agreements relating solely to this financing. The borrower is also a subsidiary of the joint venture. The loan backing the Notes currently performs as expected. The property portfolio generally benefits from a diverse tenant mix and limited vacancy. UBS (Aa3, P-1, negative outlook) is the largest tenant with aproximately 30% of the total passing rent. It currently occupies approximately 1.004 million square feet in 6 buildings, 2 Finsbury Avenue (100% of total lettable space), 3 Finsbury Avenue (94.6%), 100 Liverpool Street (98.5%), 1-2 Broadgate (29.2%), 1 Finsbury Avenue (51.4%) and 6 Broadgate (25%). Herbert Smith LLP and RBS are the second and third largest tenants with 11% and 9.2%.The current vacancy of the portfolio stands at 6%. The weighted average time to the earliest of first break or expiry is rather long at 6.9 years. The main tenant, UBS, has lease breaks in 2013 and 2014.

2) Rating Rationale

Today's rating review action for the Class B, Class C and Class D Notes is the result of Moody's ongoing surveillance of the transaction. On 4 May 2010, British Land announced that non-binding heads of terms have been agreed between Bluebutton properties (the JV between Blackstone Funds and British Land owning the Broadgate Estate) and UBS to construct a new building for UBS on the site of 4 and 6 Broadgate. Those two properties currently represent nearly 10% of the total lettable space of the securitised property portfolio. In Moody's view, if binding terms are eventually agreed, this would impact the securitisation, both in terms of collateral value and rental cash flows. In particular, the probability that UBS exercices its break options on its existing leases is higher than Moody's initially expected, thereby impacting anticipated future rental cash flows.

Moody's will conclude the transaction review after it has finalised its assessment of (i) the value of the property portfolio, (ii) the projected future rent roll profile for the remaining years of the transaction and (iii) the default risk of the loan going forward.

3) Rating Methodology

The principal methodologies used in rating and monitoring the transaction were "Update on Moody's Real Estate Analysis for CMBS Transaction in EMEA" June 2005 and "Moody's Updates on its Surveillance Approach for EMEA CMBS" March 2009, which can be found at www.moodys.com in the Rating Methodologies sub-directory under the Research & Ratings tab. Other methodologies and factors that may have been considered in the process of rating this issuer can also be found in the Rating Methodologies sub-directory on Moody's website. The last Performance Overview for this transaction was published on 31 March 2010.

Further information on Moody's analysis of this transaction is available on www.moodys.com. In addition, Moody's publishes a weekly summary of structured finance credit, ratings and methodologies, available to all registered users of our website, at www.moodys.com/SFQuickCheck.

For updated monitoring information, please contact monitor.cmbs@moodys.com. To obtain a copy of Moody's Pre-Sale Report on this transaction, please visit Moody's website at www.moodys.com or contact our Client Service Desk in London (+44-20-7772 5454).

London
Lisa Macedo
Vice President - Senior Analyst
Structured Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

London
Christian Aufsatz
Senior Vice President
Structured Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's places subordinated CMBS Notes issued by Broadgate Financing Plc on review for possible downgrade
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