FWP 1 n5034_x2-premktts.htm FWP

    FREE WRITING PROSPECTUS
    FILED PURSUANT TO RULE 433
    REGISTRATION FILE NO.: 333-282099-04
     

 

 

 

Free Writing Prospectus

Structural and Collateral Term Sheet

$581,567,144

(Approximate Initial Pool Balance)

Wells Fargo Commercial Mortgage Trust 2025-5C4

as Issuing Entity

 

Wells Fargo Commercial Mortgage Securities, Inc.

as Depositor

 

Wells Fargo Bank, National Association

Citi Real Estate Funding Inc.

LMF Commercial, LLC

Argentic Real Estate Finance 2 LLC

JPMorgan Chase Bank, National Association

 

as Sponsors and Mortgage Loan Sellers

Commercial Mortgage Pass-Through Certificates
Series 2025-5C4

 

May 8, 2025

WELLS FARGO
SECURITIES
CITIGROUP J.P. MORGAN

Co-Lead Manager and

Joint Bookrunner

Co-Lead Manager and

Joint Bookrunner

Co-Lead Manager and

Joint Bookrunner

Academy Securities, Inc.

Co-Manager

Drexel Hamilton

Co-Manager

Siebert Williams Shank

Co-Manager

 

 

 

 

  

 

STATEMENT REGARDING THIS FREE WRITING PROSPECTUS

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (“SEC”) (SEC File No. 333-282099) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the depositor, any underwriter, or any dealer participating in the offering will arrange to send you the prospectus after filing if you request it by calling toll free 1-800-745-2063 (8 a.m. – 5 p.m. EST) or by emailing wfs.cmbs@wellsfargo.com.

Nothing in this document constitutes an offer of securities for sale in any jurisdiction where the offer or sale is not permitted. The information contained herein is preliminary as of the date hereof, supersedes any such information previously delivered to you and will be superseded by any such information subsequently delivered and ultimately by the final prospectus relating to the securities. These materials are subject to change, completion, supplement or amendment from time to time.

This free writing prospectus has been prepared by the underwriters for information purposes only and does not constitute, in whole or in part, a prospectus for the purposes of (i) Regulation (EU) 2017/1129 (as amended), (ii) such Regulation as it forms part of UK domestic law, or (iii) Part VI of the UK Financial Services and Markets Act 2000, as amended; and does not constitute an offering document for any other purpose.

STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES AND OTHER INFORMATION

The attached information contains certain tables and other statistical analyses (the “Computational Materials”) which have been prepared in reliance upon information furnished by the Mortgage Loan Sellers. Numerous assumptions were used in preparing the Computational Materials, which may or may not be reflected herein. As such, no assurance can be given as to the Computational Materials’ accuracy, appropriateness or completeness in any particular context; or as to whether the Computational Materials and/or the assumptions upon which they are based reflect present market conditions or future market performance. The Computational Materials should not be construed as either projections or predictions or as legal, tax, financial or accounting advice. You should consult your own counsel, accountant and other advisors as to the legal, tax, business, financial and related aspects of a purchase of these securities. Any weighted average lives, yields and principal payment periods shown in the Computational Materials are based on prepayment and/or loss assumptions, and changes in such prepayment and/or loss assumptions may dramatically affect such weighted average lives, yields and principal payment periods. In addition, it is possible that prepayments or losses on the underlying assets will occur at rates higher or lower than the rates shown in the attached Computational Materials. The specific characteristics of the securities may differ from those shown in the Computational Materials due to differences between the final underlying assets and the preliminary underlying assets used in preparing the Computational Materials. The principal amount and designation of any security described in the Computational Materials are subject to change prior to issuance. None of Wells Fargo Securities, LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Academy Securities, Inc., Drexel Hamilton, LLC, Siebert Williams Shank & Co., LLC or any of their respective affiliates, make any representation or warranty as to the actual rate or timing of payments or losses on any of the underlying assets or the payments or yield on the securities. The information in this presentation is based upon management forecasts and reflects prevailing conditions and management’s views as of this date, all of which are subject to change. In preparing this presentation, we have relied upon and assumed, without independent verification, the accuracy and completeness of all information available from public sources or which was provided to us by or on behalf of the Mortgage Loan Sellers or which was otherwise reviewed by us.

This free writing prospectus contains certain forward-looking statements. If and when included in this free writing prospectus, the words “expects”, “intends”, “anticipates”, “estimates” and analogous expressions and all statements that are not historical facts, including statements about our beliefs or expectations, are intended to identify forward-looking statements. Any forward-looking statements are made subject to risks and uncertainties which could cause actual results to differ materially from those stated. Those risks and uncertainties include, among other things, declines in general economic and business conditions, increased competition, changes in demographics, changes in political and social conditions, regulatory initiatives and changes in customer preferences, many of which are beyond our control and the control of any other person or entity related to this offering. The forward-looking statements made in this free writing prospectus are made as of the date stated on the cover. We have no obligation to update or revise any forward-looking statement.

Wells Fargo Securities is the trade name for the capital markets and investment banking services of Wells Fargo & Company and its subsidiaries, including but not limited to Wells Fargo Securities, LLC, a member of NYSE, FINRA, NFA and SIPC, Wells Fargo Prime Services, LLC, a member of FINRA, NFA and SIPC, and Wells Fargo Bank, N.A. Wells Fargo Securities, LLC and Wells Fargo Prime Services, LLC are distinct entities from affiliated banks and thrifts.

J.P. Morgan is the marketing name for the investment banking businesses of JPMorgan Chase & Co. and its subsidiaries worldwide. Securities, syndicated loan arranging, financial advisory and other investment banking activities are performed by JPMS and its securities affiliates, and lending, derivatives and other commercial banking activities are performed by JPMorgan Chase Bank, National Association and its banking affiliates. JPMS is a member of SIPC and the NYSE.

IMPORTANT NOTICE REGARDING THE OFFERED CERTIFICATES

The information herein is preliminary and may be supplemented or amended prior to the time of sale. In addition, the Offered Certificates referred to in these materials and the asset pool backing them are subject to modification or revision (including the possibility that one or more classes of certificates may be split, combined or eliminated at any time prior to issuance or availability of a final prospectus) and are offered on a “when, as and if issued” basis.

The underwriters described in these materials may from time to time perform investment banking services for, or solicit investment banking business from, any company named in these materials. The underwriters and/or their affiliates or respective employees may from time to time have a long or short position in any security or contract discussed in these materials.

The information contained herein supersedes any previous such information delivered to any prospective investor and will be superseded by information delivered to such prospective investor prior to the time of sale.

IMPORTANT NOTICE RELATING TO AUTOMATICALLY-GENERATED EMAIL DISCLAIMERS

Any legends, disclaimers or other notices that may appear at the bottom of any email communication to which this free writing prospectus is attached relating to (1) these materials not constituting an offer (or a solicitation of an offer), (2) any representation that these materials are accurate or complete and may not be updated or (3) these materials possibly being confidential, are not applicable to these materials and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of these materials having been sent via Bloomberg or another system.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 2 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Transaction Highlights

I.       Transaction Highlights

Mortgage Loan Sellers:

Mortgage Loan Seller

Number of
Mortgage Loans

Number of
Mortgaged
Properties

Aggregate Cut-off Date Balance

Approx. % of Initial Pool
Balance

 Wells Fargo Bank, National Association   9 52 $177,213,856 30.5 %
 Citi Real Estate Funding Inc.   6   6   181,850,000 31.3  
 LMF Commercial, LLC 12 17   135,978,289 23.4  
 Argentic Real Estate Finance 2 LLC   3   5     53,175,000 9.1  
 JPMorgan Chase Bank, National Association   2   2     33,350,000 5.7  

     Total

32

82

$581,567,144

100.0

%

Loan Pool:

Initial Pool Balance: $581,567,144
Number of Mortgage Loans: 32
Average Cut-off Date Balance per Mortgage Loan: $18,173,973
Number of Mortgaged Properties: 82
Average Cut-off Date Balance per Mortgaged Property(1): $7,092,282
Weighted Average Interest Rate: 6.7516%
Ten Largest Mortgage Loans as % of Initial Pool Balance:  59.0%
Weighted Average Original Term to Maturity (months): 60
Weighted Average Remaining Term to Maturity (months): 59
Weighted Average Original Amortization Term (months)(2): 360
Weighted Average Remaining Amortization Term (months)(2): 358
Weighted Average Seasoning (months): 1

(1) Information regarding mortgage loans secured by multiple properties is based on an allocation according to relative appraised values or the allocated loan amounts or property-specific release prices set forth in the related loan documents or such other allocation as the related mortgage loan seller deemed appropriate.
(2) Excludes any mortgage loan that does not amortize.

 

 

Credit Statistics:

Weighted Average U/W Net Cash Flow DSCR(1): 1.63x
Weighted Average U/W Net Operating Income Debt Yield(1): 11.9%
Weighted Average Cut-off Date Loan-to-Value Ratio(1):  61.3%
Weighted Average Balloon Loan-to-Value Ratio(1): 60.9%
% of Mortgage Loans with Additional Subordinate Debt(2): 0.0%
% of Mortgage Loans with Single Tenants(3): 0.0%
(1) With respect to any mortgage loan that is part of a whole loan, loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loan(s) but exclude any related subordinate companion loan(s) (unless otherwise stated). The debt service coverage ratio, debt yield and loan-to-value ratio information do not take into account any subordinate debt (whether or not secured by the related mortgaged property), that currently exists or is allowed under the terms of any mortgage loan. See “Description of the Mortgage Pool—Mortgage Pool Characteristics” in the Preliminary Prospectus and Annex A-1 to the Preliminary Prospectus.
(2) The percentage figure expressed as “% of Mortgage Loans with Additional Subordinate Debt” is determined as a percentage of the initial pool balance and does not take into account any future subordinate debt (whether or not secured by the mortgaged property), if any, that may be permitted under the terms of any mortgage loan or the pooling and servicing agreement. See “Description of the Mortgage Pool—Additional Indebtedness” in the Preliminary Prospectus.
(3) Excludes mortgage loans that are secured by multiple single tenant properties.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 3 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Transaction Highlights

Loan Structural Features:

Amortization: Based on the Initial Pool Balance, 15.1% of the mortgage pool (4 mortgage loans) has scheduled amortization, as follows:

12.1% (3 mortgage loans) require amortization during the entire loan term; and

3.0% (1 mortgage loan) provide for an interest-only period followed by an amortization period.

Interest-Only: Based on the Initial Pool Balance, 84.9% of the mortgage pool (28 mortgage loans) provides for interest-only payments during the entire loan term through maturity. The weighted average Cut-off Date Loan-to-Value Ratio and weighted average U/W Net Cash Flow DSCR for those mortgage loans are 61.1% and 1.64x, respectively.

Hard Lockboxes: Based on the Initial Pool Balance, 35.1% of the mortgage pool (10 mortgage loans) has hard lockboxes in place.

Reserves: The mortgage loans require amounts to be escrowed monthly as follows (excluding any mortgage loans with springing provisions):

Real Estate Taxes:   97.1% of the pool  
Insurance: 60.0% of the pool  
Capital Replacements:   94.8% of the pool  
TI/LC:   89.1% of the pool (1)

(1) The percentage of Initial Pool Balance for mortgage loans with TI/LC reserves is based on the aggregate principal balance allocable to loans that include office, mixed use, retail and industrial properties.

Call Protection/Defeasance: Based on the Initial Pool Balance, the mortgage pool has the following call protection and defeasance features:

80.1% of the mortgage pool (25 mortgage loans) features a lockout period, then defeasance only until an open period;

8.7% of the mortgage pool (5 mortgage loans) features a lockout period, then greater of a prepayment premium (1.0%) or yield maintenance until an open period;

7.7% of the mortgage pool (1 mortgage loan) features the greater of a prepayment premium (1.0%) or yield maintenance until an open period; and

3.4% of the mortgage pool (1 mortgage loan) features a lockout period, then greater of a prepayment premium (1.0%) or yield maintenance, followed by defeasance or greater of a prepayment premium (1.0%) or yield maintenance until an open period. 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 4 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool

II.       Characteristics of the Mortgage Pool(1)

A.Ten Largest Mortgage Loans
Mortgage Loan Seller Mortgage Loan Name City State Number of Mortgage Loans / Mortgaged Properties  Mortgage Loan Cut-off Date Balance ($) % of Cut-off Date Pool Balance (%) Property Type Number of SF or Units or Rooms Cut-off Date Balance Per SF or Unit or Room ($) Cut-off Date LTV Ratio (%) Balloon or ARD LTV Ratio (%) U/W NCF DSCR (x) U/W NOI Debt Yield (%)
CREFI 931 Carroll Street Brooklyn NY 1 / 1   $50,000,000    8.6% Multifamily 214 $537,383 70.6% 70.6% 1.25x 8.1%
LMF Treasure Valley Marketplace Nampa ID 1 / 1     47,575,000 8.2 Retail 297,306 160 68.0 68.0 1.38 10.6
CREFI 655 Third Avenue New York NY 1 / 1     45,000,000 7.7 Office 421,851 166 53.8 53.8 1.55 12.5
WFB Marriott Cincinnati Airport Hebron KY 1 / 1     39,191,779 6.7 Hospitality 302 129,774 60.4 57.3 1.65 15.1
CREFI 240 West 73rd Street New York NY 1 / 1     36,000,000 6.2 Multifamily 195 184,615 64.3 64.3 1.42 9.9
WFB Celebration Town Center Kissimmee FL 1 / 1     33,000,000 5.7 Mixed Use 161,945 204 59.4 59.4 1.63 11.8
WFB Radius at Harbor Bay Alameda CA 1 / 10     24,902,076 4.3 Various 643,220 328 66.8 62.9 1.45 10.8
WFB The Plaza at Walnut Creek Walnut Creek CA 1 / 1     23,700,000 4.1 Office 352,870 275 59.8 59.8 2.66 18.2
AREF2 Latsko Portfolio Chicago IL 1 / 3     22,000,000 3.8 Various 27,804 791 62.4 62.4 1.28 9.2
AREF2 Shenandoah Woods Houston TX 1 / 1     21,750,000 3.7 Multifamily 232 93,750 57.1 57.1 1.62 11.0
Top Three Total/Weighted Average     3 / 3 $142,575,000 24.5%       64.4% 64.4% 1.39x 10.3%
Top Five Total/Weighted Average     5 / 5 $217,766,779 37.4%       63.7% 63.1% 1.44x 11.1%
Top Ten Total/Weighted Average     10 / 21 $343,118,856 59.0%       62.7% 62.1% 1.54x 11.5%
Non-Top Total/Weighted Average     22 / 61 $238,448,289 41.0%       59.3% 59.1% 1.75x 12.5%
(1)With respect to any mortgage loan that is part of a whole loan, Cut-off Date Balance Per SF/Unit/Room ($), loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loan(s) but exclude any related subordinate companion loan(s) (unless otherwise stated). With respect to each mortgage loan, debt service coverage ratio, debt yield and loan-to-value ratio information do not take into account subordinate debt (whether or not secured by the related mortgaged property), if any, that currently exists or is allowed under the terms of such mortgage loan.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 5 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool
B.Summary of the Whole Loans

 

No. Property Name Mortgage Loan Seller in WFCM 2025-5C4 Mortgage Loan Cut-off Date Balance Aggregate Pari-Passu Companion Loan Cut-off Date Balance(1) Combined Cut-off Date Balance Controlling Pooling / Trust and Servicing Agreement Master Servicer Special Servicer Related Pari Passu Companion Loan(s) Securitizations Combined UW NCF DSR(2) Combined UW NOI Debt Yield(2) Combined Cut-off Date LTV(2)
1 931 Carroll Street CREFI $50,000,000 $65,000,000 $115,000,000 Future Securitization(3) Trimont Argentic Future  Securitization 1.25x 8.1% 70.6%
3 655 Third Avenue CREFI $45,000,000 $25,000,000 $70,000,000 WFCM 2025-5C4 Trimont Argentic Future Securitization 1.55x 12.5% 53.8%
7 Radius at Harbor Bay WFB $24,902,076 $186,267,529 $211,169,605 WFCM 2025-5C3 Midland Argentic WFCM 2025-5C3, BANK5 2025-5YR13, BBCMS 2025-5C33, BANK5 2025-5YR14 1.45x 10.8% 66.8%
8 The Plaza at Walnut Creek WFB $23,700,000 $73,500,000 $97,200,000 BANK5 2025-5YR13 Trimont K-Star BANK5 2025-5YR13 2.66x 18.2% 59.8%
12 Las Olas City Centre JPMCB $20,000,000 $125,000,000 $145,000,000 Benchmark 2025-V14 Midland Greystone BMARK 2025-V14
BMO 2025-5C10
BMO 2025-5C9
BANK5 2025-5YR14
1.78x 12.8% 65.1%
15 Southeast Workforce MHC Portfolio WFB $17,000,000 $88,000,000 $105,000,000 BANK5 2025-5YR14 Trimont Torchlight BANK5 2025-5YR14 1.53x 8.9% 66.5%
(1)The Aggregate Pari Passu Companion Loan Cut-off Date Balance excludes the related Subordinate Companion Loans.
(2)DSCR, Debt Yield and LTV calculations include any related pari passu companion loans and exclude any subordinate companion loans and/or mezzanine loans, as applicable.
(3)The 931 Carroll Street whole loan will be serviced under the pooling and servicing agreement governing the WFCM 2025-5C4 trust until the securitization of the related note A-1 companion loan. From and after the securitization of the related note A-1 companion loan, such whole loan will be serviced under the pooling and servicing agreement governing such securitization and the related master servicer, special servicer, trustee, certificate administrator, custodian, operating advisor and directing certificateholder will be the parties specified in such pooling and servicing agreement.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 6 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool

C.       Previous Securitization History(1)

 

Loan No.

Mortgage Loan Seller Mortgage
 Loan or Mortgaged
Property Name
City State Property Type Mortgage Loan
or Mortgaged Property Cut-off Date Balance ($)
% of Cut-off Date Pool Balance (%) Previous Securitization
6.00 WFB Celebration Town Center Kissimmee FL Mixed Use  $33,000,000 5.7 % MSBAM 2015-C23
9.02 AREF2 66 East Walton Street Chicago IL Mixed Use 5,803,868 1.0   LNCR 2021-CRE5
9.03 AREF2 Foxtrot Chicago IL Retail 3,785,132 0.7   LNCR 2021-CRE5
10.00 AREF2 Shenandoah Woods Houston TX Multifamily 21,750,000 3.7   ACRES 2021-FL1
11.00 CREFI Canton Club East Apartments Canton MI Multifamily 20,500,000 3.5   FREMF 2020-KJ29
FREMF 2017-K61
14.00 CREFI Doubletree Hilton Hotel Binghamton Binghamton NY Hospitality 17,350,000 3.0   WFCM 2015-NXS2
20.00 WFB AAA Self Storage Chatsworth Los Angeles CA Self Storage 10,150,000 1.7   WFCM 2015-C28
23.00 WFB CubeSmart Penn's Landing Philadelphia PA Self Storage 8,910,000 1.5   UBSCM 2019-C18
24.00 WFB All Secure Mini Storage Albany OR Self Storage 8,700,000 1.5   CSAIL 2015-C2
25.00 LMF Southport Plaza Indianapolis IN Retail 8,000,000 1.4   CGCMT 2015-GC27
  Total         $137,949,000 23.7 %  
(1)The table above represents the most recent securitization with respect to the mortgaged property securing the related mortgage loan, based on information provided by the related borrower or obtained through searches of a third-party database. While loans secured by the above mortgaged properties may have been securitized multiple times in prior transactions, mortgage loans in this securitization are only listed in the above chart if the mortgage loan paid off a loan in another securitization. The information has not otherwise been confirmed by the mortgage loan sellers.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 7 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool

D.        Property Type Distribution(1)

 

 

 

Property Type Number of Mortgaged Properties Aggregate Cut-off Date Balance ($) % of Cut-off Date Balance (%) Weighted Average Cut-off Date LTV Ratio (%) Weighted Average Balloon LTV Ratio (%) Weighted Average U/W NCF DSCR (x) Weighted Average U/W NOI Debt Yield (%) Weighted Average U/W NCF Debt Yield (%) Weighted Average Interest Rate (%)
Multifamily 14 $196,580,000   33.8 % 64.9 % 64.9 % 1.38 x 9.2 % 9.1 % 6.4892 %
High Rise 2 86,000,000   14.8   68.0   68.0   1.32   8.9   8.8   6.5349  
Mid Rise 7 59,210,000   10.2   62.7   62.7   1.40   9.2   9.1   6.4561  
Garden 2 42,250,000   7.3   61.6   61.6   1.50   10.0   9.7   6.3993  
Low Rise 3 9,120,000   1.6   65.1   65.1   1.37   9.4   9.3   6.6900  
Office 5 105,569,208   18.2   54.5   54.4   2.35   16.9   16.1   6.8911  
CBD  2 65,000,000   11.2   57.3   57.3   1.62   12.6   11.7   7.1516  
Suburban 3 40,569,208   7.0   50.1   49.8   3.53   23.7   23.2   6.4738  
Retail 6 89,096,132   15.3   65.0   65.0   1.36   10.3   9.8   7.1094  
Anchored 4 72,900,000   12.5   65.6   65.6   1.38   10.6   10.0   7.1270  
Single Tenant 2 16,196,132   2.8   62.4   62.4   1.28   9.2   9.1   7.0300  
Hospitality 3 66,641,779   11.5   61.2   58.9   1.62   15.2   13.0   7.1989  
Full Service 2 56,541,779   9.7   60.9   58.2   1.62   15.3   12.9   7.0241  
Select Service 1 10,100,000   1.7   62.7   62.7   1.63   14.8   13.5   8.1770  
Mixed Use 12 65,114,084   11.2   61.9   60.5   1.51   11.2   10.7   6.5822  
Office/Retail 1 33,000,000   5.7   59.4   59.4   1.63   11.8   11.0   6.6810  
R&D/Lab/Office 8 18,401,927   3.2   66.8   62.9   1.45   10.8   10.6   6.1260  
Retail/Garage 1 6,478,289   1.1   59.4   56.5   1.34   11.1   10.7   6.9500  
Retail/Multifamily 1 5,803,868   1.0   62.4   62.4   1.28   9.2   9.1   7.0300  
Multifamily/Retail 1 1,430,000   0.2   65.1   65.1   1.37   9.4   9.3   6.6900  
Self Storage 3 27,760,000   4.8   50.1   50.1   1.94   13.2   13.0   6.6579  
Self Storage 3 27,760,000   4.8   50.1   50.1   1.94   13.2   13.0   6.6579  
Manufactured Housing 37 20,825,000   3.6   63.8   63.8   1.50   9.3   9.2   6.0478  
Manufactured Housing 21 11,329,286   1.9   61.6   61.6   1.48   9.6   9.5   6.3744  
Manufactured Housing/RV Park 16 9,495,714   1.6   66.5   66.5   1.53   8.9   8.8   5.6580  
Industrial 2 9,980,941   1.7   53.1   52.0   1.39   10.7   10.4   7.0966  
Flex 1 7,000,000   1.2   47.3   47.3   1.36   10.6   10.3   7.5100  
R&D 1 2,980,941   0.5   66.8   62.9   1.45   10.8   10.6   6.1260  
Total/Weighted Average 82 $581,567,144   100.0 % 61.3 %  60.9 % 1.63 x 11.9 % 11.3 % 6.7516 %
(1)Because this table presents information relating to the mortgaged properties and not the mortgage loans, the information for mortgage loans secured by more than one mortgaged property is based on allocated loan amounts (allocating the principal balance of the mortgage loan to each of those properties according to the relative appraised values of the mortgaged properties or the allocated loan amounts or property-specific release prices set forth in the related mortgage loan documents or such other allocation as the related mortgage loan seller deemed appropriate). With respect to any mortgage loan that is part of a whole loan, the loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loan(s) but exclude any related subordinate companion loan(s) (unless otherwise stated). With respect to each mortgage loan, debt service coverage ratio, debt yield and loan-to-value ratio information do not take into account any subordinate debt (whether or not secured by the related mortgaged property) that currently exists or is allowed under the terms of such mortgage loan. See Annex A-1 to the Preliminary Prospectus.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 8 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool

E.       Geographic Distribution(1)

 

 

Location Number of Mortgaged Properties Aggregate
Cut-off Date Balance ($)
% of
Cut-off Date Balance (%)
Weighted Average Cut-off Date LTV Ratio (%) Weighted Average Balloon LTV Ratio (%) Weighted Average U/W NCF DSCR (x) Weighted Average U/W NOI Debt Yield (%) Weighted Average U/W NCF Debt Yield (%) Weighted Average Interest Rate (%)
New York 15 $218,603,289 37.6 % 63.1 % 62.9 % 1.41 x 10.4 % 9.9 % 6.8267 %
California 16     98,662,076 17.0   52.8   51.8   2.44   16.7   16.4   6.4457  
Northern California 12     56,502,076 9.7   63.5   61.8   1.94   13.8   13.4   6.4476  
Southern California 4     42,160,000 7.2   38.4   38.4   3.12   20.6   20.3   6.4433  
Florida 20     63,535,952 10.9   62.4   62.4   1.66   11.6   10.9   6.5041  
Idaho 1     47,575,000 8.2   68.0   68.0   1.38   10.6   9.9   7.1100  
Kentucky 1     39,191,779 6.7   60.4   57.3   1.65   15.1   13.0   6.9020  
Other(2) 29   113,999,048 19.6   62.1   62.1   1.42   10.1   9.8   6.8089  
Total/Weighted Average 82 $581,567,144 100.0 % 61.3 % 60.9 % 1.63 x 11.9 % 11.3 % 6.7516 %
(1)Because this table presents information relating to the mortgaged properties and not the mortgage loans, the information for mortgage loans secured by more than one mortgaged property is based on allocated loan amounts (allocating the principal balance of the mortgage loan to each of those properties according to the relative appraised values of the mortgaged properties or the allocated loan amounts or property-specific release prices set forth in the related mortgage loan documents or such other allocation as the related mortgage loan seller deemed appropriate). With respect to any mortgage loan that is part of a whole loan, the loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loan(s) but exclude any related subordinate companion loan(s) (unless otherwise stated). With respect to each mortgage loan, debt service coverage ratio, debt yield and loan-to-value ratio information do not take into account any subordinate debt (whether or not secured by the related mortgaged property) that currently exists or is allowed under the terms of such mortgage loan. See Annex A-1 to the Preliminary Prospectus.
(2)Includes 11 other states.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 9 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool

F.       Characteristics of the Mortgage Pool(1)

 

CUT-OFF DATE BALANCE
Range of Cut-off Date
Balances ($)
Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
3,750,000 - 4,000,000 2 $7,575,000 1.3%
4,000,001 - 7,000,000 4 26,778,289 4.6
7,000,001 - 8,000,000 2 15,900,000 2.7
8,000,001 - 9,000,000 2 17,610,000 3.0
9,000,001 - 10,000,000 1 9,425,000 1.6
10,000,001 - 15,000,000 6 68,810,000 11.8
15,000,001 - 20,000,000 4 71,850,000 12.4
20,000,001 - 30,000,000 5 112,852,076 19.4
30,000,001 - 50,000,000 6 250,766,779 43.1
Total: 32 $581,567,144 100.0%
Average: $18,173,973    
UNDERWRITTEN NOI DEBT SERVICE COVERAGE RATIO
Range of U/W NOI
DSCRs (x)
Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
1.25 - 1.50 19 $305,475,365 52.5%
1.51 - 2.00 10 228,891,779 39.4
2.01 - 3.00 1 23,700,000 4.1
3.01 - 3.50 1 10,150,000 1.7
3.51 - 5.72 1 13,350,000 2.3
Total: 32 $581,567,144 100.0%
Weighted Average: 1.71x    
UNDERWRITTEN NOI DEBT YIELD
Range of U/W NOI
Debt Yields (%)
Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
8.1 - 12.1 24 $402,725,365 69.2%
12.2 - 16.1 5 131,641,779 22.6
16.2 - 20.1 1 23,700,000 4.1
20.2 - 36.8 2 23,500,000 4.0
Total: 32 $581,567,144 100.0%
Weighted Average: 11.9%    

 

LOAN PURPOSE
Loan Purpose Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
Refinance 29 $490,292,144 84.3%
Acquisition 2 67,575,000 11.6
Recapitalization 1 23,700,000 4.1
Total: 32 $581,567,144 100.0%
MORTGAGE RATE
Range of Mortgage
Rates (%)
Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
5.6580 - 5.7500 1 $17,000,000 2.9%
5.7501 - 6.0000 1 11,660,000 2.0
6.0001 - 6.2500 3 62,902,076 10.8
6.2501 - 6.5000 3 73,500,000 12.6
6.5001 - 6.7500 8 166,910,000 28.7
6.7501 - 7.0000 4 61,170,068 10.5
7.0001 - 7.2500 5 89,225,000 15.3
7.2501 - 7.5000 3 71,775,000 12.3
7.5001 - 8.1770 4 27,425,000 4.7
Total: 32 $581,567,144 100.0%
Weighted Average: 6.7516%    
UNDERWRITTEN NCF DEBT SERVICE COVERAGE RATIO
Range of U/W NCF
DSCRs (x)
Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
1.25 - 1.50 20 $313,475,365 53.9%
1.51 - 2.00 9 220,891,779 38.0
2.01 - 3.00 1 23,700,000 4.1
3.01 - 3.50 1 10,150,000 1.7
3.51 - 5.62 1 13,350,000 2.3
Total: 32 $581,567,144 100.0%
Weighted Average: 1.63x    
UNDERWRITTEN NCF DEBT YIELD
Range of U/W NCF
Debt Yields (%)
Number of
Mortgage
Loans
Aggregate
Cut-off Date Balance ($)
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
8.0 - 12.1 26 $467,725,365 80.4%
12.2 - 16.1 3 66,641,779 11.5
16.2 - 20.1 1 23,700,000 4.1
20.2 - 36.2 2 23,500,000 4.0
Total: 32 $581,567,144 100.0%
Weighted Average: 11.3%    

 

 

(1)With respect to any mortgage loan that is part of a whole loan, the loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loan(s) but exclude any related subordinate companion loan(s) (unless otherwise stated). With respect to each mortgage loan, debt service coverage ratio, debt yield and loan-to- value ratio information do not take into account any subordinate debt (whether or not secured by the related mortgaged property), that currently exists or is allowed under the terms of such mortgage loan. See Annex A-1 to the Preliminary Prospectus. Prepayment provisions for each mortgage loan reflects the entire life of the loan (from origination to maturity).

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 10 

 

Wells Fargo Commercial Mortgage Trust 2025-5C4 Characteristics of the Mortgage Pool

ORIGINAL TERM TO MATURITY
Original Terms to
Maturity (months)
Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
60 32 $581,567,144 100.0%
Total: 32 $581,567,144 100.0%
Weighted Average: 60 months    
REMAINING TERM TO MATURITY
Range of Remaining
Terms to Maturity (months)
Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
55 - 60 32 $581,567,144 100.0%
Total: 32 $581,567,144 100.0%
Weighted Average: 59 months    
ORIGINAL AMORTIZATION TERM(1)
Original
Amortization Terms
(months)
Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
Non-Amortizing 28 $493,645,000 84.9%
360 4 87,922,144 15.1
Total: 32 $581,567,144 100.0%
Weighted Average(3): 360 months    
REMAINING AMORTIZATION TERM(2)
Range of Remaining Amortization Terms
(months)
Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
Non-Amortizing 28 $493,645,000 84.9%
356 - 360 4 87,922,144 15.1
Total: 32 $581,567,144 100.0%
Weighted Average(3): 358 months    
LOCKBOXES
Type of Lockbox Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
Springing 18 $287,260,000    49.4%
Hard / Springing Cash Management 9 197,697,144 34.0
Soft / Springing Cash Management 4   90,110,000 15.5
Hard / In Place Cash Management 1   6,500,000    1.1
Total: 32 $581,567,144 100.0%
PREPAYMENT PROVISION SUMMARY
Prepayment Provision Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
Lockout / Defeasance / Open 25 $465,907,144 80.1%
Lockout / GRTR 1% or YM / Open 5    50,660,000 8.7
GRTR 1% or YM / Open 1    45,000,000 7.7
Lockout / GRTR 1% or YM / GRTR 1% or YM or Defeasance / Open 1    20,000,000 3.4
Total: 32 $581,567,144 100.0%

 


CUT-OFF DATE LOAN-TO-VALUE RATIO
Range of Cut-off
Date LTV Ratios (%)
Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
28.5 - 40.0 2 $23,500,000 4.0%
40.1 - 50.0 1 7,000,000 1.2
50.1 - 55.0 3 60,485,000 10.4
55.1 - 60.0 6 103,053,289 17.7
60.1 - 65.0 10 168,951,779 29.1
65.1 - 70.0 9 168,577,076 29.0
70.1 - 70.6 1 50,000,000 8.6
Total: 32 $581,567,144 100.0%
Weighted Average: 61.3%    
BALLOON or ARD LOAN-TO-VALUE RATIO
Range of Balloon LTV Ratios (%) Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
28.5 - 40.0 2 $23,500,000 4.0%
40.1 - 50.0 1 7,000,000 1.2
50.1 - 55.0 3 60,485,000 10.4
55.1 - 60.0 7 142,245,068 24.5
60.1 - 65.0 10 154,662,076 26.6
65.1 - 70.0 8 143,675,000 24.7
70.1 - 70.6 1 50,000,000 8.6
Total: 32 $581,567,144 100.0%
Weighted Average: 60.9%    
AMORTIZATION TYPE
Amortization Type Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
Interest Only 28 $493,645,000 84.9%
Amortizing Balloon 3 70,572,144 12.1
Interest Only, Amortizing Balloon 1 17,350,000 3.0
Total: 32 $581,567,144 100.0%
ORIGINAL TERM OF INTEREST-ONLY PERIOD FOR PARTIAL IO LOANS

IO Terms (months)
Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
24 1 $17,350,000 3.0%
Total:  1 $17,350,000 3.0%
Weighted Average:   24 months    
SEASONING
Seasoning (months) Number of
Mortgage
Loans
Aggregate Cut-
off Date Balance
Percent by
Aggregate
Cut-off Date
Pool Balance (%)
       0 6 $179,500,000 30.9%
       1 7 127,735,000 22.0
       2 9 156,926,779 27.0
       3 3 55,550,000 9.6
       4 6 53,855,365 9.3
       5 1 8,000,000 1.4
Total: 32 $581,567,144 100.0%
Weighted Average: 1 month    
(1)The original amortization term shown for any mortgage loan that is interest only for part of its term does not include the number of months in its interest only period and reflects only the number of months as of the commencement of amortization remaining from the end of such interest-only period.

(2)The remaining amortization term shown for any mortgage loan that is interest only for part of its term does not include the number of months in its interest only period and reflects only the number of months as of the commencement of amortization remaining from the end of such interest-only period.

(3)Excludes the non-amortizing mortgage loans.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 11 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 12 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 13 

 

Mortgage Loan No. 1 – 931 Carroll Street

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: CREFI   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Brooklyn, NY 11225
Original Balance(1): $50,000,000   General Property Type: Multifamily
Cut-off Date Balance(1): $50,000,000   Detailed Property Type: High Rise
% of Initial Pool Balance: 8.6%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: 2024/NAP
Borrower Sponsor: Harry Einhorn   Size(5): 214 Units
Guarantor: Harry Einhorn   Cut-off Date Balance per Unit: $537,383
Mortgage Rate: 6.3800%   Maturity Date Balance per Unit: $537,383
Note Date: 5/6/2025   Property Manager: Self-Managed
Maturity Date: 5/6/2030   Underwriting and Financial Information
Term to Maturity: 60 months   UW NOI(6)(7): $9,360,534
Amortization Term: 0 months   UW NCF: $9,305,310
IO Period: 60 months   UW NOI Debt Yield: 8.1%
Seasoning: 0 months   UW NCF Debt Yield: 8.1%
Prepayment Provisions(2): L(24),D(30),O(6)   UW NOI Debt Yield at Maturity: 8.1%
Lockbox/Cash Mgmt Status: Springing/Springing   UW NCF DSCR: 1.25x
Additional Debt Type(1): Pari Passu   Most Recent NOI(7): $6,685,665 (T-3 Ann. 4/1/2025)
Additional Debt Balance(1): $65,000,000   2nd Most Recent NOI(8): NAV
Future Debt Permitted (Type): No (NAP)   3rd Most Recent NOI(8): NAV
      Most Recent Occupancy(5): 74.3% (4/24/2025)
Reserves(3)   2nd Most Recent Occupancy(8): NAV
Type Initial Monthly Cap   3rd Most Recent Occupancy(8): NAV
RE Taxes: $4,105 $1,368 NAP   Appraised Value (as of)(9)(10): $163,000,000 (8/25/2025)
Insurance: $35,580 $17,790 NAP   Appraised Value per Unit: $761,682
Replacement Reserve: $0 $4,458 NAP   Cut-off Date LTV Ratio(9): 70.6%
TI / LC Reserve: $0 $144 NAP   Maturity Date LTV Ratio(9): 70.6%
Other Reserves(4): $16,600,000 $0 NAP      
               

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Whole Loan Amount: $115,000,000 100.0%   Loan Payoff: $85,909,480 74.7%  
        Upfront Reserves: $16,639,685 14.5%  
        Sponsor Equity: $8,659,462 7.5%  
        Closing Costs: $3,791,372 3.3%  
Total Sources: $115,000,000 100.0%   Total Uses: $115,000,000 100.0%  

 

(1)The 931 Carroll Street Mortgage Loan (as defined below) is part of a whole loan evidenced by two pari passu promissory notes with an aggregate original principal balance of $115,000,000. The information presented is based on the 931 Carroll Street Whole Loan (as defined below).
(2)Defeasance of the 931 Carroll Street Whole Loan is permitted at any time after the earlier to occur of (a) the end of the two-year period commencing on the closing date of the securitization of the last promissory note representing a portion of the 931 Carroll Street Whole Loan to be securitized and (b) May 6, 2029. The assumed defeasance lockout period of 24 payments is based on the anticipated closing date of the WFCM 2025-5C4 securitization in May 2025. The actual lockout period may be longer.
(3)See “Escrows” below.
(4)Initial Other Reserves consist of a $15,000,000 holdback reserve and a $1,600,000 421-a reserve.
(5)Size and Most Recent Occupancy reflect the multifamily component of the 931 Carroll Street Property (as defined below). The 931 Carroll Street Property also contains approximately 862 square feet of recently converted ground floor retail space which was not occupied as of origination of the 931 Carroll Street Whole Loan.
(6)UW NOI and UW NCF are inclusive of rent attributable to the 55 affordable units and the one commercial unit that were not leased as of origination of the 931 Carroll Street Whole Loan. Such units are master leased to an affiliate of the borrower pursuant to the 931 Carroll Master Lease (as defined below). Underwritten rent for the commercial unit is based on the 931 Carroll Master Lease and underwritten rents for the 55 affordable units (which equal $1,270,704) are based on the appraisal’s market rent conclusions for 40%, 60% and 100% of area median income units. The rents payable for the affordable units under the 931 Carroll Master Lease are based on the legal regulated rents under the Declaration (as defined below), and equal $1,058,280 annually.
(7)The increase from Most Recent NOI to UW NOI is primarily attributable to lease up at the 931 Carroll Street Property, which was recently constructed in 2024 and received its first certificate of occupancy in November 2024.
(8)Historical NOI and Occupancy information prior to the dates set forth above is not available because the 931 Carroll Street Property was recently constructed in 2024.
(9)The Appraised Value represents the “As Stabilized” value of the 931 Carroll Street Property which assumes the completion of lease-up at the 931 Carroll Street Property. The appraisal also concluded to an “as is” value of $161,500,000 as of February 25, 2025. The Cut-off Date LTV Ratio and Maturity Date LTV Ratio based on the “as-is” value are 71.2% and 71.2%, respectively.
(10)The $163,000,000 Appraised Value (as well as the “as is” value of $161,500,000) includes the net present value of a 421-a exemption which the borrower is in the process of applying for. The appraisal attributed $$47,500,000 of value to the 421-a exemption, which amount is included in each appraised value. See “Description of the Mortgage Pool—Real Estate and Other Tax Considerations” in the Preliminary Prospectus.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 14 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

The Mortgage Loan. The largest mortgage loan (the “931 Carroll Street Mortgage Loan”) is part of a whole loan (the “931 Carroll Street Whole Loan”) evidenced by two pari passu promissory notes with an aggregate original principal amount of $115,000,000. The 931 Carroll Street Whole Loan is secured by a first priority fee interest in a recently constructed 214-unit, high-rise, multifamily property located in Brooklyn, New York (the “931 Carroll Street Property”). The 931 Carroll Street Mortgage Loan is evidenced by the non-controlling Note A-2, with an original principal balance of $50,000,000. The 931 Carroll Street Whole Loan will initially be serviced pursuant to the pooling and servicing agreement for the WFCM 2025-5C4 transaction until the controlling Note A-1 is contributed to a securitization, at which point the 931 Carroll Street Whole Loan will be serviced pursuant to the pooling and servicing agreement for the securitization to which Note A-1 is contributed. See “Description of the Mortgage Pool—The Serviced Pari Passu Whole Loans” and “The Non-Serviced Pari Passu Whole Loans” and “Pooling and Servicing Agreement” in the Preliminary Prospectus.

655 Avenue Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Note
A-1(1) $65,000,000 $65,000,000 CREFI Yes
A-2 $50,000,000 $50,000,000 WFCM 2025-5C4 No
Total $115,000,000 $115,000,000    

 

(1)Expected to be contributed to one or more future securitization trust(s).

 

The Borrower and the Borrower Sponsor. The borrower is Carroll Development Plaza LLC, a New York limited liability company and single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the 931 Carroll Street Whole Loan.

The borrower sponsor and non-recourse carveout guarantor is Harry Einhorn. Harry Einhorn is a real estate developer with experience in the construction industry and real estate management. Harry Einhorn’s portfolio includes nine residential properties, two commercial properties, and three mixed-use properties.

The Property. The 931 Carroll Street Property is a recently constructed, 214-unit, high-rise multifamily property located at 931 Carroll Street in the Prospect Lefferts Garden section of the Crown Heights neighborhood of Brooklyn, New York. The 931 Carroll Street Property was recently constructed in 2024 and received its initial temporary certificate of occupancy in November 2024. The 931 Carroll Street Property is in close proximity to Prospect Park (three blocks south) and the Brooklyn Botanical Gardens (one block west). Primary access to the Prospect Lefferts Gardens neighborhood is provided by the 2, 3, 4, and 5 subway lines along with various routes on the Metropolitan Transit Authority (“MTA”) regional bus lines. Building amenities at the 931 Carroll Street Property include a fitness center, common outdoor space, several tenant lounges, an office and conference room available to tenants, storage spaces, bicycle parking, and a roof deck. The 931 Carroll Street Property also includes an 82-space below grade parking garage, resulting in a parking ratio of 0.38 spaces per unit. Additionally, the borrower sponsor recently converted approximately 862 square feet of common area space into ground floor retail space with the option to expand this space to 1,600 square feet. As of origination of the 931 Carroll Street Whole Loan this space was not yet leased. This space is subject to the 931 Carroll Master Lease and accounts for 0.6% of underwritten income.

The unit mix at the 931 Carroll Street Property consists of 60 market rate studio units, three market rate one-bedroom units, 27 affordable one-bedroom units, 92 market rate two-bedroom units, 28 affordable two-bedroom units, and four market rate three-bedroom units. Unit amenities at the 931 Carroll Street Property include stainless steel kitchen appliances, hardwood floors and in-unit washers/dryers. As of April 24, 2025, the 931 Carroll Street Property was 74.3% occupied. At origination of the 931 Carroll Street Whole Loan, 100.0% of the market rate units were leased while the affordable units, which are subject to a vetting process by the New York City Department of Housing Preservation and Development (the “NYC HPD”) have not yet been leased.

The borrower has entered into a Master Lease with an affiliate, Carroll Development Leasing LLC (the “Master Tenant”) with respect to the unleased affordable units and commercial unit (the “931 Carroll Master Lease”). The 931 Carroll Master Lease has a term of five years, commencing on May 2, 2025 and provides for monthly rent of $5,747 ($68,964 annually) for the commercial unit and monthly rents based on the legal regulated rents under the Declaration for each affordable unit (totaling $88,190, or $1,058,280 annually). Upon the rental of any individual affordable unit to a residential tenant pursuant to a lottery in accordance with the requirements of the NYCHPD, such individual affordable unit is automatically released from the 931 Carroll Master Lease. Upon the rental of the commercial unit to a commercial tenant which pays unabated rent, and consent of the lender, the commercial unit will be released from the 931 Carroll Master Lease. The obligations of the Master Tenant under the 931 Carroll Master Lease are guaranteed by the non-recourse carveout guarantor.

The borrower has applied for a 35-year 421-a Affordable New York Housing Tax Exemption Program exemption for the 931 Carroll Street Property. In order to qualify for the tax exemption, at least 25% of the units at the 931 Carroll Street Property must be leased as “affordable units”. The borrower has designated 55 units as affordable units of which 22 must be affordable to a household which earns no more than 40% of area median income (“AMI”), 22 must be affordable to a household which earns no more than 60% of AMI and 11 must be affordable to a household which earns no more than 100% of AMI. In addition, all of the affordable units are required to be rent stabilized. For years one through 25 of such exemption, 100% of the projected assessed value of the 931 Carroll Street Property improvements on the tax lot would be exempt from real estate taxes. The exemption falls to the percentage of affordable units (25%) in years 26 through 35 of such exemption. Taxes were underwritten to the appraisal’s five-year average of estimated abated tax expense for the multifamily component of approximately $7,317 plus the estimated 2025 tax expense for the unabated garage portion of the 931 Carroll Street Property of approximately $18,231. The appraisal’s estimated full tax liability for the 2025/2026 tax year is $2,469,514. At origination, the borrower placed $1,600,000 into an upfront 421-a reserve to be used to fund unabated real estate taxes if needed. There can be no assurance the 421-a exemption will be obtained. See “Description of the Mortgage Pool—Real Estate and Other Tax Considerations” in the Preliminary Prospectus.

The borrower is subject to a Mandatory Inclusionary Housing Restrictive Declaration (the “Declaration”) pursuant to which 55 of the 214 units at the 931 Carroll Street Property must be affordable housing units, for which the weighted average of all income bands may not exceed 60% of AMI, no income band may exceed 130% of AMI and at least 10% of the residential floor area must be affordable within a 40% of AMI income band. Under the Declaration, 22 units are restricted to tenants earning not more than 40% of AMI, 22 units to tenants earning not more than 60% of AMI, and 11 units to tenants earning not more than 100% of AMI. The Declaration requires the affordable units to be rent stabilized. Maximum rent for each affordable unit is 30% of the related percentage of AMI. The lender entered into a subordination agreement subordinating the 931 Carroll Whole Loan to the Declaration. See “Description of the Mortgage Pool—Property Types—Multifamily Properties” in the Preliminary Prospectus.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 15 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

The following table presents certain information relating to the unit mix at the 931 Carroll Street Property:

 

931 Carroll Street Unit Mix(1)
Unit Mix / Type Units Occupied Units % Occupied Average SF per Unit Monthly Average Rent per Unit(2) Monthly Average Market Rent per Unit(3)
Studio - Market Rate 60 60 100 % 414 $3,357 $3,300
1BR - Market Rate 3 3 100 % 528 $3,983 $3,800
1BR - Affordable 27 0 0 % 530 $0 $1,747
2BR - Market Rate 92 92 100 % 775 $4,933 $4,800
2BR - Affordable 28 0 0 % 747 $0 $2,097
3BR - Market Rate 4 4 100 % 1608 $11,529 $9,200
Total/Wtd. Avg. 214 159 74.3 % 651 $4,486 $3,709

 

(1)Based on the underwritten rent roll dated April 24, 2025.
(2)Monthly Average Rent per Unit is based on Occupied Units
(3)Source: Appraisal.

 

The Market. The 931 Carroll Street Property is located within the Prospect Lefferts Gardens section of the Crown Heights neighborhood of Brooklyn, New York. Brooklyn is the most populous neighborhood in New York City with an estimated 2024 population of 2,674,430 people. Furthermore, from 2010 to 2014, Brooklyn was the fastest growing borough in New York City, experiencing a 6.8% overall increase in population. The 931 Carroll Street Property is in close proximity to Prospect Park (three blocks south) and the Brooklyn Botanical Gardens (one block west). Primary access to the Prospect Lefferts Gardens neighborhood is provided by the 2, 3, 4, and 5 subway lines along with various routes on the MTA regional bus lines.

 

According to the appraisal, the 931 Carroll Street Property is located in the Downtown Brooklyn multifamily submarket of New York City. As of December 31, 2024, the Downtown Brooklyn multifamily submarket had an inventory of 27,553 units, a vacancy rate of 3.6%, and an average asking rental rate of $4,674 per unit.

 

The following table presents information regarding certain competitive properties to the 931 Carroll Street Property:

 

Competitive Rental Properties Summary(1)
Property Name / Address Distance from Subject Year Built / Renovated Occupancy Number of Units Unit Type Average Unit Size Average Rent Per Unit

931 Carroll Street

Brooklyn, NY(2)

 

-

 

2024 / NAP

 

74.3%

 

214

 

Studio - Market Rate 414 SF $3,357
1BR - Market Rate 528 SF $3,983
1BR - Affordable 530 SF $0
2BR - Market Rate 775 SF $4,933
2BR - Affordable 747 SF $0
3BR - Market Rate 1,608 SF $11,529

The Frederick & Olmstead

564 St. Johns Place

Brooklyn, NY 11238

 

0.4 mi

 

2022 / NAP

 

100.0%

 

193

 

Studio 443 SF $3,090
1 Bedroom 610 SF $4,213
2 Bedroom 673 SF $4,547

409 Eastern Parkway

Brooklyn, NY 11216

 

0.5 mi

 

2018 / NAP

 

98.9%

 

186

 

Studio 465 SF $2,740
1 Bedroom 620 SF $4,138
2 Bedroom 925 SF $5,300

One Sullivan Place

1 Sullivan Place

Brooklyn, NY 11225

 

0.9 mi

 

2023 / NAP

 

99.7%

 

52

 

1 Bedroom 650 SF $3,619
2 Bedroom 867 SF $4,817
3 Bedroom 1,083 SF $6,058

527 Grand Avenue

Brooklyn, NY 11238

1.1 mi 2024 / NAP NAV 46 1 Bedroom NAV $3,301
          2 Bedroom NAV $4,063

1010 Pacific Street

Brooklyn, NY 11238

1.3 mi 2022 / NAP 95.6% 176 Studio 427 SF $3,093
          1 Bedroom 570 SF $3,946
          2 Bedroom 791 SF $4,695

PLG

123 Linden Boulevard

Brooklyn, NY 11226

 

1.5 mi

 

2019 / NAP

 

90.0%

 

467

 

Studio 415 SF $2,750
1 Bedroom 600 SF $3,226
2 Bedroom 850 SF $4,694
3 Bedroom 1,026 SF $5,442
(1)Source: Appraisal.
(2)Based on the underwritten rent roll dated April 24, 2025.

 

Appraisal. The appraisal concluded to an “as stabilized” value for the 931 Carroll Street Property of $163,000,000 as of August 25, 2025. The appraisal also concluded to an “as is” value of $161,500,000 as of February 25, 2025. The Cut-off Date LTV Ratio and Maturity Date LTV Ratio based on the “as-is” value are 71.2% and 71.2%, respectively. In addition, both the “as stabilized” and “as is” appraised values includes the net present value of a 421-a tax exemption which the borrower is in the process of applying for. The appraisal attributed $47,500,000 of value to the 421-a exemption, which amount is included in each appraised value.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 16 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

Environmental Matters. According to the Phase I environmental site assessment dated March 6, 2025, there is a controlled recognized environmental condition at the 931 Carroll Street Property relating to residual soil and groundwater impacts associated with historic fill material. See “Description of the Mortgage Pool—Environmental Considerations” in the Preliminary Prospectus.

 

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the 931 Carroll Street Property:

 

Cash Flow Analysis(1)
  T-3 4/2025 Ann. U/W(2) UW Per Unit(3)
Base Rent - Residential $6,531,540 $8,559,720 $39,999
Potential Income from Vacant Units $0 $1,270,704 $5,938
Gross Potential Rent - Residential $6,531,540 $9,830,424 $45,937
Vacancy/Credit Loss $0 ($427,986) ($2,000)
Other Income - Residential(4) $490,840 $1,063,430 $4,969
Effective Gross Income - Residential $7,022,380 $10,465,868 $48,906
       
Base Rent – Commercial(5) $0 $68,960 $80
Potential Income from Vacant Space $0 $0 $0
Gross Potential Rent - Commercial $0 $68,960 $80
Vacancy/Credit Loss - Commercial $0 ($3,448) ($4)
Other Income - Commercial $0 $0 $0
Effective Gross Income - Commercial $0 $65,512 $76
       
Total Effective Gross Income $7,022,380 $10,531,380 $49,212
       
Real Estate Taxes(6) $11,179 $25,639 $120
Insurance $26,200 $203,316 $950
Management Fee $210,671 $315,941 $1,476
Other Operating Expenses(7) $88,665 $625,950 $2,925
Total Operating Expenses $336,715 $1,170,846 $5,471
       
Net Operating Income $6,685,665 $9,360,534 $43,741
Replacement Reserves - Residential $0 $53,500 $250
Replacement Reserves - Commercial $0 $0 $0
Normalized TI/LC $0 $1,724 $8
Net Cash Flow $6,685,665 $9,305,310 $43,483
       
Occupancy 74.3%(8) 95.6%(9)  
NOI DSCR(10) 0.90x 1.26x  
NCF DSCR(10) 0.90x 1.25x  
NOI Debt Yield(10) 5.8% 8.1%  
NCF Debt Yield(10) 5.8% 8.1%  

 

(1)Historical periods prior to T-3 4/2025 Ann. are not available as the 931 Carroll Street Property was recently constructed in 2024.
(2)U/W is inclusive of rent attributable to the 55 affordable units and the one commercial unit that were not leased as of origination of the 931 Carroll Street Whole Loan. Such units are master leased to an affiliate of the borrower pursuant to the 931 Carroll Master Lease. Underwritten rent for the commercial unit is based on the 931 Carroll Master Lease and underwritten rents for the 55 affordable units (the Potential Rents From Vacant Space of $1,270,704) are based on the appraisal's market rent conclusions for 40%, 60% and 100% of area median income units. The rents payable for the affordable units under the 931 Carroll Master Lease are based on the legal regulated rents under the Declaration, and equal $1,058,280 annually.
(3)UW Per Unit is based is based on 214 multifamily units at the 931 Carroll Street Property except in relation to the “-commercial” fields which are based on 862 square feet of commercial space at the 931 Carroll Street Property.
(4)Other Income - Residential includes parking, bicycle parking, amenity fees, hot water reimbursement, laundry income, pet fees and storage income.
(5)The commercial space at the 931 Carroll Street Property has not yet been leased. Commercial income was underwritten at $80 per square foot (the rent under the 931 Carroll Master Lease) less 5.0% Vacancy/Credit Loss.
(6)Real Estate Taxes were underwritten assuming the applied for 421-a exemption has been obtained, and equal the five year average of the appraisal’s estimated abated tax expense for the multifamily component of approximately $7,317 plus the estimated 2025 tax expense for the unabated garage portion of the 931 Carroll Street Property of approximately $18,231. The appraisal’s estimated full tax liability for the 2025/2026 tax year is $2,469,514.
(7)Other Operating Expenses represents contract services, repairs and maintenance, utilities, and general and administrative expenses.
(8)The 931 Carroll Street Property was 74.3% occupied as of April 24, 2025.
(9)Represents Economic Occupancy.
(10)Based on the 931 Carroll Street Whole Loan.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 17 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

Escrows. At origination, the borrower deposited into escrow (i) approximately $4,105 for real estate taxes, (ii) approximately $35,580 for insurance premiums, (iii) $1,600,000 for Section 421-a reserve funds, and (iv) $15,000,000 for a holdback reserve.

 

Real Estate Taxes – On a monthly basis, the borrower is required to escrow 1/12th of the annual estimated tax payments, which currently equates to approximately $1,368. Except with respect to the borrower’s obligation to fund or cause the guarantor to fund the Section 421-a reserve account, any deposit for taxes required to be made by the borrower is required to be calculated based on abated taxes as if the Section 421-a benefits have been implemented.

 

Insurance – On a monthly basis, the borrower is required to escrow 1/12th of the amount which will be sufficient to pay the insurance premiums due for the renewal of coverage afforded by the insurance policies, which currently equates to approximately $17,790.

 

Replacement Reserve – On a monthly basis, the borrower is required to escrow approximately $4,458 for replacement reserves.

 

Leasing Reserve – On a monthly basis, the borrower is required to escrow approximately $144 for tenant improvements and leasing commissions.

 

Section 421-a Reserve – If at any time the lender or servicer reasonably determines that amounts on deposit in the Section 421-a reserve account will be insufficient to pay all anticipated taxes for the following 12 month period based on the most recent assessed value of the 931 Carroll Street Property, the borrower is required to make a true up payment into the Section 421-a reserve account in an amount which will be sufficient to make up such insufficiency, as reasonably determined by the lender.

 

Holdback Reserve –At the borrower’s request (delivered no more than once per calendar quarter) the lender is required to calculate the Holdback Debt Yield (as defined below) to determine if the Holdback Reserve Funds Release Conditions (as defined below) have been satisfied, and to release funds in the holdback reserve to the borrower (or if a Trigger Period (as defined below) then exists, to the cash management account) to the extent such conditions have been satisfied with respect to such funds. “Holdback Reserve Funds Release Conditions” means that as of the date the lender calculates the Holdback Debt Yield, (i) no event of default is continuing under the 931 Carroll Street Whole Loan and (ii) the lender has received evidence, in form and substance reasonably satisfactory to it, that the Holdback Debt Yield equals or exceeds 8.0%. The “Holdback Debt Yield” means a ratio conveyed as a percentage in which: (i) the numerator is the underwritable cash flow of the 931 Carroll Street Property, determined as set forth in the loan documents, and (ii) the denominator is the then outstanding principal balance of the 931 Carroll Street Whole Loan, less any holdback reserve funds that will remain on deposit after giving effect to the applicable disbursement for which the Holdback Debt Yield is being calculated. Underwritable cash flow under the loan documents generally equals gross rents plus operating income (which excludes rents) less operating expenses, each as calculated pursuant to the loan documents, and for purposes of calculation of the Holdback Debt Yield will exclude rental income under the 931 Carroll Master Lease. During the 12-month period immediately succeeding the origination date, the operating income and operating expenses components of underwritable cash flow will be calculated based on a trailing one-month basis (annualized).

 

Lockbox and Cash Management. The 931 Carroll Street Whole Loan is structured with a springing lockbox and springing cash management. Within 15 days of the first occurrence of a Trigger Period, provided that the lender, in its sole but reasonable discretion, may extend such deadline for so long as the borrower is diligently pursuing completion of the same, the borrower is required to establish a lockbox account for the benefit of the lender, into which all rents and other revenue from the 931 Carroll Street Property are required to be deposited by the borrower or property manager, as applicable. On one occasion during the term of the 931 Carroll Street Whole Loan, the borrower may request that the lockbox account be deactivated and/or closed, provided however that upon the next occurrence of any Trigger Period, the lockbox provisions of the 931 Carroll Street Whole Loan documents will be reinstated and in full force and effect. Within five days after the first occurrence of a Trigger Period, the borrower is required to deliver notices to all tenants directing them to remit all rents or other payments into the lender-controlled lockbox account. Upon and after the first occurrence of a Trigger Period, the borrower is required to (or cause the property manager to) immediately deposit all revenue derived from the 931 Carroll Street Property and received by the borrower or property manager into the lender-controlled lockbox account. Funds in the lockbox account will be transferred on each business day to or at the direction of the borrower, unless a Trigger Period exists and the lender elects (in its sole discretion), to deliver a restricted account notice, in which case all funds in the lockbox account are required to be transferred to a lender-controlled cash management account on each business day and disbursed in accordance with the 931 Carroll Street Whole Loan documents. Also, during a Trigger Period, all excess cash is required to be collected by the lender and held as additional security for the 931 Carroll Street Whole Loan. Upon the cure of all Trigger Periods, so long as no event of default exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrower. Upon an event of default under the 931 Carroll Street Whole Loan documents, the lender may apply funds to the debt in such priority as it may determine.

 

A “Trigger Period” means a period (A) commencing upon the earliest of (i) the occurrence and continuance of an event of default, and (ii) the debt service coverage ratio being less than 1.10x ; and (B) expiring upon (y) with regard to any Trigger Period commenced in connection with clause (i) above, the cure (if applicable) of such event of default, and (z) with regard to any Trigger Period commenced in connection with clause (ii) above, the date that the debt service coverage ratio is equal to or greater than 1.15x for two consecutive calendar quarters.

 

Property Management. The 931 Carroll Street Property is self-managed by the borrower. The 931 Carroll Street Whole Loan permits the borrower to engage a property manager with the consent of the lender.

 

Release of Collateral. Not permitted.

 

Real Estate Substitution. Not permitted.

 

Subordinate Debt. None.

 

Mezzanine Loan and Preferred Equity. Not permitted.

 

Letter of Credit. The 931 Carroll Street Whole Loan documents permit the borrower to deposit a letter of credit in place of the initial deposit to the Section 421-a reserve account and/or the holdback reserve account.

 

Right of First Offer/Right of First Refusal. None.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 18 

 

Multifamily – High Rise Loan #1 Cut-off Date Balance:   $50,000,000
931 Carroll Street 931 Carroll Street Cut-off Date LTV:   70.6%
Brooklyn, NY 11225   UW NCF DSCR:   1.25x
    UW NOI Debt Yield:   8.1%

Ground Lease. None.

 

Terrorism Insurance. The borrower is required to obtain and maintain property insurance in an amount equal to the full replacement cost of the 931 Carroll Street Property and business interruption insurance for 18 months plus an extended period of indemnity of up to six months. Such insurance is required to include terrorism insurance coverage. For so long as the Terrorism Risk Insurance Act of 2002, as extended and modified by the Terrorism Risk Insurance Program Reauthorization Act of 2015 (“TRIPRA”) is in effect (including any extensions thereof or if another federal governmental program is in effect relating to “acts of terrorism” which provides substantially similar protections as TRIPRA), the lender is required to accept terrorism insurance which insures against “covered acts” as defined by TRIPRA (or such other program) but only in the event that TRIPRA (or such other program) continues to cover both domestic and foreign acts of terrorism. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the Preliminary Prospectus.

 

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 19 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 20 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 21 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 22 

 

Mortgage Loan No. 2 – Treasure Valley Marketplace

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: LMF   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Nampa, ID 83687
Original Balance: $47,575,000   General Property Type: Retail
Cut-off Date Balance: $47,575,000   Detailed Property Type: Anchored
% of Initial Pool Balance: 8.2%   Title Vesting: Fee
Loan Purpose: Acquisition   Year Built/Renovated: 2006-2018/NAP
Borrower Sponsor(1): Ball Ventures, LLC   Size: 297,306 SF
Guarantor(1): BV Lending, LLC   Cut-off Date Balance PSF: $160
Mortgage Rate: 7.1100%   Maturity Date Balance PSF: $160
Note Date: 3/12/2025   Property Manager: BV Property Management, LLC (borrower affiliated)
Maturity Date: 4/6/2030      
Term to Maturity: 60 months      
Amortization Term: 0 months   Underwriting and Financial Information
IO Period: 60 months   UW NOI: $5,066,660
Seasoning: 1 month   UW NCF: $4,733,677
Prepayment Provisions: L(25),D(31),O(4)   UW NOI Debt Yield: 10.6%
Lockbox/Cash Mgmt Status: Springing/Springing   UW NCF Debt Yield: 9.9%
Additional Debt Type: NAP   UW NOI Debt Yield at Maturity: 10.6%
Additional Debt Balance: NAP   UW NCF DSCR: 1.38x
Future Debt Permitted (Type): No (NAP)   Most Recent NOI: $4,712,345 (1/31/2025 TTM)
      2nd Most Recent NOI: $4,625,396 (12/31/2024)
Reserves(2)   3rd Most Recent NOI: $4,274,409 (12/31/2023)
Type Initial Monthly Cap   Most Recent Occupancy: 96.3% (3/1/2025)
RE Taxes: $267,226 $42,417 NAP   2nd Most Recent Occupancy: 87.8% (12/31/2024)
Insurance: $31,958 $6,087 NAP   3rd Most Recent Occupancy: 78.2% (12/31/2023)
Replacement Reserve: $0 $4,955 $223,635   Appraised Value (as of): $70,000,000 (11/13/2024)
TI/LC Reserve: $0 $22,793 $1,000,000   Appraised Value PSF: $235
Roof Replacement Reserve: $675,000 $0 NAP   Cut-off Date LTV Ratio: 68.0%
Outstanding TI/LC Obligation Reserve: $337,276 $0 NAP   Maturity Date LTV Ratio: 68.0%
Free Rent Reserve $28,161 $0 NAP      
Immediate Repair Reserve: $27,500 $0 NAP      
               

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Loan Amount: $47,575,000 68.2%   Purchase Price: $67,100,000 96.2%
Sponsor Equity: $22,201,404 31.8%   Upfront Reserves:                    $1,367,119 2.0%
        Closing Costs:                    $1,309,284 1.9%
             
Total Sources: $69,776,404 100.0%   Total Uses: $69,776,404 100.0%
(1)See “The Borrower and the Borrower Sponsor” section below for further discussion of the borrower sponsor and the guarantors.
(2)See “Escrows and Reserves” section below for further discussion of reserve requirements.

 

The Mortgage Loan. The second largest mortgage loan (the “Treasure Valley Marketplace Mortgage Loan”) is evidenced by a promissory note in the original principal amount of $47,575,000 and secured by the borrower’s fee interest in a 297,306 SF anchored retail property located in Nampa, Idaho (the “Treasure Valley Marketplace Property”).

The Borrower and the Borrower Sponsor. The borrower for the Treasure Valley Marketplace Mortgage Loan is TVM CenterCal Owner, LLC, a Delaware limited liability company and a bankruptcy remote single purpose entity with one independent director. The borrower is owned by BVZ TVM Investors, LLC (“BVZ”) (95.5%) and the Bruning Family Trust U/D/T October 30, 2007 (the “Bruning Trust”) (4.5%). Prior to the origination of the Treasure Valley Marketplace Mortgage Loan, the borrower was wholly owned by TVM CenterCal, LLC, which is wholly owned by CenterCal LLC, which is owned by CalSTRs (99.36%) and CenterCal Associates LLC (0.64%). CenterCal Associates LLC was owned by the Bruning Trust (50.0%) and the Wardy Family Trust U/D/T December 13, 2007 (50.0%). For tax purposes, on the origination date, the borrower completed a corporate restructuring, and immediately after the funding of the Treasure Valley Marketplace Mortgage Loan, BVZ acquired 94.9% of the equity interests in the borrower, and the Bruning Trust retained the remaining 5.1%.

The borrower sponsor is Ball Ventures, LLC and the non-recourse carveout guarantor is BV Lending, LLC, which is owned 100% by Ball Ventures, LLC. In addition to the non-recourse carveout guaranty and environmental indemnification provided by the Guarantor (as defined below), at the request of Mr. Fred Bruning, a trustee of the Bruning Trust, in order to help alleviate certain tax issues relating to a negative basis in the Treasure Valley Marketplace Property, the Bruning Guarantor (as defined below) provided a full payment guaranty of the Treasure Valley Marketplace Mortgage Loan (the “Bruning Trust Guaranty”); however, the Bruning Trust is a revocable trust, there are no net worth or liquidity requirements in the Bruning Trust Guaranty and no

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 23 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

reliance was placed on the Bruning Trust Guaranty by the Mortgage Loan Seller in connection with the underwriting of the Treasure Valley Marketplace Mortgage Loan.

Guarantor” means BV Lending, LLC which is the non-recourse guarantor.

Bruning Guarantor” means the Bruning Trust which is the full payment guarantor.

Ball Ventures, LLC is an Idaho Falls-based privately held company focusing on commercial real estate investment and development, which owns and manages commercial real estate across the country and is led by an internal team of skilled real estate professionals. Ball Ventures, LLC has also formed strategic partnerships to create a diversified portfolio in real estate, real estate capital, hospitality, energy, healthcare, and automotive. Additionally, Ball Ventures, LLC has a more traditional private equity platform investing in various industries including manufacturing, infrastructure, logistics, SAAS, food service, and real estate.

The Property. The Treasure Valley Marketplace Property is a 297,306 SF anchored retail center located in Nampa, Idaho situated along North Marketplace Boulevard. The Treasure Valley Marketplace Property consists of 10 buildings on a 33.86 acre site, with onsite surface parking for 1,514 vehicles (5.09 per 1,000 SF). Two of the buildings at the Treasure Valley Marketplace Property are ground leased to The Habit Burger Grill totaling 3,033 SF and Olive Garden totaling 7,500 SF, respectively.

The Treasure Valley Marketplace Property was originally constructed between 2006 and 2018 and is anchored by Sofa Mart, Best Buy, Ashley Furniture, HomeGoods and Michaels, which collectively occupy 52.4% of the net rentable area. In addition to the anchor tenants, the Treasure Valley Marketplace Property’s junior anchor tenants include Petco, Old Navy, Ulta Beauty, Buckle and Famous Footwear, which collectively occupy 18.1% of the net rentable area. The Treasure Valley Marketplace Property is shadow anchored by Target, Costco (including a Costco gas station) and Kohl’s, all of which are not part of the collateral. There are several other non-collateral buildings within the Treasure Valley Marketplace Property retail development, including Sonic, In-N-Out Burger, Banner Bank, CapEd Credit Union, BioLife Plasma Services, Idaho State Liquor Store and Mattress Firm, amongst others. 

As of March 1, 2025, the Treasure Valley Marketplace Property was 96.3% leased to 42 tenants. The Treasure Valley Marketplace Property serves as a super-regional destination, drawing customers from the Boise MSA as well as eastern Oregon. The Treasure Valley Marketplace Property benefits from superior visibility, with over 80,000 vehicular impressions daily, and a strong and diverse tenant roster with tenants including Best Buy, Ulta, HomeGoods, Old Navy and Petco. 

Major Tenants.

Sofa Mart (52,203 SF; 17.6% of NRA; 9.0% of UW Rent). Sofa Mart is a subsidiary of Furniture Row USA, LLC. Furniture Row USA, LLC is a family-owned company that offers high-quality, affordable home furniture. Furniture Row USA, LLC is comprised of four specialized home furnishings and bedding retailers, which include Sofa Mart (now also known as Furniture Row Living), Oak Express (now also known as Furniture Row Dining), Bedroom Expressions (now also known as Furniture Row Bedroom) and Denver Mattress. Sofa Mart has operated at the Treasure Valley Marketplace Property since 2024 and has a lease expiring in July 2034, with three five-year lease renewal options remaining. Sofa Mart’s current base rent is $8.75 per SF on a NNN basis, and increases to $8.92 per SF on August 1, 2025. Sofa Mart’s lease does not contain any termination options or co-tenancy provisions.

Best Buy (30,038 SF; 10.1% of NRA; 8.4% of UW Rent). Best Buy (Moody’s: A3/S&P: BBB+) is a multinational consumer electronics retailer that sells products and services in-store, online, and in homes. Best Buy has over 1,000 retail stores in North America. The company provides its customers with a unique mix of advice, products and services in its stores, online, and at home. Its expert associates advise customers on its curated assortment of the latest, name-brand technology, while its highly trained services teams help with designs, consultations, delivery, installation, tech support and repair. Best Buy has operated at the Treasure Valley Marketplace Property since 2007 and has a lease expiring in March 2028, with two five-year lease renewal options remaining. Best Buy’s current base rent is $14.50 per SF on a NNN basis and increases to $15.50 per SF on October 1, 2026. Best Buy may terminate its lease with 90 days’ notice if the following parking ratios are not met: (a) 4.5 spaces per 1,000 SF of building retail area, excluding restaurants, entertainment facilities, health clubs and grocery stores; and (b) 10 spaces per 1,000 SF of building area for full-service restaurants. Best Buy’s lease does not contain any co-tenancy provisions. At the end of fiscal year 2024, Best Buy had more than 85,000 employees and 1,000 stores throughout North America and generated approximately $43.4 billion of revenue.

Ashley Furniture (28,000 SF; 9.4% of NRA; 6.5% of UW Rent). Ashley Furniture is part of the Ashley Companies, which include Ashley Furniture Industries, Ashley Distribution Services and Ashley Global Retail. The Ashley Companies employ more than 35,000 individuals and boast more than 30 million SF of facility space throughout 155 countries. Ashley Furniture Industries supplies furniture to more than 20,000 storefronts across 155 countries. Ashley Furniture has operated at the Treasure Valley Marketplace Property since 2022 and has a lease expiring in August 2027, with two five-year lease renewal options remaining. Ashley Furniture’s current base rent is $12.00 per SF on a fixed CAM, Net RET & Insurance basis and remains flat throughout the lease term. The Ashley Furniture lease does not contain any termination options or co-tenancy provisions. Ashley Furniture reported store sales of $4.97 million is 2023.

 

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 24 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

The following table presents certain information relating to the tenancy at the Treasure Valley Marketplace Property:

Tenant Summary(1)
Tenant Name

Credit Rating (Fitch/Moody's/

S&P)(2)

Tenant SF Approx. % of SF Annual UW Rent(3) % of Total Annual UW Rent Annual UW Rent PSF(3) Lease Expiration Renewal Options Termination Option (Y/N)
Anchor Tenants                  
Sofa Mart NR/NR/NR 52,203 17.6% $465,912 9.0% $8.92 7/31/2034 3 x 5 years N
Best Buy NR/A3/BBB+ 30,038 10.1% $435,551 8.4% $14.50 3/31/2028 2 x 5 years    Y(4)
Ashley Furniture NR/NR/NR 28,000 9.4% $336,000 6.5% $12.00 8/31/2027 2 x 5 years N
HomeGoods(5) NR/A2/A 23,994 8.1% $275,931 5.3% $11.50 5/31/2032 4 x 5 years N
Michaels(6) NR/NR/NR 21,510 7.2% $365,670 7.1% $17.00 2/28/2027 2 x 5 years    Y(7)
Anchor Tenant Subtotal/Wtd. Avg.   155,745 52.4% $1,879,064 36.3% $12.07      
Junior Anchor Tenants                  
Petco(8) NR/B3/B 17,567 5.9% $421,608 8.1% $24.00 11/30/2030 None    Y(9)
Old Navy(10) NR/B1/BB 12,450 4.2% $217,875 4.2% $17.50 1/31/2029 None N
Ulta Beauty(11) NR/NR/NR 10,119 3.4% $177,083 3.4% $17.50 2/28/2027 2 x 5 years     Y(12)
Buckle(13) NR/NR/NR 6,989 2.4% $152,252 2.9% $21.78 1/31/2034 1 x 5 years     Y(14)
Famous Footwear(15) BB+/NR/BB 6,553 2.2% $143,950 2.8% $21.97 2/28/2027 None N
Junior Anchor Tenant Subtotal/Wtd. Avg.   53,678 18.1% $1,112,768 21.5% $20.73      
Non-Major Tenants   76,883 25.9% $2,186,140 42.2% $28.43      
Occupied Collateral Subtotal/Wtd. Avg.   286,306 96.3% $5,177,971 100.0% $18.09      
Vacant Space   11,000 3.7%            
Total/Wtd. Avg.   297,306 100.0%            
(1)Based on the underwritten rent roll dated March 1, 2025 with rent steps totaling $85,475 through March 2026 and excludes any gross up of vacant space.
(2)Credit Ratings are those of the parent company, whether or not the parent company guarantees the lease.
(3)Annual UW Rent and Annual UW Rent PSF include contractual rent steps through March 2026 totaling $85,475.
(4)Best Buy may terminate its lease with 90 days’ notice if the following parking ratios are not met: (a) 4.5 spaces per 1,000 SF of building retail area, excluding restaurants, entertainment facilities, health clubs and grocery stores; and (b) 10 spaces per 1,000 SF of building area for full-service restaurants.
(5)The HomeGoods lease provides that the “Ongoing Inducement Condition” will be satisfied if (i) one of Target, Costco or a grocer occupying at least 80% of the Sofa Mart space, (ii) three of Best Buy, Michaels, Petco and Old Navy, and (iii) retail stores collectively comprising more than 65% of the Treasure Valley Marketplace Property (excluding the HomeGoods premises from the calculation) are open for business, each for not less than 40 hours per week. If the Ongoing Inducement Condition is not satisfied for more than 545 days, HomeGoods may terminate its lease.
(6)The Michaels lease provides that a co-tenancy violation will occur if less than 90% of the space occupied by Target, Costco, Ashley Furniture, Old Navy and Petco is open for business by an anchor tenant for 90 days. If the co-tenancy violation continues for a period of twelve months, Michaels may terminate its lease by giving 60 days written notice.
(7)Michaels may terminate its lease if the borrower leases space at the Treasure Valley Marketplace Property to any craft store, selling arts and crafts and such violation continues for 90 days.
(8)The Petco lease provides that a co-tenancy violation will occur if Costco, or its replacement is no longer open for business for 60 days. If the co-tenancy violation continues for a period of 18 months, Petco may terminate its lease by providing notice within the 18-month period.
(9)The Petco lease provides that Petco may terminate its lease if the borrower leases to a tenant which utilizes 10% or more of its leased area or 500 SF, whichever is less, for the sale of pet food and supplies, fish, birds, small animals, reptiles, grooming, training or veterinary services and such violation continues for more than 18 months.
(10)The Old Navy lease provides that a co-tenancy violation will occur if less than 75% of the Treasure Valley Marketplace Property (excluding Old Navy’s premises) is open for business. If the co-tenancy violation continues for a period of twelve months, Old Navy may terminate its lease by giving 90 days written notice.
(11)The Ulta Beauty lease provides that a co-tenancy violation will occur if Best Buy, or its replacement tenant is not open for business for 120 days. If the co-tenancy violation continues for a period of twelve months, Ulta Beauty may terminate its lease by giving 60 days written notice.
(12)Ulta Beauty may terminate its lease after 180 days of violation of any prohibited uses in any portion within the shopping center such as nuisance, use causing unreasonably loud noises or offensive odors, use that produces unreasonable noise and/or vibrations that can be heard and/or felt in the common areas and/or premises, manufacturing facility, service station or any facility storing or selling gasoline or diesel fuel in or from tanks, used clothing or thrift store or liquidation outlets, among others.
(13)The Buckle lease provides that a co-tenancy violation will occur if less than 70% of the Treasure Valley Marketplace Property (excluding the Buckle’s premises) is open for business for 180 days. If the co-tenancy violation continues for a period of twelve months, Buckle may terminate its lease by giving 30 days written notice.
(14)Buckle may terminate its lease if its gross sales for fiscal year end October 31, 2029 are less than $1.5 million.
(15)The Famous Footwear lease provides that a co-tenancy violation will occur if (i) Target, or its replacement, or (ii) two other retailers of at least 14,000 SF located between Target and Costco, or their replacements, are not open for business. If the co-tenancy violation continues for a period of twelve months, Famous Footwear may terminate its lease by giving 30 days written notice.

The following table presents a summary of sales and occupancy costs for certain major tenants at the Treasure Valley Marketplace Property:

Tenant Sales(1)(2)
  2022 Sales 2022 Sales (PSF) 2023 Sales 2023 Sales (PSF) 2024 Sales 2024 Sales (PSF) Occupancy Cost
Ashley Furniture $2,193,686 $78 $4,978,195 $178 N/A N/A N/A
Michaels $3,849,506 $179 $3,434,278 $160 N/A N/A N/A
Old Navy $3,560,906 $286 $3,689,911 $296 $3,609,032 $290 7.8%
Buckle N/A N/A $1,313,571 $188 $2,574,502 $368 8.5%
Famous Footwear $2,843,607 $434 $3,053,361 $466 $3,103,621 $474 5.6%
Inline Tenants(3)   $369   $409   $436 9.3%
(1)Information obtained from the borrower sponsor, shown as of December 31 of each respective year.
(2)Tenants shown in the Tenant Sales table above are the major tenants at the Treasure Valley Marketplace Property that report sales data.
(3)Inline Tenants includes the average Sales (PSF) and Occupancy Cost for all inline tenants at the Treasure Valley Marketplace Property excluding tenants that were underwritten as vacant and tenants on ground leased parcels.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 25 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

The following table presents certain information relating to the lease rollover schedule at the Treasure Valley Marketplace Property:

Lease Rollover Schedule(1)(2)
Year # of Leases Rolling SF Rolling Approx. % of Total SF Rolling Approx. Cumulative % of SF Rolling Total UW Rent Rolling Approx. % of Total Rent Rolling Approx. Cumulative % of Total Rent Rolling UW Rent PSF Rolling
MTM/2025 3 5,889 2.0% 2.0% $132,224 2.6% 2.6% $22.45
2026 3 5,639 1.9% 3.9% $154,928 3.0% 5.5% $27.47
2027 12 86,679 29.2% 33.0% $1,532,468 29.6% 35.1% $17.68
2028 6 42,428 14.3% 47.3% $816,947 15.8% 50.9% $19.25
2029 5 24,502 8.2% 55.5% $579,717 11.2% 62.1% $23.66
2030 5 25,853 8.7% 64.2% $671,143 13.0% 75.1% $25.96
2031 3 5,905 2.0% 66.2% $190,722 3.7% 78.8% $32.30
2032 2 26,324 8.9% 75.1% $345,164 6.7% 85.4% $13.11
2033 1 1,200 0.4% 75.5% $34,272 0.7% 86.1% $28.56
2034 3 61,887 20.8% 96.3% $720,386 13.9% 100.0% $11.64
2035 0 0 0.0% 96.3% $0 0.0% 100.0% $0.00
2036 & Thereafter 0 0 0.0% 96.3% $0 0.0% 100.0% $0.00
Vacant 0 11,000 3.7% 100.0% $0 0.0% 100.0% $0.00
Total/Wtd. Avg. 43 297,306 100.0%   $5,177,971 100.0%   $18.09(3)
(1)Based on the underwritten rent roll dated March 1, 2025 and includes rent steps through March 2026 totaling $85,475.
(2)Certain tenants may have lease termination options that were not taken into account in the Lease Rollover Schedule.
(3)Wtd. Avg. UW Rent PSF Rolling excludes vacant space.

 

The Market. The Treasure Valley Marketplace Property is located in Nampa, Idaho. The Treasure Valley Marketplace Property is situated approximately 21 miles west south of Boise, Idaho. Major transportation arterials within the proximity to the Treasure Valley Marketplace Property include Interstate 84, which traverses southeast from Sand Hollow to Nampa, and State Road 55, which traverses from High Valley southwest to Nampa. Major employers in the area include Nampa School District, St. Alphonsus Health System Inc, Plexus Corporation, Wal-Mart and College of Western Idaho.

According to the appraisal, the estimated 2024 population within a one-, three- and five-mile radius was approximately 1,943, 61,052 and 157,753, respectively, and the average household income within the same radii was $91,756, $84,189 and $86,152, respectively.

According to the appraisal, the Treasure Valley Marketplace Property is located within the Nampa retail submarket within the Boise MSA market in Nampa, Idaho. The submarket reported total inventory of approximately 8.5 million SF and as of the third quarter of 2024 reported a 5.8% vacancy rate and average asking rent of $16.85 PSF. 

The appraiser concluded to market rents for the Treasure Valley Marketplace Property ranging from $8.75 per SF to $14.00 per SF for the anchor tenants, $16.00 per SF to $20.00 per SF for junior anchor tenants, $24.00 per SF to $38.00 per SF for inline tenants and $20.00 per SF to $40.00 per SF for pad tenants (see tables below).

The following table presents certain information relating to the appraisal’s market rent conclusion for anchor and junior anchor tenants at the Treasure Valley Marketplace Property:

Market Rent Summary
  Anchor - $14 Anchor - $8.75 Jr. Anchor- $20 Jr. Anchor - $16
Market Rent (PSF) $14.00 $8.75 $20.00 $16.00
Lease Term (Years) 10 10 10 10
Lease Type (Reimbursement) Net Net Net Net
Tenant Improvements New (PSF) NAP NAP NAP NAP
Rent Increase Projection 10% in Year 6 10% in Year 6 10% in Year 6 10% in Year 6
Source: Appraisal.

 

 

 

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 26 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

The following table presents certain information relating to the appraisal’s market rent conclusion for inline and pad tenants at the Treasure Valley Marketplace Property:

  Market Rent Summary
  Inline - $38 Inline - $36 Inline - $32 Inline - $30 Inline $24 Pad $40 Pad $20
Market Rent (PSF) $38.00 $36.00 $32.00 $30.00 $24.00 $40.00 $20.00
Lease Term (Years) 10 10 5 5 5 10 10
Lease Type (Reimbursement) Net Net Net Net Net Net Net
Tenant Improvements New (PSF) NAP NAP NAP NAP NAP NAP NAP
Rent Increase Projection 3% / Year 3% / Year 3% / Year 3% / Year 3% / Year 10% in Year 6 10% in Year 6

Source: Appraisal.

 

Appraisal. The appraisal concluded to an “as-is” value for the Treasure Valley Marketplace Property of $70,000,000 as of November 13, 2024.

Environmental Matters. According to the Phase I environmental site assessment dated July 30, 2024, there was no evidence of any recognized environmental conditions at the Treasure Valley Marketplace Property.

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 27 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Treasure Valley Marketplace Property:

Cash Flow Analysis
  2022   2023   2024 UW UW PSF
Base Rent $4,068,430   $4,568,830   $4,961,279 $5,092,497    $17.13
Grossed Up Vacant Space

$0

 

$0

 

$0

$251,456

$0.85

Gross Potential Rent $4,068,430   $4,568,830   $4,961,279 $5,343,952     $17.97
           
Other Income(1) $23,895   $27,592   $22,480 $18,995       $0.06
Percentage Rent(2) $0   $51,684   $57,591 $47,762 $0.16
Straight Line Rent(3) $0   $0   $0 $15,448 $0.05
Rent Steps(4) $0   $0   $0 $85,475 $0.29
Total Recoveries

$947,894

 

$1,126,173

 

$1,185,131

$1,488,735

$5.01

Net Rental Income $5,040,219   $5,774,279   $6,226,481 $7,000,366 $23.55
(Vacancy & Credit Loss)(5) $0   $0   $0 ($349,069) ($1.17)
Effective Gross Income $5,040,219   $5,774,279   $6,226,481 $6,651,298 $22.37
           
Real Estate Taxes $491,946   $520,253   $511,294 $509,001 $1.71
Insurance $55,291   $52,045   $75,915 $73,046 $0.25
Management Fee $157,100   $173,975   $182,182 $199,539 $0.67
Other Operating Expenses

$794,558

 

$753,596

 

$831,695

$803,052

$2.70

Total Operating Expenses $1,498,895   $1,499,870   $1,601,085 $1,584,638 $5.33
           
Net Operating Income $3,541,325   $4,274,409   $4,625,396 $5,066,660 $17.04
Replacement Reserves(6) $0   $0   $0 $59,461 $0.20
TI/LC(7)

$0

 

$0

 

$0

$273,522

$0.92

Net Cash Flow $3,541,325   $4,274,409   $4,625,396     $4,733,677 $15.92
           
Occupancy % 66.9 % 78.2 %                  87.8%               95.0%  
NOI DSCR 1.03x   1.25x   1.35x 1.48x  
NCF DSCR 1.03x   1.25x   1.35x 1.38x  
NOI Debt Yield 7.4%   9.0%   9.7% 10.6%  
NCF Debt Yield 7.4%   9.0%   9.7% 9.9%  
(1)Other Income was underwritten to the trailing twelve-month actual adjusting rent of the Dutch Brothers Pylon to $500 per month per the lease terms. Other Income has historically included storage income, Pylon income, and a variety of fees and other income.
(2)Percentage Rent was underwritten for Sushi Sushi ($41,285) and Five Guys ($6,477) based on the respective 2024 sales and percentage rent breakpoints per tenant leases.
(3)Best Buy Straight Line Rent through lease expiration on March 31, 2028.
(4)Rent Steps underwritten through March 2026.
(5)The underwritten economic vacancy is 5.0%. The Treasure Valley Marketplace Property was 96.3% physically occupied as of March 1, 2025.
(6)Replacement Reserves underwritten to $0.20 per SF, which is based on the concluded replacement reserves by the property condition report over a 7-year period, net of the $675,000 upfront roof reserve.
(7)Tenant Improvements and Leasing Commissions were underwritten to $0.46 per SF each, respectively.

 

 

 

 

 

 

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 28 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

Escrows and Reserves.

RE Taxes – The Treasure Valley Marketplace Mortgage Loan documents require an upfront deposit of $267,226 and ongoing monthly deposits of $42,417 for real estate taxes.

Insurance – The Treasure Valley Marketplace Mortgage Loan documents require an upfront deposit of $31,958 and ongoing monthly deposits of $6,087 for insurance. 

Roof Replacement Reserve – The Treasure Valley Marketplace Mortgage Loan documents require an upfront deposit of $675,000 for roof replacement.

Outstanding TI/LC Reserve – The Treasure Valley Marketplace Mortgage Loan documents require an upfront deposit of $337,276 for outstanding tenant improvements and leasing commissions which includes tenant improvements and leasing commissions totaling $137,276 for Zullee and tenant improvements totaling $200,000 for Petco.

Free Rent Reserve – The Treasure Valley Marketplace Mortgage Loan documents require an upfront deposit of $28,161 for free rent which includes $17,507 for Cricket Wireless covering the months of May through September 2025 and a real estate credit of $10,654 for Olive Garden.

Immediate Repair Reserve – The Treasure Valley Marketplace Mortgage Loan documents require an upfront deposit of $27,500 for immediate repairs.

Replacement Reserve – The Treasure Valley Marketplace Mortgage Loan documents require ongoing monthly replacement reserve deposits of $4,955, provided, however, the borrower is not required to make such deposits at any time that the amount on deposit in such reserve equals or exceeds $223,635.

TI/LC Reserve – The Treasure Valley Marketplace Mortgage Loan documents require ongoing monthly TI/LC reserve deposits of $22,793, provided, however, the borrower is not required to make such deposits at any time that the amount on deposit in such reserve equals or exceeds $1,000,000.

Lockbox and Cash Management. The Treasure Valley Marketplace Mortgage Loan is structured with a springing lockbox and springing cash management. On the first occurrence of a Cash Management Trigger Event (as defined below), the borrower is required to establish a lender-controlled lockbox account, and is thereafter required to deposit, or cause the property manager to immediately deposit, all revenue received by the borrower or the property manager into such lockbox. Within ten business days after the first occurrence of a Cash Management Trigger Event, the borrower is required to deliver a notice to all tenants at the Treasure Valley Marketplace Property directing them to remit rent and all other sums due under the applicable lease directly to the lender-controlled lockbox account. All funds deposited into the lockbox are required to be transferred on each business day to, or at the direction of, the borrower, unless a Cash Management Trigger Event exists and the lender elects (in its sole and absolute discretion) to deliver a restricted account notice to the institution maintaining the lockbox account, in which case all funds in the lockbox account are required to be swept on each business day to a lender-controlled cash management account to be applied and disbursed in accordance with the Treasure Valley Marketplace Mortgage Loan documents. During a Cash Sweep Event (as defined below), any excess cash flow remaining after satisfaction of the payment priorities outlined in the Treasure Valley Marketplace Mortgage Loan documents is required to be swept to an excess cash flow subaccount to be held as additional collateral for the Treasure Valley Marketplace Mortgage Loan.

A “Cash Management Trigger Event” will commence upon the earliest of the following:

(i)the occurrence of an event of default; or
(ii)without waiving any event of default or the assessment of late charges arising therefrom, borrower’s second failure in any consecutive twelve-month period to pay a monthly debt service amount on a payment date; or
(iii)the bankruptcy of the borrower; or
(iv)bankruptcy of the Guarantor, provided, however in the event of a bankruptcy action of Bruning Guarantor, such bankruptcy action will only trigger a Cash Management Trigger Event if the lender, in its sole but reasonable judgment, concludes that such bankruptcy action of the Bruning Guarantor is reasonably likely to result in a material adverse effect, other than a material adverse effect that would be limited to affecting the Bruning Guarantor only, and not the Treasure Valley Marketplace Mortgage Loan, the Treasure Valley Marketplace Mortgage Loan documents (including the perfection and priority of any lien created under any Treasure Valley Marketplace Mortgage Loan document), the borrower, any other guarantor, any SPC Party (as defined below) or the Treasure Valley Marketplace Property; or
(v)bankruptcy of the property manager; or
(vi)the occurrence of a Cash Management DSCR Trigger Event (as defined below); or
(vii)the occurrence of a Critical Tenant Trigger Event (as defined below).

A Cash Management Trigger Event will end upon the occurrence of the following:

(i)with regard to clause (i) above, upon the cure of the related event of default; or
(ii)with regard to clause (ii) above, timely payment of monthly debt service on twelve consecutive payment dates; or
(iii)with regard to clause (iii) above, the bankruptcy being discharged, stayed or dismissed within thirty days of such filing; or
(iv)with regard to clause (iv) above, (a) if caused by the Guarantor, the Guarantor’s bankruptcy being discharged, stayed or dismissed within thirty days of such filing, and (b) if caused by the Bruning Guarantor, the Bruning Guarantor’s bankruptcy being discharged, stayed or dismissed; or
(v)with regard to clause (v) above, (a) the borrower replaces the property manager with a new property manager approved by the lender or (b) the property manager’s bankruptcy is discharged, stayed or dismissed within 120 days of such filing; or
(vi)with regard to clause (vi) the Treasure Valley Marketplace Property reaching a debt service coverage ratio of 1.20x for two consecutive calendar quarters or
(vii)with regard to clause (vii) above, the occurrence of a Critical Tenant Trigger Event Cure (as defined below).

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 29 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

A “Cash Sweep Event” will commence upon any of the following:

(i)the occurrence of an event of default; or
(ii)the bankruptcy of the borrower; or
(iii)bankruptcy of the Guarantor, provided, however in the event of a bankruptcy action of Bruning Guarantor, such bankruptcy action will only trigger a Cash Sweep Event if the lender, in its sole but reasonable judgment, concludes that such bankruptcy action of the Bruning Guarantor is reasonably likely to result in a material adverse effect, other than a material adverse effect that would be limited to affecting the Bruning Guarantor only, and not the Treasure Valley Marketplace Mortgage Loan, the Treasure Valley Marketplace Mortgage Loan documents (including the perfection and priority of any lien created under any Treasure Valley Marketplace Mortgage Loan document), the borrower, any other guarantor, any SPC Party or the Treasure Valley Marketplace Property; or
(iv)bankruptcy of the property manager; or
(v)the occurrence of a Cash Sweep DSCR Trigger Event (as defined below); or
(vi)the occurrence of a Critical Tenant Trigger Event.

A Cash Sweep Event will end upon the occurrence of the following:

(viii)with regard to clause (i) above, upon the cure of the related event of default; or
(ix)with regard to clause (ii) above, the bankruptcy being discharged, stayed or dismissed within ninety days of such filing; or
(x)with regard to clause (iii) above, (a) if caused by the Guarantor, the Guarantor’s bankruptcy being discharged, stayed or dismissed within ninety days of such filing, and (b) if caused by the Bruning Guarantor, the Bruning Guarantor’s bankruptcy being discharged, stayed or dismissed; or
(xi)with regard to clause (iv) above, (a) the borrower replaces the property manager with a new property manager approved by the lender or (b) the property manager’s bankruptcy is discharged, stayed or dismissed within 120 days of such filing; or
(xii)with regard to clause (v) the Treasure Valley Marketplace Property reaching a debt service coverage ratio of 1.20x for two consecutive calendar quarters or
(xiii)with regard to clause (vi) above, the occurrence of a Critical Tenant Trigger Event Cure.

SPC Party” means, with respect to any single purpose entity that is a limited liability company, a managing member that is a single purpose entity that owns at least 0.5% of the membership interest of such limited liability company.

A “Cash Management DSCR Trigger Event” means as of any date which occurs on or after May 6, 2026 on which the lender determines that the debt service coverage ratio based on the trailing twelve-month period immediately preceding the date of such determination is less than 1.15x.

A “Cash Sweep DSCR Trigger Event” means as of any date which occurs on or after May 6, 2026 on which the lender determines that the debt service coverage ratio based on the trailing twelve-month period immediately preceding the date of such determination is less than 1.15x. 

A “Critical Tenant Trigger Event” will commence upon the earliest of the following:

(i)the related Critical Tenant (as defined below) gives any written notice of its intention to not extend or renew its lease or to terminate its lease or the applicable Critical Tenant Lease (as defined below) is otherwise terminated; or
(ii)on or prior to 12 months prior to the then applicable expiration date under its lease, the related Critical Tenant fails to give irrevocable notice of its election to renew its lease; or
(iii)on or prior to the date by which the related Critical Tenant is required under its lease to notify the landlord of its election to renew its lease, such Critical Tenant fails to give such notice; or
(iv)an event of default occurs under such Critical Tenant Lease following, to the extent required by such Critical Tenant Lease, written notice of such default and the expiration of any applicable cure period; or
(v)a bankruptcy action of the related Critical Tenant or any guarantor of such Critical Tenant Lease occurs; or
(vi)the related Critical Tenant elects to pay reduced rent (including, without limitation, percentage rent in lieu of fixed rent) pursuant to any right or remedy contained in the applicable Critical Tenant Lease; or
(vii)the related Critical Tenant discontinues its normal business operations at its leased premises (other than a temporary cessation of business operations for permitted renovations or necessary repairs).

 

A Critical Tenant Trigger Event will end upon the occurrence of the following (each a “Critical Tenant Trigger Event Cure”):

 

(i)with regard to clauses (i) (ii) and (iii) above, the date that (1) a Critical Tenant Lease Extension (as defined below) is executed and delivered by the borrower and the related Critical Tenant for all of the related Critical Tenant Space (as defined below) and all tenant improvement costs, leasing commissions and other material costs and expenses related thereto have been satisfied or an amount sufficient to cover any such costs and expenses as reasonably determined by the lender have been deposited into the Critical Tenant TI/LC Account (as defined below), or (2) a Critical Tenant Space Re-tenanting Event (as defined below) has occurred; or
(ii)with regard to clause (iv) above, a cure of the applicable event of default; or
(iii)with regard to clause (v) above, with respect to the bankruptcy of a Critical Tenant, the assumption of the related Critical Tenant Lease in the applicable bankruptcy proceeding, provided that the Critical Tenant is actually paying all rents and other amounts due under its lease, or of a guarantor of a Critical Tenant Lease, and with respect to a bankruptcy of a guarantor of a Critical Tenant Lease, such bankruptcy has been discharged, such guarantor remains obligated to perform its obligations under its guaranty of such Critical Tenant Lease and, in lender’s reasonable judgment, such guarantor’s ability to perform its obligations under such Critical Tenant Lease guaranty has not been materially affected by such bankruptcy; or
(iv)with regard to clause (vi) above, the related Critical Tenant re-commences the payment of full unabated rent; or
(v)with regard to clause (vii) above, the related Critical Tenant re-commences its normal business operations at its leased premises or a Critical Tenant Space Re-tenanting Event has occurred.

A “Critical Tenant” means each of Best Buy, Sofa Mart and any other tenant that later is occupying all or a portion of the space presently leased to a Critical Tenant.

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 30 

 

Retail – Anchored Loan #2 Cut-off Date Balance:   $47,575,000
16365 North Marketplace Boulevard Treasure Valley Marketplace Cut-off Date LTV:   68.0%
Nampa, ID 83687   UW NCF DSCR:   1.38x
    UW NOI Debt Yield:   10.6%

A “Critical Tenant Lease” means the Best Buy lease, Sofa Mart lease, and any lease with another tenant that later is entered into pursuant to which such tenant leases all or a portion of the space presently leased to a Critical Tenant.

A “Critical Tenant Lease Extension” means, with respect to (i) Best Buy, such tenant exercising its 5-year extension right in accordance with its lease and (ii) Sofa Mart, such tenant exercising its 5-year extension right in accordance with its lease. 

A “Critical Tenant Space” means the space demised under a Critical Tenant Lease.

A “Critical Tenant TI/LC Account” means a lender-controlled account into which the borrower is required to deposit all excess cash flow, which amounts will be held by the lender as additional security for the Treasure Valley Marketplace Mortgage Loan in the event of the occurrence of a Critical Tenant Trigger Event.

A “Critical Tenant Space Re-tenanting Event” means the date on which all of the following conditions have been satisfied with respect to a Critical Tenant Lease: (i) the related Critical Tenant Space has been leased to one or more replacement tenants for a term of at least five years and otherwise on terms and conditions reasonably acceptable to the lender, (ii) all tenant improvement costs, leasing commissions and other material costs and expenses relating to the re-letting of the related Critical Tenant Space have been paid in full, and (iii) the replacement tenant(s) are conducting normal business operations at the related Critical Tenant Space. 

Terrorism Insurance. The Treasure Valley Marketplace Mortgage Loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Treasure Valley Marketplace Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a 2-month extended period of indemnity. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the prospectus.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 31 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 32 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 33 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 34 

 

Mortgage Loan No. 3 – 655 Third Avenue

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: CREFI   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: New York, NY 10017
Original Balance(1): $45,000,000   General Property Type: Office
Cut-off Date Balance(1): $45,000,000   Detailed Property Type: CBD
% of Initial Pool Balance: 7.7%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: 1958/2025
Borrower Sponsor: The Durst Organization   Size: 421,851 SF
Guarantor: The Durst Company LLC   Cut-off Date Balance PSF(1): $166
Mortgage Rate: 7.3710%   Maturity Balance PSF(1): $166
Note Date: 4/21/2025   Property Manager: Royal Realty Corp.
Maturity Date: 5/6/2030     (borrower affiliated)
Term to Maturity: 60 months      
Amortization Term: 0 months   Underwriting and Financial Information
IO Period: 60 months   UW NOI(5): $8,721,290
Seasoning: 0 months   UW NCF $8,106,358
Prepayment Provisions(2): YM1(53),O(7)   UW NOI Debt Yield(1): 12.5%
Lockbox/Cash Mgmt Status: Hard/Springing   UW NCF Debt Yield(1): 11.6%
Additional Debt Type(1): Pari Passu   UW NOI Debt Yield at Maturity(1): 12.5%
Additional Debt Balance(1): $25,000,000   UW NCF DSCR(1): 1.55x
Future Debt Permitted (Type)(3): Yes (Mezzanine)   Most Recent NOI(5)(6): $5,574,000 (12/31/2024)
      2nd Most Recent NOI(6): $3,216,654 (12/31/2023)
      3rd Most Recent NOI(6): $7,403,214 (12/31/2022)
Reserves(4)   Most Recent Occupancy(6): 78.5% (3/1/2025)
Type Initial Monthly Cap   2nd Most Recent Occupancy(6): 67.0% (12/31/2023)
RE Taxes: $2,533,560 $506,712 NAP   3rd Most Recent Occupancy(6): 58.0% (12/31/2022)
Insurance: $0 Springing NAP   Appraised Value (as of): $130,000,000 (4/1/2025)
Replacement Reserve: $0 $5,743 $137,829   Appraised Value PSF: $308
TI/LC Reserves: $2,000,000 $35,154 NAP   Cut-off Date LTV Ratio(1): 53.8%
Unfunded Obligations Reserve: $753,019 $0 NAP   Maturity Date LTV Ratio(1): 53.8%
               

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Whole Loan Amount: $70,000,000 100.0%   Loan Payoff: $60,219,183 86.0%
        Upfront Reserves: $5,286,579 7.6%
        Return of Equity: $3,514,147 5.0%
        Closing Costs: $980,091 1.4%
Total Sources: $70,000,000 100.0%   Total Uses: $70,000,000 100.0%

 

(1)The 655 Third Avenue Mortgage Loan (as defined below) is part of a whole loan evidenced by three pari passu promissory notes with an aggregate original principal balance of $70,000,000. The information presented is based on the 655 Third Avenue Whole Loan (as defined below).
(2)Prepayment of the 655 Third Avenue Whole Loan in whole or part, with a prepayment fee of the greater of 1.00% of the amount prepaid and a yield maintenance premium, is permitted at any time after June 5, 2025. On and after November 6, 2029 prepayment is permitted without a prepayment fee.
(3)See “Mezzanine Loan and Preferred Equity” section.
(4)See “Escrows” below.
(5)The increase from Most Recent NOI to UW NOI is primarily attributable to The New York State Urban Development Corporation executing a new lease for 122,577 SF at the 655 Third Avenue Property (as defined below) that began in March 2024.
(6)The decrease from 3rd Most Recent NOI to 2nd Most Recent NOI is primarily attributable to certain tenants vacating the 655 Third Avenue Property in 2022 and 2023. The subsequent increase in Most Recent NOI and Most Recent Occupancy is primarily attributable to subsequent lease-up at the 655 Third Avenue Property which included seven new office leases at the 655 Third Avenue Property in 2024 which account for 39.7% of net rentable area and 45.6% of underwritten base rent.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 35 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

The Mortgage Loan. The third largest mortgage loan (the “655 Third Avenue Mortgage Loan”) is part of a whole loan (the “655 Third Avenue Whole Loan”) evidenced by three pari passu promissory notes with an aggregate original principal amount of $70,000,000. The 655 Third Avenue Whole Loan is secured by a first priority fee interest in an office building with ground floor retail totaling 421,851 square feet located in New York, New York (the “655 Third Avenue Property”). The 655 Third Avenue Mortgage Loan is evidenced by the controlling Note A-1, with an original principal balance of $40,000,000 and the non-controlling Note A-2-2 with an original principal balance of $5,000,000. The 655 Third Avenue Whole Loan will be serviced pursuant to the pooling and servicing agreement for the WFCM 2025-5C4 transaction. See “Description of the Mortgage Pool—The Serviced Pari Passu Whole Loans” and “Pooling and Servicing Agreement” in the Preliminary Prospectus.

655 Third Avenue Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Note
A-1 $40,000,000 $40,000,000 WFCM 2025-5C4 Yes
A-2-1(1) $25,000,000 $25,000,000 CREFI No
A-2-2 $5,000,000 $5,000,000 WFCM 2025-5C4 No
Total $70,000,000 $70,000,000    
 
(1)Expected to be contributed to one or more future securitization trust(s).

 

The Borrower and the Borrower Sponsors. The borrower is DOLP 655 Properties II LLC, a special purpose, bankruptcy-remote entity and a Delaware limited liability company with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the 655 Third Avenue Whole Loan.

The borrower sponsor is The Durst Organization and the non-recourse carveout guarantor is The Durst Company, LLC. Founded in 1915 by Joseph Durst, the Durst Organization is still owned and managed by the Durst family and is currently run by Joseph’s grandchildren, Jody and Douglas. The Durst Organization develops, builds, owns and manages office towers and residential buildings across the United States. The Durst Organization is the owner, manager and builder of 13 million square feet of Manhattan office towers and over three million square feet of residential properties with 3,400 rental apartments built, and over 3,500 in the pipeline. Including the 655 Third Avenue Property, the Durst Organization owns 13 properties in the Midtown Manhattan market.

The Property. The 655 Third Avenue Property is a 30-story, 421,851 square foot, LEED Gold, Class A office building located approximately two blocks from Grand Central Station in the Midtown Manhattan neighborhood of New York, New York. The 655 Third Avenue Property was originally constructed in 1958 and most recently renovated in 2025. Since 2014, the borrower sponsor has invested approximately $67.4 million in building and tenant improvements at the 655 Third Avenue Property. Recent renovations have included upgrades to floor interiors, the lobby, building exteriors and sustainability measures. The 655 Third Avenue Property features 20,362 SF of ground floor retail space which as of March 1, 2025, was 100.0% leased to three tenants, Pret-A-Manger, OceanFirst Bank, and The Gap, which account for 12.2% of underwritten base rent. The 655 Third Avenue Property also features 13,788 SF of storage space which as of March 1, 2025, was 66.8% occupied and accounts for 1.0% of underwritten base rent.

The tenant roster at the 655 Third Avenue Property features 32 tenants across various industries such as government, technology, finance, and industrials. The 655 Third Avenue Property has experienced strong leasing momentum since 2023, having executed 11 new office leases accounting for 44.9% of net rentable area and 51.8% of underwritten base rent. As of March 1, 2025, the 655 Third Avenue Property was 78.5% leased with a weighted average lease term remaining of approximately 11.0 years.

Major Tenants.

The New York State Urban Development Corporation (122,577 SF, 29.1% of NRA; 32.3% of underwritten base rent). Created in 1968, The New York State Urban Development Corporation is now known as the Empire State Development Corporation and is a public benefit corporation that promotes economic and real estate development in New York State. The Empire State Development Corporation has been a tenant at the 655 Third Avenue Property since March 2024 with a lease term through October 2045 with either two, five-year, one ten-year or one 15-year renewal option. The Empire State Development Corporation has the option to terminate its lease as of October 31, 2035 or October 31, 2040 with at least 24 months’ written notice. The tenant also has the right to terminate its lease in part, as to not less than half of a full floor and not more than one full floor, as of each of October 31, 2030, October 31, 2035 and October 31, 2040, upon not less than 18 months’ notice and payment of a termination fee. In addition, the tenant has abated rent for its storage space through September 14, 2025, which was reserved for at origination

Clune Construction Company, L.P. (23,437 SF, 5.6% of NRA; 6.4% of underwritten base rent). Founded in 1997, Clune Construction Company, L.P. (“Clune Construction”) is a national general contractor with offices in New York, Chicago, Los Angeles, Dallas, Phoenix, San Francisco and Washington DC. Clune Construction has a workforce of over 800 employee-owners. Clune Construction has been a tenant at the 655 Third Avenue Property since April 2024 and has a lease term through June 30, 2035 with one, five-year renewal options and no termination options.

Mitsubishi Chemical America, Inc. (21,558 SF, 5.1% of NRA; 7.4% of underwritten base rent). Mitsubishi Chemical America, Inc. (“Mitsubishi Chemical”) is the primary Americas subsidiary of Mitsubishi Chemical Group, a Japanese chemical company that develops, produces, and sells performance products, health care products, industrial materials, and other chemicals. Mitsubishi Chemical has been a tenant at the 655 Third Avenue Property since January 2018 and has a lease term through May 31, 2032 with no renewal options. Mitsubishi Chemical has the option to terminate 7,340 SF of its space at the 655 Third Avenue Property on May 31, 2029 with written notice at least 24-months prior.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 36 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

The following table presents certain information relating to the tenancy at the 655 Third Avenue Property:

Tenant Summary(1)
Tenant Name

Credit Rating (Fitch/Moody's/

S&P)(2)

Tenant SF Approx % of Total SF Annual UW Rent % of Total Annual UW Rent Annual UW Rent PSF Lease Expiration Term. Option (Y/N) Renewal Options
The New York State Urban Development Corporation NR/NR/NR 122,577 29.1% $6,814,217 32.3% $55.59 10/31/2045 Y(3) Various(4)
Clune Construction Company, L.P. NR/NR/NR 23,437 5.6% $1,359,346 6.4% $58.00 6/30/2035 N 1 x 5 yr
Mitsubishi Chemical America, Inc. NR/A2/A 21,558 5.1% $1,559,054 7.4% $72.32 5/31/2032 Y (5) N
Abacus Information Technology LLC NR/NR/NR 20,075 4.8% $1,302,642 6.2% $64.89 7/31/2027 Y(6) 1 x 5 yr(7)
The Gap, Inc. NR/Ba2/BB 15,942 3.8% $1,900,155 9.0% $119.19 1/31/2028 N N
Big East Conference, Inc NR/NR/NR 13,742 3.3% $783,294 3.7% $57.00 12/31/2025 N 1 x 5 yr
The Permanent Mission of The Republic of Cyprus to The United Nations New York NR/NR/NR 11,939 2.8% $883,486 4.2% $74.00 4/30/2030 N 1 x 2 yr
Kastle New York LLC NR/NR/NR 10,944 2.6% $627,040 3.0% $57.30 4/30/2034 Y(8) 1 x 5 yr
Travel Yesterday Inc. NR/NR/NR 9,977 2.4% $625,285 3.0% $62.67 Various(9) N 1 x 5 yr(9)
OceanFirst Bank, N.A. NR/Baa3/NR

8,725

2.1%

$733,680

3.5%

$84.09

11/30/2027 Y(10) 1 x 5 yr(11)
Subtotal/Wtd. Avg.   258,916 61.4% $16,588,199 78.6% $64.07      
Other Tenants  

72,358

17.2%

$4,518,984

21.4%

$62.45

     
Occupied Collateral Total   331,274 78.5% $21,107,183 100.0% $63.72      
Vacant Space  

90,577

21.5%

           
Total/Wtd. Avg.   421,851 100.0%            
 
(1)Based on the underwritten rent roll dated March 1, 2025.
(2)Represents the credit rating of the parent company, whether or not the parent guarantees the lease.
(3)The New York State Urban Development Corporation (now known as the Empire State Development Corporation) has two one-time options to terminate its lease effective October 31, 2035 or October 31, 2040, upon 24 months’ notice. The tenant also has the right to terminate its lease in part, as to not less than half a full floor and not more one full floor, as of each of October 31, 2030, October 31, 2035 and October 31, 2040, upon not less than 18 months’ notice and payment of a termination fee. In addition, the tenant has abated rent for its storage space through September 14, 2025, which was reserved for at origination.
(4)The New York State Urban Development Corporation has either (i) 2, 5-year options; (ii) 1, 10-year option; or (iii) 1, 15-year option to renew its lease.
(5)Mitsubishi Chemical America, Inc. has a one-time termination option for 7,340 SF of its space, effective May 31, 2029, upon 24 months’ notice.
(6)Abacus Information Technology LLC has the option to terminate 396 SF of its total occupied space at any time upon no less than 30 days advance notice.
(7)Abacus Information Technology LLC occupies 20,075 SF at the 655 Third Avenue Property, all of which is set to expire July 31, 2027. It has one, five-year renewal option for 19,679 SF of that space, but does not have the option to renew its lease for 396 SF of that space.
(8)Kastle New York LLC has a one-time option to terminate its lease effective as of April 30, 2031 upon no less than 15 months’ notice.
(9)Travel Yesterday Inc, occupies 9,977 SF at the 655 Third Avenue Property with 516 SF of that space set to expire January 31, 2029 and 9,461 SF of that space set to expire September 30, 2029. It has one, five-year renewal option for 9,461 SF of that space, but does not have the option to renew its lease for 516 SF of that space.
(10)Ocean First Bank, N.A has a one-time termination option applicable to 6,610 SF of its space, upon at least 6 months’ prior written notice.
(11)Ocean First Bank, N.A. has one, five-year renewal option for 2,115 SF of its space, but does not have the option to renew for 6,610 SF of its space.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 37 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

The following table presents certain information relating to the lease rollover schedule at the 655 Third Avenue Property:

Lease Rollover Schedule(1)(2)
Year # of Leases Rolling SF Rolling Approx. % of Total SF Rolling Approx. Cumulative % of SF Rolling Total UW Rent Rolling(3) Approx. % of Total Rent Rolling Approx. Cumulative % of Total Rent Rolling UW Rent PSF Rolling(3)
MTM/2025(4) 5 24,362 5.8% 5.8% $1,302,406 6.2% 6.2% $53.46
2026 0 0 0.0% 5.8% $0 0.0% 6.2% $0.00
2027 8 47,788 11.3% 17.1% $3,307,582 15.7% 21.8% $69.21
2028(5) 5 22,253 5.3% 22.4% $2,295,257 10.9% 32.7% $103.14
2029 4 27,141 6.4% 28.8% $1,612,866 7.6% 40.4% $59.43
2030 1 11,939 2.8% 31.6% $883,486 4.2% 44.5% $74.00
2031 1 2,305 0.5% 32.2% $350,000 1.7% 46.2% $151.84
2032(6) 2 22,058 5.2% 37.4% $1,559,054 7.4% 53.6% $70.68
2033 0 0 0.0% 37.4% $0 0.0% 53.6% $0.00
2034 3 20,215 4.8% 42.2% $1,272,023 6.0% 59.6% $62.92
2035 2 29,936 7.1% 49.3% $1,710,292 8.1% 67.7% $57.13
Thereafter 2 123,277 29.2% 78.5% $6,814,217 32.3% 100.0% $55.28
Vacant 0 90,577 21.5% 100.0% $0 0.0% 100.0% $0.00
Total/Wtd. Avg. 33 421,851 100.0%   $21,107,183 100.0%   $63.72
(1)Based on the underwritten rent roll dated March 1, 2025.
(2)Certain tenants may have lease termination options that are exercisable prior to the stated expiration date of the subject lease or leases which are not considered in the Lease Rollover Schedule.
(3)Total UW Rent Rolling and Wtd. Avg. UW Rent PSF Rolling does not include vacant space
(4)MTM/2025 includes a Telecommunications License Agreement to Lightower Fiber Networks I, LLC which occupies 0 SF at the property on a month-to-month basis and accounts for $15,001 of base rent.
(5)2028 includes a Telecommunications License Agreement to RCN Telecom Services of New York which occupies 0 SF at the property and accounts for $12,375 of base rent as well as a Telecommunications and License Agreement to Cogen Communications Inc., which occupies 0 SF at the property and accounts for $10,419 in base rent.
(6)2032 includes a License Agreement to New Cingular Wireless PCS, LCC which occupies 500 SF at the property, but to which no base rent is attributable.

 

The Market. The 655 Third Avenue Property is located at 655 Third Avenue in the Grand Central office submarket of Midtown Manhattan. The 655 Third Avenue Property benefits from its proximity to Grand Central Terminal which provides access to a large transportation network servicing the 4, 5, 6, 7 and S subway lines along with access to 11 Long Island Railroad lines, the Metro-North Railroad, and the Metropolitan Transit Authority bus system. The neighborhood surrounding Grand Central Terminal primarily consists of commercial buildings and is known for its shopping, fine dining, and various forms of entertainment. According to the appraisal, as of December 31, 2024, the Grand Central office submarket had Class A inventory of 37,073,446 SF, a direct vacancy rate of 15.4% and a direct rental rate of $75.05 per square foot.

The appraisal identified eight comparable buildings located within the Grand Central submarket with rents ranging from $57.00 to $90.00 per square foot, modified gross. The appraisal concluded a market rent for the 655 Third Avenue Property of $59.00 to $70.00 per square foot, modified gross, for the office space, $25.00 per square foot gross for the storage space, and $75.00 to $150.00 per square foot, modified gross, for the retail space.

The following table presents certain information relating to the appraisal’s market rent conclusions for the 655 Third Avenue Property:

Market Rent Summary
  Storage Retail Office (Floors 2-6) Office (Floors 7-14) Office (Floors 15-19) Office (Floors 20-30)
Market Rent (PSF) $25.00 $75.00-$150.00 $59.00 $62.00 $66.00 $70.00
Lease Term (Years) 10 10 5 - 10 5 - 10 5 - 10 5 - 10
Lease Type Gross Modified Gross Modified Gross Modified Gross Modified Gross Modified Gross
Escalations 3.0% annually 3.0% annually 8.50% incr. in Yr. 6 8.50% incr. in Yr. 6 8.50% incr. in Yr. 6 8.50% incr. in Yr. 6
Tenant Improvements (New/Renewal) $0.00 $0.00 - $50.00 / $0.00 - $25.00 $140.00 - $150.00 /
$28.00 - $75.00
$140.00 - $150.00 /
$28.00 - $75.00

$140.00 - $150.00

/ $28.00 - $75.00

$140.00 - $150.00 /

$28.00 - $75.00

Leasing Commissions (New/Renewal) 4.80% / 2.40% 4.80% / 2.40% 4.80% - 5.85% /
2.40% - 2.925%
4.80% - 5.85% /
2.40% - 2.925%

4.80% - 5.85%

/ 2.40% - 2.925%

4.80% - 5.85% /

2.40% - 2.925%

Free Rent (Months) (New/Renewal) 3 / 1.5 6 / 3 6-12 / 3-6 6-12 / 3-6 6-12 / 3-6 6-12 / 3-6
 
 
  Source: Appraisal.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 38 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

The following table presents certain information relating to comparable office leases for the 655 Third Avenue Property: 

Comparable Office Leases(1)
Property Name/Location Year Built/ Renovated Total GLA (SF) Tenant Tenant Size (SF) Lease Start Date Lease Term (months) Annual Base Rent PSF Lease Type

655 Third Avenue(2)

New York, NY

1958 / 2025 421,851 Clune Construction Company, L.P. 23,437 Apr-2024 11.25 $58.00 Modified Gross

140 East 45th Street

New York, NY

1982 / 2013 576,000 Clyde & Co. 22,818 Jan-2025 15.83 $75.00-$85.00 Modified Gross

780 Third Avenue

New York, NY

1984 / 2022 484,005 AARP 13,037 Jan-2025 7.67 $66.00-$71.00 Modified Gross

600 Third Avenue

New York, NY

1970 / 2019 536,017 Aaronson Rappaport Feinstein & Deutsch 42,764 Jan-2025 16.25 $57.00-$67.00 Modified Gross

780 Third Avenue

New York, NY

1984 / 2022 484,005 Lincolnshire Management 10,106 Dec-2024 10.75 $85.00-$90.00 Modified Gross

485 Lexington Avenue

New York, NY

1956 / 2006 733,173 Travelers Insurance 133,479 Dec-2024 11.17 $61.00-$66.00 Modified Gross

425 Lexington Avenue

New York, NY

1987 / 2004 675,082 Simpson Thacher & Bartlett 116,334 Oct-2024 6.92 $73.00-$75.00 Modified Gross

666 Third Avenue

New York, NY

1952 / 2022 734,024 Global Liquid Markets, LLC 18,618 Aug-2024 7.83 $76.00-$82.00 Modified Gross

825 Third Avenue

New York, NY

1969 / 2022 512,009 Allied Irish Bank 11,054 Jun-2024 11.00 $81.00-$87.00 Modified Gross
(1)Source: Appraisal.
(2)Source: Underwritten Rent Roll.

 

 

Appraisal. The appraisal concluded to an “as-is” value of $130,000,000 as of April 1, 2025 for the 655 Third Avenue Property 

Environmental Matters. According to the Phase I environmental site assessment dated March 20, 2025, there was no evidence of any recognized environmental conditions at the 655 Third Avenue Property.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 39 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and underwritten net cash flow at the 655 Third Avenue Property:

Cash Flow Analysis
  2021 2022(1) 2023(1) 2024(1)(2) UW(2) UW PSF
Base Rent $20,815,092 $19,112,433 $15,917,329 $17,968,096 $21,022,748 $49.83
Contractual Rent Steps 0 0 0 0 84,435 $0.20
Potential Income from Vacant Space

0

0

0

0

5,688,678

$13.49

Gross Potential Rent $20,815,092 $19,112,433 $15,917,329 $17,968,096 $26,795,861 $63.52
Total Reimbursements

2,592,395

2,542,428

1,210,411

648,216

721,152

$1.71

Net Rental Income $23,407,487 $21,654,861 $17,127,740 $18,616,312 $27,517,013 $65.23
Other Income(3)

$497,438

$578,565

$572,132

$834,603

$834,603

$1.98

(Vacancy & Credit Loss)

(223,584)

(303,392)

(70,529)

(44,647)

(5,688,678)

($13.49)

Effective Gross Income $23,681,341 $21,930,034 $17,629,343 $19,406,268 $22,662,938 $53.72
             
Real Estate Taxes 5,835,592 5,845,968 5,728,324 5,747,808 5,949,062 $14.10
Insurance 605,837 604,077 645,879 634,944 445,370 $1.06
Management Fee 710,440 657,901 528,880 582,188 679,888 $1.61
Payroll & Benefits 3,152,782 3,490,573 3,192,667 3,196,961 3,196,961 $7.58
Repairs & Maintenance 1,582,241 1,337,564 1,468,417 943,850 943,850 $2.24
Other Operating Expenses(4)

1,906,915

2,590,737

2,848,522

2,726,517

2,726,517

$6.46

Total Expenses $13,793,807 $14,526,820 $14,412,689 $13,832,268 $13,941,649 $33.05
             
Net Operating Income $9,887,534 $7,403,214 $3,216,654 $5,574,000 $8,721,290 $20.67
Replacement Reserves 0 0 0 0 68,914 $0.16
TI/LC

0

0

0

0

546,017

$1.29

Net Cash Flow $9,887,534 $7,403,214 $3,216,654 $5,574,000 $8,106,358 $19.22
             
Occupancy %(5) 91.0% 58.0% 67.0% 85.0% 79.3%  
NOI DSCR(6) 1.89x 1.42x 0.61x 1.07x 1.67x  
NCF DSCR(6) 1.89x 1.42x 0.61x 1.07x 1.55x  
NOI Debt Yield(6) 14.1% 10.6% 4.6% 8.0% 12.5%  
NCF Debt Yield(6) 14.1% 10.6% 4.6% 8.0% 11.6%  

 

(1)The decrease from 2022 to 2023 Net Operating Income is primarily attributable to certain large tenants vacating the 655 Third Avenue Property in 2022 and 2023. The subsequent increase in 2024 Net Operating Income and Occupancy % is primarily attributable to subsequent lease-up at the 655 Third Avenue Property which included seven new office leases at the 655 Third Avenue Property in 2024 which account for 39.7% of net rentable area and 45.6% of underwritten base rent.
(2)The increase from 2024 Net Operating Income to UW Net Operating Income is primarily attributable to The New York State Urban Development Corporation executing a new lease for 122,577 SF at the 655 Third Avenue Property that began in March 2024.
(3)Other Income includes income from non-contractual, above standard work, as well as license fees.
(4)Other Operating Expenses include utilities, and general and administrative expenses.
(5)Historical occupancies represent average annual physical occupancies. The UW Occupancy % represents the economic occupancy.
(6)Metrics are based on the 655 Third Avenue Whole Loan.

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 40 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

Escrows. 

At origination of the 655 Third Avenue Whole Loan, the borrower deposited approximately (i) $2,533,560 into a real estate tax reserve account, (ii) $753,019 into a reserve account for unfunded free rent credits and leasing commissions obligations, and (iii) $2,000,000 into a leasing reserve account.

Real Estate Taxes – The loan documents require ongoing monthly reserves for real estate taxes in an amount equal to 1/6th of the real estate taxes that the lender reasonably estimates will be payable during the next 6 months, initially $506,712.

Insurance – If the liability or casualty policies covering the 655 Third Avenue Property do not constitute an approved blanket or umbrella policy, or the lender requires the borrower to obtain a separate policy, the loan documents require ongoing monthly insurance reserves in an amount equal to 1/12th of the insurance premiums that the lender estimates will be payable for the renewal of the coverage afforded by the policies upon the expiration thereof. . At origination of the 655 Third Avenue Whole Loan, an acceptable blanket policy was in place.

Capital Expenditures Reserve – The loan documents require an ongoing monthly capital expenditures reserve deposit of approximately $5,743, provided that such deposits are not required to be made at any time that they would cause the amount of funds on deposit in the capital expenditure reserve account to exceed approximately $137,829.

Leasing Reserve – In addition to the upfront deposit described above, the loan documents require the borrower to make ongoing monthly deposits of approximately $35,154 for tenant improvements and leasing commissions.

Lockbox and Cash Management. The 655 Third Avenue Whole Loan is structured with a hard lockbox and springing cash management. The borrower is required to direct the tenants to pay rent directly into the lockbox account, and to deposit or direct the property manager to deposit any rents otherwise received in such account within two business days after receipt. On each business day, the lockbox bank is required to transfer amounts on deposit in the lockbox account into the borrower operating account or otherwise at the direction of the borrower unless a Trigger Period (as defined below) exists, in which case such funds shall be transferred to a lender controlled cash management account.to be applied and disbursed in accordance with the 655 Third Avenue Whole Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the 655 Third Avenue Whole Loan documents are required (i) if the Trigger Period relates solely to a Mezzanine Trigger Period (as defined below), to be deposited with the applicable mezzanine lender and (ii) otherwise, to be held by the lender in an excess cash flow reserve account as additional collateral for the 655 Third Avenue Whole Loan; provided that upon the borrower’s request, the lender is required to disburse funds in the excess cash flow account to pay shortfalls in the required deposits for operating expenses. Upon the cure of the applicable Trigger Period, so long as no other Trigger Period exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrower; provided that any such amounts required to satisfy the Specified Tenant Excess Cash Flow Condition (as defined below) will be retained in such account until the leasing commissions, tenant improvements, and free rent being reserved for have been paid or expired and the applicable tenant is paying full rent. Upon an event of default under the 655 Third Avenue Whole Loan documents, the lender may apply funds in the accounts to the debt in such priority as it may determine; provided, that unless a Priority Payment Cessation Period (as defined below) has occurred, the lender is required to continue to apply funds to make deposits into the tax and insurance reserves and pay operating expenses. A “Priority Payment Cessation Period” means the period of time after (i) the acceleration of the 655 Third Avenue Whole Loan, (ii) the initiation of (a) judicial or non-judicial foreclosure proceedings, (b) proceedings for the appointment of a receiver, or (c) similar remedies permitted by the loan documents and/or (iii) the imposition of a stay, an injunction, or a similar judicially-imposed device that has the effect of preventing the lender from exercising its remedies under the loan documents.

A “Trigger Period” shall mean (a) a Default Trigger Period, (b) a Mezzanine Trigger Period, (c) a Low Cash Flow Period or (d) a Specified Tenant Trigger Period.

A “Default Trigger Period” means a period (A) commencing upon the occurrence and during the continuance of an event of default and (B) expiring upon the cure (if applicable) or waiver by the lender in writing of such event of default; provided, however, such period will not commence unless and until notice of commencement of such period is delivered to the borrower by the lender.

A “Mezzanine Trigger Period” means, if a mezzanine loan is outstanding, a period that will commence and continue for so long as an event of default beyond applicable notice and/or grace periods has occurred and is continuing under the mezzanine loan.

A “Low Cash Flow Period” means a period (a) commencing upon the debt service coverage ratio (based only on the 655 Third Avenue Whole Loan and not any mezzanine loan) being less than 1.20x ; and (b) expiring upon the date that either (x) the borrower makes a prepayment of the 655 Third Avenue Whole Loan in an amount sufficient to cause the debt service coverage ratio (based only on the 655 Third Avenue Whole Loan) to be equal to 1.20x, or delivers to the lender cash or a letter of credit in such amount, or (y) the debt service coverage ratio (based only on the 655 Third Avenue Whole Loan) is equal to or greater than 1.20x for one fiscal quarter. 

A “Specified Tenant Trigger Period” means a period (A) commencing upon the first to occur of (i) Specified Tenant (as defined below) being in default under its lease beyond all applicable notice and cure periods, (ii) Specified Tenant failing to be in actual, physical possession of its space (or applicable portion thereof), (iii) other than in connection with a Permitted Go Dark Event (as defined below), (x) Specified Tenant failing to be open for business during customary hours in its space (or applicable portion thereof) and/or (y) “going dark” in more than 25% of its space (or applicable portion thereof), (iv) Specified Tenant giving notice that it is terminating its lease for all or any portion of its space (or applicable portion thereof), (v) any termination or cancellation of any Specified Tenant lease (including, without limitation, rejection in any bankruptcy or similar insolvency proceeding) and/or any Specified Tenant lease failing to otherwise be in full force and effect and (vi) any bankruptcy or similar insolvency of Specified Tenant; and (B) expiring upon the first to occur of the lender’s receipt of evidence reasonably acceptable to the lender (including, without limitation, a duly executed estoppel from the applicable Specified Tenant acceptable to the lender) of: (1) the satisfaction of the applicable Specified Tenant Cure Conditions (as defined below); or (2) the borrower leasing the entire Specified Tenant space (or applicable portion thereof) pursuant to one or more leases in accordance with the applicable terms and conditions of the loan agreement, the applicable tenant(s) under such lease(s) being in actual, physical occupancy of the space demised under its lease, all contingencies to effectiveness of each such lease have expired or been satisfied, each such lease has commenced and a rent commencement date has been established (without possibility of delay) and, in the lender’s reasonable judgment, sufficient funds have been accumulated in the excess cash flow account (during the continuance of the Specified Tenant Trigger Period) to cover all anticipated leasing commissions, tenant improvement costs,

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 41 

 

Office – CBD Loan #3 Cut-off Date Balance:   $45,000,000
655 Third Avenue 655 Third Avenue Cut-off Date LTV:   53.8%
New York, NY 10017   UW NCF DSCR:   1.55x
    UW NOI Debt Yield:   12.5%

tenant allowances, free rent periods, and/or rent abatement periods to be incurred in connection with any such re-tenanting (such accumulation of funds, the “Specified Tenant Excess Cash Flow Condition”).

A ”Permitted Dark Event” will be deemed to occur with respect to a tenant that has discontinued operations or “gone dark” in all or any portion of its leased premises to the extent (and for so long as) one or more of the following conditions is satisfied: (a) the discontinuation is in order to comply with governmental restrictions which restrict the use or occupancy of the 655 Third Avenue Property, and the tenant resumes operations in its premises within 180 days after such government restrictions are lifted; (b) the discontinuation: (i) is related to ongoing standard and customary upgrades or renovations in accordance with the applicable lease and the closure is not anticipated to and does not actually last for more than 180 days; (c) the discontinuation is in connection with an ongoing restoration of the 655 Third Avenue Property, and the tenant resumes operations in its premises within 180 days after the restoration is complete; (d) the tenant (or any parent entity thereof that has guaranteed all of said tenant’s obligations) maintains an investment grade rating; or (e) portions of the tenant’s leased premises are not being utilized due to the tenant’s implementation of a “hybrid work” program.

 

A “Specified Tenant” means, as applicable, (i) The New York State Urban Development Corporation (d/b/a Empire State Development), together with any successors and/or assigns thereof , and (ii) any person replacing The New York State Urban Development Corporation (d/b/a Empire State Development) as a tenant that (together with any affiliates thereof) leases (in the aggregate) the Specified Tenant space (or any portion thereof) whose lease (or leases) (x) demises, in the aggregate, 15% or more of leasable square feet of the 655 Third Avenue Property or (y) accounts for, in the aggregate, 15% or more of the total rental income for the 655 Third Avenue Property.

The “Specified Tenant Cure Conditions” means each of the following, as applicable (i) the applicable Specified Tenant has cured all defaults under its lease, (ii) the applicable Specified Tenant is in actual, physical possession of its space (or applicable portion thereof) and, unless a permitted dark event is ongoing with respect to the applicable Specified Tenant, open for business during customary hours, and not “dark” in 75% or more of its space (or applicable portion thereof), (iii) the applicable Specified Tenant has revoked or rescinded all termination or cancellation notices with respect to its lease and has re-affirmed such lease as being in full force and effect, (iv) with respect to any applicable bankruptcy or insolvency proceedings involving the applicable Specified Tenant and/or its lease, the applicable Specified Tenant is no longer insolvent or subject to any bankruptcy or insolvency proceedings and has affirmed its lease pursuant to final, non-appealable order of a court of competent jurisdiction and (v) the applicable Specified Tenant is paying full, unabated rent under its lease. 

Mezzanine Loan and Preferred Equity. The holder of the direct equity interests in the borrower may incur a mezzanine loan secured by its equity interests in the borrower, provided that, among other conditions, (i) no event of default exists under the 655 Third Avenue Whole Loan; (ii) the maximum principal amount of the mezzanine loan may not exceed the amount which would result in (a) the LTV as of the closing of the mezzanine loan being greater than 54.00%, (b) the debt yield as of the closing of the mezzanine loan being less than 11.00%, and (c) the debt service coverage ratio as of the closing of the mezzanine loan being less than 1.50x; (iii) the mezzanine loan is junior and subordinate to the mortgage loan, (iv) the maturity of the mezzanine loan will not be earlier than that of the 655 Third Avenue Whole Loan, (v) if the mezzanine loan has a floating rate, the borrower has obtained an interest rate cap which provides for a “strike rate” that results in an aggregate debt service coverage ratio not less than 1.50x, (vi) delivery of an intercreditor agreement reasonably satisfactory to the lender and satisfactory to the rating agencies, and (vii) receipt of rating agency confirmation that the mezzanine loan will not result in the downgrade of the rating of the Certificates. See “Description of the Mortgage Pool—Additional Indebtedness—Mezzanine Indebtedness” in the Preliminary Prospectus.

Terrorism Insurance. The 655 Third Avenue Whole Loan documents require an “all risk” or “special perils” insurance policy on a replacement cost basis, including (i) business interruption insurance covering no less than the 12-month period following the occurrence of a casualty event, together with a 12-month extended period of indemnity, and (ii) terrorism coverage as defined by the Terrorism Risk Insurance Program Reauthorization Act of 2019 (“TRIPRA”). The borrower is permitted to obtain terrorism coverage from SBD Insurance Company, a captive insurance company wholly owned and controlled by a borrower affiliate, or another captive insurance company, with a deductible of no greater than $1,000,000 plus that as calculated pursuant to TRIPRA, subject to satisfaction of certain conditions. The related Whole Loan documents also permit terrorism insurance to be obtained from lower rated insurers if such insurance is not available from insurers with the ratings otherwise required under the Whole Loan documents. Further, the borrower is not required to spend more than $1,000,000 on terrorism insurance premiums, as increased by a consumer price index adjustment, provided that the cap will never be higher than $2,000,000. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the Preliminary Prospectus.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 42 

 

Hospitality – Full Service Loan #4 Cut-off Date Balance:   $39,191,779
2395 Progress Drive Marriott Cincinnati Airport Cut-off Date LTV:   60.4%
Hebron, KY 41048   U/W NCF DSCR:   1.65x
    U/W NOI Debt Yield:   15.1%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 43 

 

Hospitality – Full Service Loan #4 Cut-off Date Balance:   $39,191,779
2395 Progress Drive Marriott Cincinnati Airport Cut-off Date LTV:   60.4%
Hebron, KY 41048   U/W NCF DSCR:   1.65x
    U/W NOI Debt Yield:   15.1%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 44 

 

Mortgage Loan No. 4 – Marriott Cincinnati Airport

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: WFB   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Hebron, KY 41048
Original Balance: $39,250,000   General Property Type: Hospitality
Cut-off Date Balance: $39,191,779   Detailed Property Type: Full Service
% of Initial Pool Balance: 6.7%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: 1999/2021
Borrower Sponsors(1): Various   Size: 302 Rooms
Guarantor: CSC Holdings, LLC   Cut-off Date Balance Per Room: $129,774
Mortgage Rate: 6.90200%   Maturity Date Balance Per Room: $123,170
Note Date: 2/28/2025   Property Manager: Crestview Management, LLC
Maturity Date: 3/11/2030       (borrower-related)
Term to Maturity: 60 months      
Amortization Term: 360 months   Underwriting and Financial Information
IO Period: 0 months   UW NOI: $5,898,942
Seasoning: 2 months   UW NCF: $5,104,174
Prepayment Provisions: L(26),D(30),O(4)   UW NOI Debt Yield: 15.1%
Lockbox/Cash Mgmt Status: Hard/Springing   UW NCF Debt Yield: 13.0%
Additional Debt Type: NAP   UW NOI Debt Yield at Maturity: 15.9%
Additional Debt Balance: NAP   UW NCF DSCR: 1.65x
Future Debt Permitted (Type): No (NAP)   Most Recent NOI: $5,867,493 (12/31/2024)
Reserves(2)   2nd Most Recent NOI(3): $6,030,121 (12/31/2023)
Type Initial Monthly Cap   3rd Most Recent NOI(3): $5,239,446 (12/31/2022)
RE Taxes: $147,000 $29,400 NAP   Most Recent Occupancy: 73.1% (12/31/2024)
Insurance: $0 Springing NAP   2nd Most Recent Occupancy(3): 76.8% (12/31/2023)
FF&E Reserve: $0 $66,231 NAP   3rd Most Recent Occupancy(3): 73.6% (12/31/2022)
Seasonality Reserve: $455,000 Springing $455,000   Appraised Value (as of): $64,900,000 (11/26/2024)
Replacement Comfort Letter Reserve: $2,500 $0 NAP   Appraised Value Per Room: $214,901
PIP Reserve: $0 Springing NAP   Cut-off Date LTV Ratio: 60.4%
          Maturity Date LTV Ratio: 57.3%
               
Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Loan Amount: $39,250,000 100.0%   Loan Payoff(4): $37,928,097 96.6%
        Upfront Reserves: $604,500 1.5%
        Return of Equity: $435,492 1.1%
        Closing Costs: $281,912 0.7%
Total Sources: $39,250,000 100.0%   Total Uses: $39,250,000 100.0%

 

(1)See “The Borrower and the Borrower Sponsors” section below for further discussion of the borrower sponsors.
(2)See “Escrows and Reserves” section below for further discussion of reserve requirements.
(3)The increases in Occupancy and Net Operating Income from 2022 to 2023 was due to the effects of the novel coronavirus on the hospitality industry and the subsequent recovery beginning in 2022.
(4)Proceeds of the Marriott Cincinnati Airport Mortgage Loan (as defined below) were used to payoff approximately $79.4 million of senior debt and approximately $19.9 million of mezzanine debt, which encumbered a three-property portfolio, including the Marriott Cincinnati Airport Property (as defined below). Based on the percentage of the original total debt allocated to the Marriott Cincinnati Airport Property and the total existing debt that was paid off, the allocated loan amount for the Marriott Cincinnati Airport Property is approximately $37.9 million.

 

The Mortgage Loan. The fourth largest mortgage loan (the “Marriott Cincinnati Airport Mortgage Loan”) is evidenced by a promissory note in the original principal balance of $39,250,000 and secured by the fee interest in a 302-room full-service hotel located in Hebron, Kentucky (the “Marriott Cincinnati Airport Property”).

 

The Borrower and the Borrower Sponsors. The borrower is CP NKY Airport, LLC, a single-purpose, Delaware limited liability company with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Marriott Cincinnati Airport Mortgage Loan.

 

The borrower sponsors are William J. Yung III, Martha Yung, William J. Yung IV, Joseph A. Yung, Julie A. Haught, Judith A. Yung, Jennifer A. Yung, Michelle M. Christensen and Scott A. Yung. The non-recourse carveout guarantor is CSC Holdings, LLC, an affiliate of Columbia Sussex Corporation (“CSC”). Founded in 1972, CSC is a privately owned hospitality company headquartered in Crestview Hills, Kentucky. CSC currently owns 42 hotels across 18 states with major hospitality brands including Marriott, Hilton, and Hyatt.

 

A CSC affiliate declared bankruptcy in 2008. In addition, CSC has had numerous foreclosures and deeds in lieu since 2009. For additional information please see “Description of the Mortgage Pool—Loan Purpose; Default History, Bankruptcy Issues and Other Proceedings” in the prospectus. The Marriott Cincinnati Airport Mortgage Loan documents require that the guarantor maintain a minimum net worth and liquidity of $39.25 million and $3.925 million, respectively.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 45 

 

Hospitality – Full Service Loan #4 Cut-off Date Balance:   $39,191,779
2395 Progress Drive Marriott Cincinnati Airport Cut-off Date LTV:   60.4%
Hebron, KY 41048   U/W NCF DSCR:   1.65x
    U/W NOI Debt Yield:   15.1%

The Property. The Marriott Cincinnati Airport Property is an eight-story, 302-room, full-service hotel located approximately 1.2 miles to the Cincinnati Northern Kentucky International Airport (CVG) in Hebron, Kentucky. Situated on an 8.6-acre site, the Marriott Cincinnati Airport Property was built in 1999, renovated in 2021 and is operated under the Marriott flag with a franchise agreement expiring in July 2039. In connection with its acquisition of the Marriott Cincinnati Airport Property in July 2019, the borrower assumed certain key money obligations of the previous franchisee. The key money loan balance at that time was approximately $194,898, and reduces approximately $1,020 per month over the franchise agreement term. The borrower sponsors acquired the Marriott Cincinnati Airport Property in 2019 and invested approximately $1.1 million (approximately $3,578 per key) for a change-of-ownership PIP completed in 2021. Amenities at the Marriott Cincinnati Airport Property include an indoor swimming pool, 24-hour fitness center, business center, restaurant and bar, M Club lounge, dry cleaning service and 10,593 SF of meeting space. The Marriott Cincinnati Airport Property guestroom configuration consists of 203 king rooms, 91 double queen rooms, and 8 one-bedroom suites. As of April 29, 2025, the hotel was rated 4.1 stars and #1 of 5 hotels in Hebron per TripAdvisor.

 

The following table presents historical occupancy, ADR, and RevPAR penetration rates of the Marriott Cincinnati Airport Property:

 

Historical Occupancy, ADR, RevPAR(1)
    Competitive Set(2)   Marriott Cincinnati Airport Property   Penetration Factor
Year   Occupancy ADR RevPAR   Occupancy ADR RevPAR   Occupancy ADR RevPAR
12/31/2022 TTM   70.1% $117.11 $82.11   73.6% $132.30 $97.36   105.0% 113.0% 118.6%
12/31/2023 TTM   66.5% $124.10 $82.51   76.8% $144.32 $110.85   115.5% 116.3% 134.3%
12/31/2024 TTM   64.9% $144.85 $93.94   73.1% $150.33 $109.83   112.7% 103.8% 116.9%

Source: Industry Report, unless otherwise indicated.

(1) The variances between the underwriting, the appraisal and industry report data with respect to Occupancy, ADR and RevPAR are attributable in part to variances in reporting methodologies and/or timing differences.
(2)The competitive set includes the Courtyard Cincinnati Airport, Residence Inn Cincinnati Airport, Marriott Cincinnati at Rivercenter, Hilton Cincinnati Airport, Radisson Hotel Cincinnati Riverfront, DoubleTree by Hilton Hotel Cincinnati Airport, Holiday Inn Cincinnati Airport, and Hotel Covington.

 

The Market. The Marriott Cincinnati Airport Property is located south of the Ohio River within the Greater Cincinnati region, a 15-county, three-state area located at the intersection of Ohio, Kentucky and Indiana. The Marriott Cincinnati Airport Property is located in the southwest quadrant formed by the intersection of Terminal Drive (Route 212) and Interstate 275. The Marriott Cincinnati Airport Property is located approximately 1.2 miles north of Cincinnati Northern Kentucky International Airport (CVG), which has been the main global hub for Amazon Air since 2017 and is the largest global hub for DHL Aviation, handling domestic and international cargo flights and is ranked the sixth largest cargo airport in North America by the Federal Aviation Administration. The DHL Express Hub Corporate Office is located on Cincinnati Northern Kentucky International Airport (CVG) grounds, approximately 3 miles south of the Marriott Cincinnati Airport Property. The Marriott Cincinnati Airport Property is also proximate to numerous leisure demand generators throughout the Cincinnati metropolitan area including casinos, major retail, golf courses, museums and several higher education institutions. The Marriott Cincinnati Airport Property’s 2024 demand segmentation was 80% transient and 20% group.

 

According to the appraisal, the 2023 estimated population within a one-, three- and five-mile radius of the Marriott Cincinnati Airport Property is 123, 28,808 and 127,512 respectively, and the average household income for the same radii is $141,974, $110,217 and $95,197 respectively.

 

According to a third-party report, the Marriott Cincinnati Airport Property is located in the Cincinnati South/Airport submarket, which is within the Cincinnati - OH USA market. According to a third-party report, the Cincinnati South/Airport submarket is comprised of 83 hotel properties and 7,981 rooms in total. As of January 2025, the Cincinnati South/Airport submarket had a trailing-twelve month occupancy, ADR and RevPAR of 62.2%, $112.09 and $69.71, respectively.

 

The following table presents competitive properties to the Marriott Cincinnati Airport Property:

 

Competitive Property Summary
Property Year Built Rooms Transient Meeting & Group
Marriott Cincinnati Airport 1999 302 80% 20%
Courtyard Cincinnati Airport 2000 120 95% 5%
Residence Inn Cincinnati Airport 1997 150 95% 5%
Marriott Cincinnati at Rivercenter 1999 321 70% 30%
Hilton Cincinnati Airport 1987 314 80% 20%
Radisson Hotel Cincinnati Riverfront 1972 220 75% 25%
DoubleTree by Hilton Hotel Cincinnati Airport 1986 177 90% 10%
Holiday Inn Cincinnati Airport 1990 304 80% 20%
Hotel Covington 2016 114 95% 5%
Subtotal/Average   2,022 81.6% 18.4%

 

Source: Appraisal

Appraisal. The appraisal concluded to an “as-is” value for the Marriott Cincinnati Airport Property of $64,900,000 as of November 26, 2024.

 

Environmental Matters. According to the Phase I environmental site assessment dated December 11, 2024, there was no evidence of any recognized environmental conditions at the Marriott Cincinnati Airport Property.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 46 

 

Hospitality – Full Service Loan #4 Cut-off Date Balance:   $39,191,779
2395 Progress Drive Marriott Cincinnati Airport Cut-off Date LTV:   60.4%
Hebron, KY 41048   U/W NCF DSCR:   1.65x
    U/W NOI Debt Yield:   15.1%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Marriott Cincinnati Airport Property:

 

Cash Flow Analysis
  2020 2021 2022 2023 2024 UW UW per Room
Occupancy(1)(2) 30.9% 62.9% 73.6% 76.8% 73.1%(3) 73.1%(3)  
ADR(2) $118.26 $117.71 $132.20 $144.32 $150.42 $150.42  
RevPAR(2) $36.49 $74.09 $97.29 $110.85 $109.91 $109.91  
               
Rooms Revenue $4,032,899 $8,167,046  $10,724,067  $12,219,239  $12,148,116  $12,114,924 $40,115.64
Food & Beverage $1,312,617 $2,342,094  $3,937,205  $3,497,421  $3,584,627 $3,574,833 $11,837.20
Other Income

$78,366

$196,474

$224,483

$194,151

$206,167

$205,604

$680.81

Total Revenue $5,423,883 $10,705,615  $14,885,756  $15,910,811  $15,938,910  $15,895,361  $52,633.65
               
Room Expense $1,204,410  $2,235,966  $3,043,075  $3,130,107  $3,001,427  $2,993,226  $9,911.35
Food & Beverage Expense $790,816 $1,286,257  $1,985,300  $2,003,595  $1,986,663  $1,981,235  $6,560.38
Other Department Expense

$12,571

$28,101

$35,194

$35,868

$40,232

$40,122

$132.85

Total Department Expenses $2,007,798 $3,550,324  $5,063,568  $5,169,571  $5,028,322  $5,014,583  $16,604.58
Gross Operating Income $3,416,085  $7,155,291  $9,822,187  $10,741,240  $10,910,588  $10,880,778  $36,029.07
               
Total Undistributed Expenses $2,047,748 $2,992,594  $3,969,044  $4,078,194  $4,354,578  $4,362,587  $14,445.65
Gross Operating Profit $1,368,337 $4,162,697  $5,853,143  $6,663,047  $6,556,010  $6,518,191  $21,583.41
               
Property Taxes $551,308  $404,454  $435,366  $409,724  $386,074  $393,950  $1,304.47
Insurance $138,953  $150,734  $178,331  $223,202  $302,443  $225,299  $746.02
Total Operating Expenses $4,745,807 $7,098,106 $9,646,310 $9,880,691 $10,071,417 $9,996,419 $33,100.73
               
Net Operating Income(1) $678,075 $3,607,509 $5,239,446         $6,030,121 $5,867,493 $5,898,942 $19,532.92
FF&E

$0

$0

$0

$0

$0

$794,768

$2,631.68

Net Cash Flow $678,075 $3,607,509 $5,239,446 $6,030,121 $5,867,493 $5,104,174 $16,901.24
               
NOI DSCR 0.22x 1.16x 1.69x 1.94x 1.89x 1.90x  
NCF DSCR 0.22x 1.16x 1.69x 1.94x 1.89x 1.65x  
NOI Debt Yield 1.7% 9.2% 13.4% 15.4% 15.0% 15.1%  
NCF Debt Yield 1.7% 9.2% 13.4% 15.4% 15.0% 13.0%  

 

(1)The overall increase in Occupancy and Net Operating Income from 2020 to 2023 was due to the effects of the novel coronavirus on the hospitality industry and the subsequent recovery beginning in 2022.
(2)The variances between the underwriting, the appraisal, and the industry report data with respect to Occupancy, ADR and RevPAR at the Marriott Cincinnati Airport Property are attributable in part to variances in reporting methodologies and/or timing differences.
(3)UW occupancy of 73.1% is based on the 2024 physical occupancy. The Marriott Cincinnati Airport Property was 73.1% physically occupied based on the trailing 12-month period ending December 31, 2024.

 

Escrows and Reserves.

 

Tax Escrows – The Marriott Cincinnati Airport Mortgage Loan documents require an upfront deposit of $147,000 and ongoing monthly deposits of $29,400 for real estate taxes.

 

Insurance Escrows – The Marriott Cincinnati Airport Mortgage Loan documents require the borrower to deposit 1/12th of the estimated annual insurance premiums into an insurance reserve. However, the borrower will not be required to make the monthly insurance reserve deposit provided that (i) no event of default is continuing, (ii) there is a blanket policy in place that is satisfactory to the lender, and (iii) the borrower provides the lender evidence of renewal of such policy and paid receipts for the insurance premiums at least 30 days prior to the expiration date of such policy.

 

FF&E Reserve – The loan documents require ongoing monthly deposits in an amount equal to the greater of (i) the then-existing FF&E Reserve monthly deposit for the prior period or (ii) the greater of (a) 1/12th of 5% of the underwritten revenue for the prior fiscal year and (b) the amount required by the franchise agreement, initially $66,231.

 

Seasonality Reserve –The Marriott Cincinnati Airport Mortgage Loan documents require an upfront deposit of $455,000 (the “Seasonality Reserve Required Annual Balance”). These funds may be used for disbursements to or for the payment of any part of the monthly debt service payments occurring in March, April, December, and/or January, to the extent that there is insufficient cash flow from the Marriott Cincinnati Airport Property to make the monthly debt service payment. The lender may adjust the Seasonality Reserve Required Annual Balance (and thus the Seasonality Reserve Deposit Amount (as defined below)), upon notice to the borrower, to an amount equal to the shortfall in revenue from the Marriott Cincinnati Airport Property to cover the debt service at a debt service coverage ratio (“DSCR”) of 1.30x, as calculated by the lender based on actual operations from the prior 12 months.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 47 

 

Hospitality – Full Service Loan #4 Cut-off Date Balance:   $39,191,779
2395 Progress Drive Marriott Cincinnati Airport Cut-off Date LTV:   60.4%
Hebron, KY 41048   U/W NCF DSCR:   1.65x
    U/W NOI Debt Yield:   15.1%

On each monthly payment date occurring in May, June, July, August, and September, the borrower is required to deposit with the lender an amount equal to 1/5th of the Seasonality Reserve Required Annual Balance, initially $91,000 (the “Seasonality Reserve Deposit Amount”), provided, however, that the borrower is only required to make these deposits if the funds on deposit in the Seasonality Reserve are less than the Seasonality Reserve Required Annual Balance, initially $455,000.

 

Replacement Comfort Letter Reserve – The Marriott Cincinnati Airport Mortgage Loan documents require an upfront deposit of $2,500 for paying any costs and fees associated with obtaining one or more replacement or reissued franchisor comfort letters as determined by the lender to be necessary or appropriate in connection with any secondary market transaction.

 

PIP Reserve – The Marriott Cincinnati Airport Mortgage Loan documents require that on the date that any new PIP is imposed by the franchisor, the borrower is required to deposit within 15 days after receipt of notice from the franchisor with respect to such PIP work, cash or a letter of credit in an amount equal to 100% of the sum required to pay for such new PIP into a PIP reserve.

 

Lockbox and Cash Management. The Marriott Cincinnati Airport Mortgage Loan is structured with a hard lockbox and springing cash management. The borrower is required to deliver direction letters to each of the credit card companies with which borrower has entered into a merchant’s or other credit card agreement directing them to pay to the lender-controlled lockbox account all payments which would otherwise be paid to borrower under the applicable credit card processing agreement. The borrower is required to (or cause the property manager to) deposit all revenue generated by the Marriott Cincinnati Airport Property into the lender-controlled lockbox account within three business days. All funds deposited into the lockbox are required to be transferred on each business day to the borrower unless a Cash Trap Event Period (as defined below) exists. Upon the occurrence and during the continuance of a Cash Trap Event Period, all funds in the lockbox account are required to be swept on each business day to a cash management account under the control of the lender to be applied and disbursed in accordance with the Marriott Cincinnati Airport Mortgage Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the Marriott Cincinnati Airport Mortgage Loan documents may be held by the lender in an excess cash flow reserve account as additional collateral for the Marriott Cincinnati Airport Mortgage Loan.

 

A “Cash Trap Event Period” will commence upon the occurrence of the following:

(i)an event of default; or
(ii)the DSCR falling below 1.25x, tested quarterly.

 

A Cash Trap Event Period will end upon the occurrence of the following:

 

(i)with regard to clause (i) above, upon the cure of such event of default; or
(ii)with regard to clause (ii) above, upon the DSCR has been equal to or greater than 1.25x for one calendar quarter.

 

Right of First Offer/Right of First Refusal. Marriott International, Inc., as franchisor, has a conditional Right of First Refusal (“ROFR”) to acquire the Marriott Cincinnati Airport Property if there is a transfer of the hotel or controlling direct or indirect interest in the borrower to a competitor (generally, any person that exclusively develops, operates or franchises through or with a competitor of the franchisor comprising at least 10 luxury hotels, 20 full-service hotels or 50 limited-service hotels). The ROFR is not extinguished by foreclosure or deed in lieu thereof, and if there is a transfer to a competitor by foreclosure, or if the franchisee or its affiliates become a competitor, the franchisor has the right to purchase the hotel upon notice to the franchisee. The franchisor comfort letter provides that, if the lender exercises remedies against the franchisee, the lender may appoint a lender affiliate to acquire the property and enter into a management or franchise agreement if it is not a competitor or a competitor affiliate; provided, however, that a lender affiliate will not be deemed a competitor simply due to its ownership of multiple or competing hotels or having engaged managers to manage such other hotels.

 

Terrorism Insurance. The Marriott Cincinnati Airport Mortgage Loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Marriott Cincinnati Airport Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a 12-month extended period of indemnity. See “Risk Factors-Risks Relating to the Mortgage Loans-Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the prospectus.

 

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 48 

 

Multifamily – High Rise Loan #5 Cut-off Date Balance:   $36,000,000
240 West 73rd Street 240 West 73rd Street Cut-off Date LTV:   64.3%
New York, NY 10023   UW NCF DSCR:   1.42x
    UW NOI Debt Yield:   9.9%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 49 

 

Multifamily – High Rise Loan #5 Cut-off Date Balance:   $36,000,000
240 West 73rd Street 240 West 73rd Street Cut-off Date LTV:   64.3%
New York, NY 10023   UW NCF DSCR:   1.42x
    UW NOI Debt Yield:   9.9%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 50 

 

Mortgage Loan No. 5 – 240 West 73rd Street

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: CREFI   Single Asset/Portfolio: Single Asset
Credit Assessment (KBRA/Fitch/Moody’s): NR/NR/NR   Location: New York, NY 10023
Original Balance: $36,000,000   General Property Type: Multifamily
Cut-off Date Balance: $36,000,000   Detailed Property Type: High Rise
% of Initial Pool Balance: 6.2%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: 1928/2023
Borrower Sponsor: Chaim Hager   Size(3): 195 Units
Guarantor: Chaim Hager   Cut-off Date Balance per Unit: $184,615
Mortgage Rate: 6.7500%   Maturity Date Balance per Unit: $184,615
Note Date: 5/2/2025   Property Manager: Self-Managed
Maturity Date: 5/6/2030   Underwriting and Financial Information
Term to Maturity: 60 months   UW NOI(4): $3,559,288
Amortization Term: 0 months   UW NCF: $3,500,492
IO Period: 60 months   UW NOI Debt Yield: 9.9%
Seasoning: 0 months   UW NCF Debt Yield: 9.7%
Prepayment Provisions: L(24),D(29),O(7)   UW NOI Debt Yield at Maturity: 9.9%
Lockbox/Cash Mgmt Status: Springing/Springing   UW NCF DSCR: 1.42x
Additional Debt Type: NAP   Most Recent NOI(4): $2,940,831 (12/31/2024)
Additional Debt Balance: NAP   2nd Most Recent NOI(5): NAV
Future Debt Permitted (Type): No (NAP)   3rd Most Recent NOI(5): NAV
  Most Recent Occupancy(3): 95.9% (3/13/2025)
Reserves(1)   2nd Most Recent Occupancy(5): NAV
Type Initial Monthly Cap   3rd Most Recent Occupancy(5): NAV
RE Taxes: $540,439 $90,073 NAP   Appraised Value (as of): $56,000,000 (2/11/2025)
Insurance: $169,639 $15,422 NAP   Appraised Value per Unit: $287,179
Replacement Reserve: $0 $4,104 NAP   Cut-off Date LTV Ratio: 64.3%
Deferred Maintenance: $470,625 $0 NAP   Maturity Date LTV Ratio: 64.3%
Other Reserves(2): $236,375 $0 NAP      
               

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Loan Amount: $36,000,000 100.0%   Loan Payoff: $19,569,367 54.4%
        Sponsor Equity: $13,748,694 38.2%
        Upfront Reserves: $1,417,078 3.9%
        Closing Costs: $1,264,862 3.5%
Total Sources: $36,000,000 100.0%   Total Uses: $36,000,000 100.0%
 
(1)See “Escrows” below.
(2)Initial Other Reserves consist of a $166,375 property violations funds reserve and a $70,000 employee buyout reserve.
(3)Size and Most Recent Occupancy reflect the multifamily component of the 240 West 73rd Street Property (as defined below). The 240 West 73rd Street Property also contains 3,301 square feet of office and storage space which was 100.0% leased as of March 15, 2025.
(4)The increase from Most Recent NOI to UW NOI is primarily attributable to a reduction in payroll and benefits expenses as a result of a partial union contract buyout.
(5)2nd Most Recent NOI, 3rd Most Recent NOI, 2nd Most Recent Occupancy and 3rd Most Recent Occupancy are not available because the 240 West 73rd Street Property was recently renovated in 2023.

The Mortgage Loan. The fifth largest mortgage loan (the “240 West 73rd Street Mortgage Loan”) is evidenced by a promissory note in the original principal amount of $36,000,000 and secured by a first priority fee mortgage encumbering a 195-unit, high rise multifamily apartment building located in the Upper West Side neighborhood of New York, New York (the “240 West 73rd Street Property”).

The Borrower and the Borrower Sponsor. The borrower is Tempo W 73 LLC, a New York limited liability company and single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the 240 West 73rd Street Mortgage Loan.

The borrower sponsor and non-recourse carveout guarantor is Chaim Hager. Chaim Hager has been involved in the ownership and management of real estate and nursing homes for over twenty years. Over that time, Chaim Hager has built a portfolio of multifamily, mixed use, and development sites through New York City. Additionally, Chaim Hager is involved in the ownership of 12 nursing and rehabilitation centers throughout the United States.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 51 

 

 

Multifamily – High Rise Loan #5 Cut-off Date Balance:   $36,000,000
240 West 73rd Street 240 West 73rd Street Cut-off Date LTV:   64.3%
New York, NY 10023   UW NCF DSCR:   1.42x
    UW NOI Debt Yield:   9.9%

The Property. The 240 West 73rd Street Property is a 195-unit high rise apartment building known as “The Tempo” that is located in the Upper West Side neighborhood of New York, New York. The 240 West 73rd Street Property was originally constructed in 1928 and was most recently renovated by the borrower sponsor after acquiring the 240 West 73rd Street Property in 2023. These renovations totaled $1,750,000 and included elevator upgrades, heating, ventilation and air-conditioning and utility upgrades, amenity upgrades, and in-unit renovations for 60 units. Amenities at the 240 West 73rd Street Property include a fitness room, in-building laundry room, and an on-site superintendent. In addition to the residential component, the 240 West 73rd Street Property contains 3,301 square feet of professional office and storage space. As of March 15, 2025, the office/storage space at the 240 West 73rd Street Property accounted for 5.0% of underwritten income and was 100.0% leased to Dr. Williams Chiropractor Office through February 2034.

 

The 240 West 73rd Street Property unit mix is comprised of 132 studio units, 57 one-bedroom units, five two-bedroom units, and one three-bedroom unit. Unit amenities include full appliance packages and washer / dryers in select units. Across the 195 units at the 240 West 73rd Street Property, 77 units are market rate (48.0% of underwritten income), 55 are leased to short-term corporate rental operators (“Corporate Units”) generally with terms ending in 2025, or in some cases, 2026 (42.8% of underwritten income), and 63 are rent stabilized (9.2% of underwritten income). The Corporate Units are leased to three operators: Urban Furnished, LLC (32 units), Dwell Recovery, LLC (16 units), and Blueground US Inc. (7 units). As of March 13, 2025, the residential component of the 240 West 73rd Street Property was 95.9% leased.

 

The following table presents certain information relating to the unit mix at the 240 West 73rd Street Property:

 

240 West 73rd Street Unit Mix(1)
Unit Mix / Type Units Occupied Units % Occupied Average SF per Unit Monthly Average Rent per Unit(2) Monthly Average Market Rent per Unit
Studio - Market Rate 56 53 94.6%   266 $3,149 $3,200
Studio - Rent Stabilized 38 35 92.1%   335 $542 $3,200
Studio - Corporate 38 38 100.0%   280 $3,541 $3,500
1BR - Market Rate(3) 20 20 100.0%   356 $3,661 $4,000
1BR - Rent Stabilized 24 22 91.7%   415 $887 $4,000
1BR – Corporate(4) 13 13 100.0%   384 $4,417 $4,500
2BR - Rent Stabilized 1 1 100.0%   723 $7,443 $5,000
2BR – Corporate(4) 4 4 100.0%   554 $5,490 $5,250
3BR - Market Rate 1 1 100.0%   947 $7,500 $7,500
Total/Wtd. Avg. 195 187 95.9%   329 $2,714 $3,599
 
(1)Based on the underwritten rent roll dated March 13, 2025.
(2)Monthly Average Rent per Unit is based on Occupied Units
(3)1 BR –Market Rate includes a superintendent that is occupied but to which no rent is attributable. The superintendent unit is included in the total unit and occupancy count but is excluded from the monthly average rent per unit.
(4)1BR – Corporate and 2BR – Corporate each include one rent stabilized unit.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 52 

 

Multifamily – High Rise Loan #5 Cut-off Date Balance:   $36,000,000
240 West 73rd Street 240 West 73rd Street Cut-off Date LTV:   64.3%
New York, NY 10023   UW NCF DSCR:   1.42x
    UW NOI Debt Yield:   9.9%

The Market. The 240 West 73rd Street Property is located within the Upper West Side neighborhood of New York City. According to a third-party market research report, entering the fourth quarter of 2024, the New York City apartment market had the tightest vacancy rate in the nation, with 2.8% of the metropolitan area’s approximately 1.57 million units vacant. Access to the Upper West Side neighborhood is provided by the 1, 2, 3, B, D, A and C subway lines. The 240 West 73rd Street Property is situated approximately one block from the 72nd Street subway station with access to the 1, 2, and 3 lines. The Upper West Side has a number of cultural, educational and historical institutions, and neighborhood amenities which include Central Park, Lincoln Center, the Metropolitan Opera, the New York City Ballet and the New York Philharmonic, the midtown campus of Fordham University and Fordham Law School, and the American Museum of Natural History.

According to a third-party market research report, the 240 West 73rd Street Property is located in the Upper West Side multifamily submarket of Manhattan. According to the report, as of January 24, 2025, the Upper West Side multifamily submarket had an inventory of 58,998 units, a vacancy rate of 3.0%, and an average asking rental rate of $5,199 per unit.

The following table presents information regarding certain competitive properties to the 240 West 73rd Street Property:

Competitive Rental Properties Summary(1)
Property Name / Address Distance from Subject Year Built / Renovated Occupancy Number of Units Unit Type Average Unit Size Average Rent Per Unit

240 West 73rd Street

New York, NY(2)

 

-

 

1928 / 2023

 

95.9%

 

195

 

Studio - Market Rate 266 SF $3,149
Studio - Rent Stabilized 335 SF $542
Studio - Corporate 280 SF $3,541
1BR - Market Rate 356 SF $3,661
1BR - Rent Stabilized 415 SF $887
1BR - Corporate 384 SF $4,417
2BR - Rent Stabilized 723 SF $7,443
2BR - Corporate 554 SF $5,490
3BR - Market Rate 947 SF $7,500

West Pierre

253 West 72nd Street

New York, NY

 

0.2 mi

 

1926 / NAP

 

100.00%

 

174

 

Studio 445 SF $3,004
1 Bedroom 651 SF $4,005
2 Bedroom 869 SF $6,508
3 Bedroom 1,159 SF $8,278

Parc Coliseum Apartments

228 West 71st Street

New York, NY

 

0.2 mi

 

1910 / 1982

 

100.00%

 

177

 

Studio 365 SF $3,297
1 Bedroom 570 SF $4,107
2 Bedroom 680 SF $4,850

South Pierre

160 West 71st Street

New York, NY

 

0.2 mi

 

1923 / 2012

 

100.00%

 

303

 

Studio 533 SF $2,925
1 Bedroom 637 SF $4,050
The Ormonde 0.3 mi 1900 / 2012 100.00% 134 Studio 411 SF $3,393
2030 Broadway         1 Bedroom 610 SF $4,618
New York, NY         2 Bedroom 1,167 SF $8,167
          3 Bedroom 1,191 SF $9,530
Stonehenge 70 0.3 mi 1924 / NAP 100.00% 185 Studio 339 SF $3,397
210 West 70th Street         1 Bedroom 654 SF $4,644
New York, NY         2 Bedroom 978 SF $7,466
          3 Bedroom 1,235 SF $9,209

Parc 77

50 West 77th Street

New York, NY

 

0.5 mi

 

1903 / NAP

 

100.00%

 

137

 

Studio 399 SF $3,511
1 Bedroom 610 SF $4,719
2 Bedroom 983 SF $6,682
(1)Source: Appraisal.
(2)Based on the underwritten rent roll dated March 13, 2025.

 

Appraisal. The appraisal concluded to an “as-is” value for the 240 West 73rd Street Property of $56,000,000 as of February 11, 2025.

Environmental Matters. According to the Phase I environmental site assessment dated February 21, 2025, there was a recognized environmental condition relating to lack of tank closure documentation and potential subsurface impacts with respect to underground storage tanks previously located on the 240 West 73rd Street Property. See “Description of the Mortgage Pool—Environmental Considerations” in the Preliminary Prospectus.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 53 

 

Multifamily – High Rise Loan #5 Cut-off Date Balance:   $36,000,000
240 West 73rd Street 240 West 73rd Street Cut-off Date LTV:   64.3%
New York, NY 10023   UW NCF DSCR:   1.42x
    UW NOI Debt Yield:   9.9%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the 240 West 73rd Street Property:

 

Cash Flow Analysis(1)
  2024 UW UW Per Unit
Base Rent - Residential $5,819,774 $6,001,773 $30,778
Potential Income from Vacant Units $0 $326,400 $1,674
Gross Potential Rent - Residential $5,819,774 $6,328,173 $32,452
Vacancy/Credit Loss $0 ($326,400) ($1,674)
Other Income - Residential(2) $0 $0 $0
Effective Gross Income - Residential $5,819,774 $6,001,773 $30,778
       
Base Rent - Commercial $291,737 $334,403 $1,715
Potential Income from Vacant Space $0 $0 $0
Gross Potential Rent $291,737 $334,403 $1,715
Vacancy/Credit Loss $0 ($16,755) ($86)
Other Income - Commercial(3) $0 $707 $4
Effective Gross Income - Commercial $291,737 $318,354 $1,633
       
Total Effective Gross Income $6,111,511 $6,320,128 $32,411
      0
Real Estate Taxes $1,180,826 $1,079,967 $5,538
Insurance $111,791 $194,253 $996
Management Fee $183,345 $189,604 $972
Payroll & Benefits(4) $1,281,118 $655,740 $3,363
Other Operating Expenses(5) $413,600 $641,276 $3,289
Total Operating Expenses $3,170,681 $2,760,840 $14,158
       
Net Operating Income $2,940,831 $3,559,288 $18,253
Replacement Reserves - Residential $0 $48,750 $250
Replacement Reserves - Commercial $0 $495 $3
Normalized TI/LC $0 $9,551 $49
Net Cash Flow $2,940,831 $3,500,492 $17,951
       
Occupancy 92.3% 94.8%(6)  
NOI DSCR 1.19x 1.44x  
NCF DSCR 1.19x 1.42x  
NOI Debt Yield 8.2% 9.9%  
NCF Debt Yield 8.2% 9.7%  

 
 
(1)Historical periods prior to 2024 are not available as the borrower acquired the 240 West 73rd Street Property in 2023 and subsequently renovated it.
(2)Other Income - Residential includes income from forfeited security deposits, laundry income, tenant storage, and miscellaneous fees.
(3)Other Income - Commercial includes reimbursement of real estate taxes per the lease in-place with the chiropractic office which pays increases over the 2023-24 base year.
(4)The decrease from 2024 to UW Payroll & Benefits expense is primarily attributable to a partial union contract buyout at the end of 2024.
(5)Other Operating Expenses represents repairs and maintenance, utilities, and general and administrative expenses.
(6)Represents Economic Occupancy.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 54 

 

Multifamily – High Rise Loan #5 Cut-off Date Balance:   $36,000,000
240 West 73rd Street 240 West 73rd Street Cut-off Date LTV:   64.3%
New York, NY 10023   UW NCF DSCR:   1.42x
    UW NOI Debt Yield:   9.9%

Escrows. At origination, the borrower deposited into escrow (i) approximately $540,439 for real estate taxes, (ii) approximately $169,639 for insurance premiums, (iii) $470,625 for immediate repairs (including New York City Local Law 11 façade work), (iv) $166,375 for fines for violations, and (v) $70,000 for an additional employee buyout.

Real Estate Taxes – On a monthly basis, the borrower is required to escrow 1/12th of the annual estimated tax payments, which currently equates to approximately $90,073.

Insurance – On a monthly basis, the borrower is required to escrow 1/12th of the amount which will be sufficient to pay the insurance premiums due for the renewal of coverage afforded by the insurance policies, which currently equates to approximately $15,422.

Replacement Reserve – On a monthly basis, the borrower is required to escrow approximately $4,104 for replacement reserves.

Lockbox and Cash Management. The 240 West 73rd Street Mortgage Loan is structured with a springing lockbox and springing cash management. Upon the first occurrence of a Trigger Period (as defined below), the borrower is required to establish a lockbox account for the benefit of the lender, into which all rents and other revenue from the 240 West 73rd Street Property are required to be deposited by the borrower or property manager, as applicable. Within five days after the first occurrence of a Trigger Period, the borrower is required to deliver notices to (x) all non-residential tenants, and (y) each of the credit card companies or credit card clearing banks with which the borrower has entered into a merchant’s or other credit card agreement directing them to remit all rents or other payments into the lender-controlled lockbox account. Upon and after the first occurrence of a Trigger Period, the borrower is required to (or cause the property manager to) promptly, but in no event more than two days following receipt, deposit all revenue derived from the 240 West 73rd Street Property and received by the borrower or property manager into the lender-controlled lockbox account. Funds in the lockbox account will be transferred on each business day to or at the direction of the borrower, unless a Trigger Period exists and the lender elects (in its sole discretion), to deliver a restricted account notice, in which case all funds in the lockbox account are required to be transferred to a lender-controlled cash management account on each business day and disbursed in accordance with the 240 West 73rd Street Mortgage Loan documents. Also, during a Trigger Period, all excess cash is required to be collected by the lender and held as additional security for the 240 West 73rd Street Mortgage Loan. Upon the cure of all Trigger Periods, so long as no event of default exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrower. Upon an event of default under the 240 West 73rd Street Mortgage Loan documents, the lender may apply funds to the debt in such priority as it may determine.

A “Trigger Period” means a period (A) commencing upon the earliest of (i) the occurrence and continuance of an event of default, and (ii) the debt service coverage ratio being less than 1.15x ; and (B) expiring upon (y) with regard to any Trigger Period commenced in connection with clause (i) above, the cure (if applicable) of such event of default, and (z) with regard to any Trigger Period commenced in connection with clause (ii) above, the date that the debt service coverage ratio is equal to or greater than 1.15x for two consecutive calendar quarters.

Property Management. The 240 West 73rd Street Property is self-managed by the borrower. The 240 West 73rd Street Mortgage Loan documents permit the borrower to engage a property manager with the consent of the lender.

Terrorism Insurance. The borrower is required to obtain and maintain property insurance in an amount equal to the full replacement cost of the 240 West 73rd Street Property and maintain business interruption insurance for 18 months plus an extended period of indemnity of up to six months. Such insurance is required to include terrorism insurance coverage. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the Preliminary Prospectus.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 55 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 56 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 57 

 

Mortgage Loan No. 6 – Celebration Town Center

 

Mortgage Loan Information   Property Information
         
Mortgage Loan Seller: WFB   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Kissimmee, FL 34747
Original Balance: $33,000,000   General Property Type: Mixed Use
Cut-off Date Balance: $33,000,000   Detailed Property Type: Office/Retail
% of Initial Pool Balance: 5.7%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: 1996/NAP
Borrower Sponsor: Metin Negrin   Size: 161,945 SF
Guarantor: Metin Negrin   Cut-off Date Balance PSF: $204
Mortgage Rate: 6.6810%   Maturity Date Balance PSF: $204
Note Date: 5/1/2025   Property Manager: Lexin Realty Services, LLC
Maturity Date: 5/11/2030     (borrower-related)
Term to Maturity: 60 months   Underwriting and Financial Information
Amortization Term: 0 months   UW NOI(2): $3,902,138
IO Period: 60 months   UW NCF $3,638,168
Seasoning: 0 months   UW NOI Debt Yield: 11.8%
Prepayment Provisions: L(24),D(29),O(7)   UW NCF Debt Yield: 11.0%
Lockbox/Cash Mgmt Status: Soft/Springing   UW NOI Debt Yield at Maturity: 11.8%
Additional Debt Type: NAP   UW NCF DSCR: 1.63x
Additional Debt Balance: NAP   Most Recent NOI(2): $3,324,440 (2/28/2025 TTM)
Future Debt Permitted (Type): No (NAP)   2nd Most Recent NOI(2): $3,333,751 (12/31/2024)
Reserves(1)   3rd Most Recent NOI: $3,528,941 (12/31/2023)
Type Initial Monthly Cap   Most Recent Occupancy: 88.2% (3/31/2025)
RE Taxes: $345,259 $57,543 NAP   2nd Most Recent Occupancy: 84.1% (12/31/2024)
Insurance: $201,425 $28,775 NAP   3rd Most Recent Occupancy: 84.4% (12/31/2023)
Immediate Repairs: $19,305 $0 NAP   Appraised Value (as of): $55,600,000 (3/26/2025)
Replacement Reserve: $0 $5,128 $184,617   Appraised Value PSF: $343
TI/LC Reserve: $0 $16,869 $607,294   Cut-off Date LTV Ratio: 59.4%
Rent Concession Reserve: $12,725 $0 NAP   Maturity Date LTV Ratio: 59.4%
               

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Loan Amount: $33,000,000 100.0%   Loan Payoff: $27,755,237 84.1% 
        Return of Equity: $4,037,812 12.2% 
        Closing Costs: $628,237 1.9% 
        Upfront Reserves: $578,714 1.8% 
Total Sources: $33,000,000 100.0%   Total Uses: $33,000,000 100.0% 
(1)See “Escrows and Reserves” below.
(2)The increase in NOI from 12/31/2024 and 2/28/2025 TTM to UW was primarily due to new leasing activity that increased overall occupancy from 84.1% as of 12/31/2024 to the current level of 88.2% as of 3/31/2025. There were seven new leases with commencement dates between December 2024 and April 2025 that account for approximately $296,846 in underwritten base rent and approximately $224,746 in net recoveries.

 

The Mortgage Loan. The sixth largest mortgage loan (the “Celebration Town Center Mortgage Loan”) is evidenced by a promissory note in the original principal balance of $33,000,000 and secured by the borrower’s fee interest in a 161,945 SF mixed-use office and retail property located in Kissimmee, Florida (the “Celebration Town Center Property”).

 

The Borrower and the Borrower Sponsor. The borrower is Lexin Celebration Commercial LLC, a Delaware limited liability company structured as a single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Celebration Town Center Mortgage Loan.

 

The borrower sponsor and non-recourse carveout guarantor is Metin Negrin, the founder and president of Lexin Capital. Founded in 2002, Lexin Capital is an investment firm that invests its own capital along with a global client base and makes direct investments in real estate. The firm’s experience includes investing in distressed debt situations with real estate as collateral, residential and commercial developments in various markets as well as direct investments in income producing assets and real estate securities.

 

The Property. The Celebration Town Center Property is comprised of a 3-story mixed-use property comprising office and retail space totaling 161,945 SF located in Kissimmee, Florida. The Celebration Town Center Property was built in 1996 and the borrower sponsor acquired the Celebration Town Center Property in 2004. The Celebration Town Center Property consists of 92,795 SF of office space (57.3% of NRA; 50.1% of underwritten base rent) and 69,150 SF of retail (42.7% of NRA; 49.9% of underwritten base rent). The Celebration Town Center Property contains 354 parking spaces (2.19 spaces per 1,000 SF). As of March 31, 2025, the Celebration Town Center Property was 88.2% leased to 73 tenants.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 58 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

Major Tenants.

 

Columbia Restaurant (7,500 SF; 4.6% of NRA; 10.8% of Retail NRA; 9.2% of underwritten base rent). Columbia Restaurant is a family-owned and operated chain of Spanish-Cuban cuisine restaurants founded in 1905. Columbia Restaurant currently has seven locations throughout Florida. Columbia Restaurant has been a tenant since 1997 and is on a lease expiring October 31, 2032, with two, 10-year extension options and no termination options.

 

Thai Thani (5,575 SF; 3.4% of NRA; 8.1% of Retail NRA; 3.4% of underwritten base rent). Thai Thani is a Thai cuisine restaurant that was established by a retired Deputy Permanent Secretary of the Thai Ministry of Commerce. Thai Thani has been a tenant since 2008 and is on a lease expiring November 30, 2028, with one, five-year extension option and no termination options.

 

Ipswich, Inc (5,503 SF, 3.4% of NRA; 8.0% of Retail NRA; 5.9% of underwritten base rent). Ipswich, Inc (d/b/a “Celebration Town Tavern”) is a family owned and operated restaurant. Celebration Town Tavern has been a tenant since 2001 and has a lease expiration date of January 31, 2026, with two, five-year renewal options and no termination options.

 

The following table presents certain information relating to the tenancy at the Celebration Town Center Property:

 

Tenant Summary(1)
Tenant Name Tenant Type Credit Rating (Fitch/Moody's/S&P)(2) Tenant SF Approx. % of Total SF Annual UW Rent(3) % of Total Annual UW Rent(3) Annual UW Rent PSF(3) Lease Expiration Term. Option (Y/N) Renewal Options
Columbia Restaurant Retail NR/NR/NR 7,500 4.6% $384,856 9.2% $51.31 10/31/2032 N 2 x 10 year
Thai Thani Retail NR/NR/NR 5,575 3.4%  $144,388 3.4% $25.90 11/30/2028 N 1 x 5 year
Ipswich, Inc Retail NR/NR/NR 5,503 3.4%  $246,250 5.9% $44.75 1/31/2026 N 2 x 5 year
Alliance Exposition Services Office NR/NR/NR 4,928 3.0% $93,632 2.2% $19.00 1/31/2030 N None

Open Hearts Language

Academy Orlando(4)

Office NR/NR/NR 4,703 2.9% $95,424 2.3% $20.29 4/30/2026 N None
Subtotal/Wtd. Avg.     28,209 17.4% $964,550 22.9% $34.19      
                     
Other Tenants    

114,588

70.8%

$3,240,846

77.1%

$28.28

     
Occupied Collateral Total     142,797 88.2% $4,205,396 100.0% $29.45      
                     
Vacant Space    

19,148

11.8%

           
Total/Wtd. Avg.     161,945 100.0%            

 

(1)Based on the underwritten rent roll dated March 31, 2025.
(2)Represents the credit rating of the parent company, whether or not the parent company guarantees the lease.
(3)The Annual UW Rent, % of Total Annual UW Rent and Annual UW Rent PSF includes rent steps through April 2026 totaling $85,246 and straight line rent averaging for investment grade tenants totaling $19,981.
(4)Open Hearts Language Academy Orlando subleases approximately 300 SF (approximately 6.4% of its total space). The subtenant signed an agreement directly with Open Hearts Language Academy Orlando and is not required to disclose the terms of such sublease to the borrower sponsor; however, the borrower sponsor reserves the right to approve any subtenant.

 

The following table presents a summary of sales and occupancy costs for certain major retail tenants at the Celebration Town Center Property.

 

Tenant Sales(1)(2)
  2022 Sales (PSF) 2023 Sales (PSF) 2024 Sales (PSF) Occupancy Cost(3)
Columbia Restaurant $1,144 $1,224 $1,173 7.7%
Thai Thani $259 $242 $213 21.3%
Ipswich, Inc $1,780 $1,713 $1,660 7.2%

 

(1)Information obtained from the borrower sponsors, shown as of December 31 of each respective year.
(2)Tenants shown in the Tenant Summary table above are Major tenants of the Celebration Town Center Property that report sales data.
(3)Occupancy cost is based on underwritten base rent and reimbursements divided by most recent reported sales.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 59 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

The following table presents certain information relating to the lease rollover schedule at the Celebration Town Center Property:

 

Lease Rollover Schedule(1)(2)
Year # of Leases Rolling SF Rolling Approx. % of Total SF Rolling Approx. Cumulative % of SF Rolling Total UW Rent Rolling Approx. % of Total Rent Rolling Approx. Cumulative % of Total Rent Rolling UW Rent PSF Rolling
MTM/2025 14 15,557 9.6% 9.6% $297,744 7.1% 7.1% $19.14
2026 17 27,938 17.3% 26.9% $831,465 19.8% 26.9% $29.76
2027 13 20,438 12.6% 39.5% $597,146 14.2% 41.1% $29.22
2028 13 25,016 15.4% 54.9% $683,093 16.2% 57.3% $27.31
2029 4 6,612 4.1% 59.0% $239,615 5.7% 63.0% $36.24
2030 6 16,318 10.1% 69.1% $396,177 9.4% 72.4% $24.28
2031 2 7,382 4.6% 73.6% $332,075 7.9% 80.3% $44.98
2032 3 14,636 9.0% 82.7% $518,592 12.3% 92.6% $35.43
2033 1 4,543 2.8% 85.5% $137,756 3.3% 95.9% $30.32
2034 0 0 0.0% 85.5% $0 0.0% 95.9% $0.00
2035 1 4,357 2.7% 88.2% $171,733 4.1% 100.0% $39.42
Thereafter 0 0 0.0% 88.2% $0 0.0% 100.0% $0.00
Vacant 0 19,148 11.8% 100.0% $0 0.0% 100.0% $0.00
Total/Wtd. Avg. 74 161,945 100.0%   $4,205,396 100.0%   $29.45

 

(1)Based on the underwritten rent roll dated March 31, 2025 and includes rent steps through April 2026 totaling $85,246 and straight line rent averaging for investment grade tenants totaling $19,981.
(2)Certain tenants may have termination or contraction options that are not considered in the above Lease Rollover Schedule.

 

The Market. The Celebration Town Center Property is located in the northwest area of Osceola County, Florida. Primary access to the Celebration Town Center Property is provided via Sycamore Street. The Celebration Town Center Property surrounding area can also be accessed through State Route 417 which intersects with Interstate 4. Interstate 4 intersects with several major expressways as it traverses Central Florida. The Celebration Town Center Property is approximately 10.2 miles to Downtown Kissimmee and approximately 20.0 miles to Orlando International Airport. Major employers include Walt Disney Parks & Resorts US which is located approximately 3.2-mile northwest of the Celebration Town Center Property and has a daytime employment total of over 75,000 people.

 

According to the appraisal, the Celebration Town Center Property is located in the Osceola Outlying office submarket. As of Q4 2024, the office submarket had an inventory of approximately 2.9 million SF with a 2.1% vacancy rate and asking rent of $31.72 PSF.

 

According to the appraisal, the Celebration Town Center Property is located in the Osceola Outlying retail submarket. As of Q4 2024, the retail submarket had an inventory of approximately 8.8 million SF with a 2.0% vacancy rate and asking rent of $27.83 PSF.

 

According to the appraisal, the 2024 population and average household income within a one-, three- and five-mile radius of the Celebration Town Center Property was 5,809, 20,224, and 61,736 and $154,774, $117,390, and $97,524, respectively.

 

The following table presents certain information relating to the appraisal’s market rent conclusions for the Celebration Town Center Property:

 

Market Rent Summary(1)
  Office Space Retail Space Cinema Space Restaurant Space Retail Bank Space
Market Rent (PSF) $30 $35 $18 $38 $40
Lease Term (Years) 3 5 10 5 5
Lease Type Net Net Net Net Net
Escalations 3.0% annually 3.0% annually 3.0% annually 3.0% annually 3.0% annually
Tenant Improvements (New/Renewal) $0 / $0 $0 / $0 $0 / $0 $0 / $0 $0 / $0
Leasing Commissions (New/Renewal) 6.0% / 3.0% 6.0% / 3.0% 6.0% / 3.0% 6.0% / 3.0% 6.0% / 3.0%
Free Rent (Months) (New) 3 2 9 3 3

 
 
(1)Information obtained from the appraisal.

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 60 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

The following table presents certain information relating to the appraiser’s office market rent conclusions for the Celebration Town Center Property:

 

Comparable Office Space Rental Summary(1)
Property Name/Location Total NRA (SF) Year Built Tenant Size (SF) Tenant Name Annual Base Rent PSF Commencement Lease Term (Years)

Celebration Town Center

Kissimmee, FL

161,945(2) 1996          

Adventist FH Celebration MOB

Celebration, FL

92,561 2006 1,706 CVAK MSO $30.45 Oct-24 3.0

Adventist FH Celebration MOB

Celebration, FL

92,561 2006 1,873 Adventist Health $39.31 Oct-24 5.0

Westwood Center II

Orlando, FL

467,866 2000 4,787 Buyers Edge $35.75 Oct-24 7.2

Millenia Lakes I

Orlando, FL

194,440 2001 9,417 Closing City $33.00 Oct-24 5.4

Millenia Lakes I

Orlando, FL

194,440 2001 9,000 IEL $32.50 Apr-24 5.3

Citadel I

Orlando, FL

135,637 1984 3,861 Hilb Group $26.65 Jul-24 4.0

 

(1)Information obtained from the appraisal unless otherwise indicated.
(2)Based on the underwritten rent roll dated March 31, 2025.

 

The following table presents certain information relating to the appraiser’s retail market rent conclusions for the Celebration Town Center Property:

 

Comparable Retail Space Rental Summary(1)
Property Name/Location Total NRA (SF) Year Built Tenant Size (SF) Tenant Name Annual Base Rent PSF Commencement Lease Term (Years)

Celebration Town Center

Kissimmee, FL

161,945(2) 1996          

WaterStar Orlando

Kissimmee, FL

80,113 2023 4,200 Hibbett Sports $28.00 Aug-24 7.0

Adventist FH Celebration

Celebration, FL

92,561 2006 1,873 Adventist Health $39.31 Oct-24 5.0

Water Tower Shoppes

Celebration, FL

5,624 2004 1,400 Listing $45.00 Mar-24 5.0

The Grove - Bldg 6

Windermere, FL

24,060 2014 5,971 Listing $48.00 Mar-24 0.0

Millenia Lakes I

Orlando, FL

194,440 2001 9,000 IEL $32.50 Apr-24 5.3

Hamlin Plaza

Winter Garden, FL

12,420 2023 5,881 - $45.00 Jun-24 0.0

Shoppes of Belmere

Ocoee, FL

19,572 2009 2,001 Florida Eye Clinic $50.00 Jan-24 5.0

 

(1)Information obtained from the appraisal unless otherwise indicated.
(2)Based on the underwritten rent roll dated March 31, 2025.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 61 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Celebration Town Center Property:

Cash Flow Analysis
  2022 2023 2024 TTM 2/28/2025 UW   UW PSF
Base Rent(1) $3,669,160 $3,739,335 $3,762,695 $3,789,507 $4,205,396   $25.97
Grossed Up Vacant Space

$0

$0

$0

$0

$443,040

 

$2.74

Gross Potential Rent $3,669,160 $3,739,335 $3,762,695 $3,789,507 $4,648,436   $28.70
Percentage Rent $690,621 $762,381 $754,773 $709,416 $720,002   $4.45
Other Income $69,607 $75,728 $73,970 $82,153 $82,153   $0.51
Total Recoveries

$1,974,007

$2,160,905

$2,142,087

$2,140,541

$2,366,186

 

$14.61

Net Rental Income $6,403,395 $6,738,348 $6,733,525 $6,721,617 $7,816,777   $48.27
(Vacancy & Credit Loss)

$0

$0

$0

$0

($443,040)

 

($2.74)

Effective Gross Income $6,403,395 $6,738,348 $6,733,525 $6,721,617 $7,373,737   $45.53
             
Management Fee $249,991 $274,377 $261,386 $270,137 $294,949   $1.82
Real Estate Taxes $1,124,970 $1,266,253 $1,369,170 $1,378,524 $1,423,556   $8.79
Insurance $266,512 $285,752 $319,227 $324,279 $328,857   $2.03
Other Operating Expenses

$1,359,779

$1,383,026

$1,449,990

$1,424,237

$1,424,237

 

$8.79

Total Expenses $3,001,252 $3,209,407 $3,399,773 $3,397,177 $3,471,599   $21.44
             
Net Operating Income(2) $3,402,142 $3,528,941 $3,333,751 $3,324,440 $3,902,138   $24.10
Replacement Reserves $0 $0 $0 $0 $61,539   $0.38
TI/LC

$0

$0

$0

$0

$202,431

 

$1.25

Net Cash Flow $3,402,142 $3,528,941 $3,333,751 $3,324,440 $3,638,168   $22.47
             
Occupancy % 87.5% 84.4% 84.1% 88.3%(3) 90.5% (3)  
NOI DSCR 1.52x 1.58x 1.49x 1.49x 1.75x    
NCF DSCR 1.52x 1.58x 1.49x 1.49x 1.63x    
NOI Debt Yield 10.3% 10.7% 10.1% 10.1% 11.8%    
NCF Debt Yield 10.3% 10.7% 10.1% 10.1% 11.0%    

 

(1)The UW Base Rent and UW PSF Base Rent includes rent steps through April 2026 totaling $85,246 and straight line rent averaging for investment grade tenants totaling $19,981.
(2)The increase in NOI from 2024 and TTM 2/28/2025 to UW was primarily due to new leasing activity that increased overall occupancy from 84.1% as of December 31, 2024 to the current level of 88.2% as of March 31, 2025. There were seven new leases with commencement dates between December 2024 and April 2025 that account for approximately $296,846 in underwritten base rent and approximately $224,746 in net recoveries.
(3)The underwritten economic vacancy is 9.5%. The Celebration Town Center Property was 88.2% physically occupied as of March 31, 2025.

 

Environmental. According to the Phase I environmental assessment dated March 27, 2025, there was no evidence of any recognized environmental conditions at the Celebration Town Center Property.

Appraisal. According to the appraisal dated April 28, 2025, the Celebration Town Center Property had an “As-Is” appraised value of $55,600,000 as of March 26, 2025.

Escrows and Reserves.

Real Estate Taxes – The Celebration Town Center Mortgage Loan documents require an upfront deposit of $345,259 and ongoing monthly real estate tax reserves in an amount equal to 1/12th of the real estate taxes that the lender estimates will be payable during the next 12 months, initially estimated at $57,543. 

Insurance – The Celebration Town Center Mortgage Loan documents require upfront deposit of $201,425 and ongoing monthly insurance reserves in an amount equal to 1/12th of the insurance premiums that the lender estimates will be payable for the renewal of the coverage afforded by the policies upon the expiration thereof, initially estimated $28,775.

Immediate Repair Reserve – The Celebration Town Center Mortgage Loan documents require an upfront deposit of $19,305 for immediate repairs.

Replacement Reserve – The Celebration Town Center Mortgage Loan documents require an ongoing monthly replacement reserve deposit of $5,128 for capital expenditures, subject to a cap of $184,617.

TI/LC Reserve – The Celebration Town Center Mortgage Loan documents require the borrower to make ongoing monthly deposits of $16,869 for tenant improvements and leasing commissions ($1.25 PSF annually), subject to a cap of $607,294 ($3.75 PSF).

Rent Concession Reserve – The Celebration Town Center Mortgage Loan documents require the borrower to make an upfront deposit of $12,725 for future rent abatements related to certain non-major tenants at the Celebration Town Center Property.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 62 

 

Mixed Use – Office/Retail Loan #6 Cut-off Date Balance:   $33,000,000
610 Sycamore Street Celebration Town Center Cut-off Date LTV:   59.4%
Kissimmee, FL 34747   UW NCF DSCR:   1.63x
    UW NOI Debt Yield:   11.8%

Lockbox and Cash Management. The Celebration Town Center Mortgage Loan is structured with a soft lockbox, which is already in place, and springing cash management. Prior to the occurrence of a Cash Trap Event Period (as defined below), the loan documents require that the borrower deposit all rents into the lockbox account within one business day of receipt and all funds in the lockbox account are required to be distributed to the borrower. During a Cash Trap Event Period, funds in the lockbox account are required to be swept to a lender-controlled cash management account and all excess funds are required to be swept to an excess cash flow subaccount controlled by the lender.

A “Cash Trap Event Period” will commence upon the occurrence of:

(i)an event of default; or
(ii)the net cash flow debt service coverage ratio (“NCF DSCR”) falling below 1.20x for two consecutive calendar quarters.

 

A Cash Trap Event Period will end upon the occurrence of any of the following:

(i)with regard to clause (i), the event of default has been cured; or
(ii)with regard to clause (ii), the NCF DSCR being at least 1.30x for two consecutive calendar quarters.

 

Right of First Offer/Right of First Refusal. The Celebration Company, developer of the Downtown Celebration project of which the Celebration Town Center Property is a part, has a 30-day right of first offer (“ROFO”) to purchase the Celebration Town Center Property prior to its being marketed for sale. The ROFO expires on January 20, 2029. The ROFO is not extinguished by foreclosure; however, the ROFO does not apply to foreclosure or deed in lieu thereof.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Celebration Town Center Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a 6-month extended period of indemnity. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the prospectus.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 63 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 64 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 65 

 

Mortgage Loan No. 7 – Radius at Harbor Bay

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: WFB   Single Asset/Portfolio: Portfolio
Credit Assessment (Moody’s/Fitch/KBRA): NR/NR/NR   Location: Alameda, CA 94502
Original Balance(1): $25,000,000   General Property Type: Various
Cut-off Date Balance(1): $24,902,076   Detailed Property Type: Various
% of Initial Pool Balance: 4.3%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: Various/Various
Borrower Sponsors: TNREF IV REIV, LLC and True North Real Estate Fund IV, L.P.  

Size:

Cut-off Date Balance per SF(1):

643,220 SF

$328

Guarantors: TNREF IV REIV, LLC and True North Real Estate Fund IV, L.P.  

Maturity Balance per SF(1):

Property Manager:

$309

CBRE, Inc.

Mortgage Rate: 6.1260%      
Note Date: 12/30/2024      
Maturity Date: 1/11/2030      
Original Term to Maturity: 60 months      
Original Amortization Term: 360 months   Underwriting and Financial Information(1)
IO Period: 0 months   UW NOI(3): $22,761,221
Seasoning: 4 months   UW NCF: $22,439,357
Prepayment Provisions: L(28),D(25),O(7)   UW NOI Debt Yield: 10.8%
Lockbox/Cash Mgmt Status: Hard/Springing   UW NCF Debt Yield: 10.6%
Additional Debt Type(1): Pari Passu   UW NOI Debt Yield at Maturity: 11.4%
Additional Debt Balance(1): $186,267,529   UW NCF DSCR: 1.45x
Future Debt Permitted (Type): No (NAP)   Most Recent NOI(3): $18,029,392 (9/30/2024 TTM)
      2nd Most Recent NOI(3): $12,162,354 (12/31/2023)
Reserves(2)   3rd Most Recent NOI: $10,220,790 (12/31/2022)
Type Initial Monthly Cap   Most Recent Occupancy: 93.9% (Various)
RE Taxes: $1,000,744 $250,186 NAP   2nd Most Recent Occupancy: 89.5% (12/31/2023)
Insurance: $0 Springing NAP   3rd Most Recent Occupancy: 90.7% (12/31/2022)
Replacement Reserve: $0 $10,721 $385,932   Appraised Value (as of)(4): $316,270,000 (Various)
TI/LC Reserve: $4,500,000 $53,602 (2)   Appraised Value per SF(4): $492
Abbott Reserve: $0 Springing (2)   Cut-off Date LTV Ratio: 66.8%
Existing TI/LC Reserve: $20,860,736 $0 NAP   Maturity Date LTV Ratio: 62.9%
Rent Concessions Reserve: $355,039 $0 NAP      

 

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Whole Loan Amount(1): $212,000,000 98.1%   Loan Payoff: $177,584,940 82.2%
Borrower Sponsor Equity: $4,133,191 1.9%   Upfront Reserves: $26,716,519 12.4%
        Closing Costs: $11,831,733 5.5%
Total Sources: $216,133,191  100.0%   Total Uses: $216,133,191 100.0%

 

(1)The Radius at Harbor Bay Mortgage Loan (as defined below) is part of a whole loan evidenced by six pari passu promissory notes with an aggregate original principal balance of $212,000,000. The information presented is based on the Radius at Harbor Bay Whole Loan (as defined below).
(2)See “Escrows and Reserves” below for further discussion of reserve requirements.
(3)The increase in NOI from 2022 to UW was primarily due to an increase in occupancy from 90.7% to 93.9% and an increase in average rental rates from $22.08 PSF to $37.62 PSF. Additionally, Penumbra, Inc. is converting the 1451 Harbor Bay Parkway property into an R&D facility. Demolition has started, and Penumbra, Inc. is expected to complete the buildout by July 2025.
(4)The appraisal provided “hypothetical as-stabilized” or “hypothetical as-complete/stabilized” values for eight of the 10 Radius at Harbor Bay Properties (as defined below) and as-is values for the other two. Of those eight mortgaged properties, six “hypothetical as-stabilized” or “hypothetical as-complete/stabilized” values were used because the respective property conversions from office to life science use have been completed, property occupancies have stabilized and all outstanding TI/LC reserves of $20,860,736 have been reserved for upfront. For the remaining two non-stabilized mortgaged properties that have not been converted and the two mortgaged properties that will not undergo conversions, as-is values were used. The aggregate portfolio value on this combined basis was $316,270,000 as of October 21, 2024 and October 23, 2024.

 

The Mortgage Loan. The seventh largest mortgage loan (the “Radius at Harbor Bay Mortgage Loan”) is part of a whole loan (the “Radius at Harbor Bay Whole Loan”) evidenced by six pari passu promissory notes with an aggregate original principal amount $212,000,000. The Radius at Harbor Bay Whole Loan is secured by a first priority fee mortgage encumbering the borrowers’ fee interests in 10 office, industrial, and mixed use properties totaling 643,220 SF of net rentable area located in Alameda, California (collectively, the “Radius at Harbor Bay Properties”). The Radius at Harbor Bay Mortgage Loan is evidenced by the non-controlling Note A-2-1-2, with an original principal balance of $25,000,000. The Radius at Harbor Bay Whole Loan is serviced pursuant to the pooling and servicing agreement for the WFCM 2025-5C3 transaction. See “Description of the Mortgage Pool—The Non-Serviced Pari Passu Whole Loans” and “Pooling and Servicing Agreement—Servicing of the Non-Serviced Mortgage Loans” in the prospectus.

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 66 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%
Radius at Harbor Bay Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Note
A-1 $83,000,000 $82,674,893 WFCM 2025-5C3 Yes
A-2-1-1 $25,000,000 $24,902,076 BANK5 2025-5YR14 No
A-2-1-2 $25,000,000 $24,902,076 WFCM 2025-5C4 No
A-2-2 $25,000,000 $24,902,076 BANK5 2025-5YR13 No
A-3 $11,600,000 $11,554,563 BANK5 2025-5YR14 No
A-4 $42,400,000 $42,233,921 BBCMS 2025-5C33 No
Total $212,000,000 $211,169,605    

 

The Borrowers and the Borrower Sponsors. The borrowers are Harbor Bay Parkway LLC, 1640 South Loop Road LLC, 1501 Harbor Bay LLC, 1321 & 1351 Harbor Bay LLC, 1411 Harbor Bay LLC, 1420 Harbor Bay LLC, 1451 Harbor Bay LLC and 1350 South Loop LLC, each a single-purpose, Delaware limited liability company with one independent director. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the Radius at Harbor Bay Whole Loan. 

The borrower sponsors and non-recourse carveout guarantors are TNREF IV REIV, LLC and True North Real Estate Fund IV, L.P. (individually or collectively, “True North Management Group”).

True North Management Group is a real estate investment firm that invests in middle market real estate assets in growing United States metropolitan areas with a value add and opportunistic approach. True North Management Group has raised over $1.5 billion in discretionary institutional equity capital across four funds and multiple co-investment vehicles.

The Properties. The Radius at Harbor Bay Properties comprise 643,220 SF across 10 buildings consisting of a mix of R&D, laboratory, and office uses located on a 33.93-acre site in Alameda, California. The Radius at Harbor Bay Properties consist of 435,949 SF of mixed use (R&D/Lab/Office) space, 121,216 SF of headquartered office space, and 86,055 SF of industrial R&D space. As of October 16, 2024 and November 26, 2024, the Radius at Harbor Bay Properties were 93.9% leased to 18 unique tenants with a weighted average lease term of approximately 8.2 years. The Radius at Harbor Bay Properties also include 2,525 on-site parking spaces (3.93 spaces per 1,000 SF), inclusive of 1,498 spaces shared on a non-exclusive basis to the entire Empire Parkway Centre condominium regime.

The following table presents certain information relating to the Radius at Harbor Bay Properties:

Radius at Harbor Bay Properties Summary
Property Name / Property Type / Property Sub-Type Allocated Whole Loan Cut-off Date Balance % of Portfolio Cut-off Date Balance Occupancy(1) Year Built / Renovated(2) Net Rentable Area (SF)(1) Appraised Value(3) Allocated Cut-off Date LTV UW NOI(1) % of UW NOI

1420 Harbor Bay Parkway

Office / Suburban

$29,842,887 14.1% 100.0% 1986 / Various 121,216 $46,420,000 64.3% $4,225,296 18.6%

1351 Harbor Bay Parkway

Mixed Use / R&D/Lab/Office

$28,782,120 13.6% 100.0% 1984 / Various 97,980 $44,770,000 64.3% $2,826,526 12.4%

1451 Harbor Bay Parkway

Industrial / R&D

$25,278,378 12.0% 100.0% 1984 / Various 86,055 $39,320,000 64.3% $2,482,514 10.9%

1640 South Loop Road

Mixed Use / R&D/Lab/Office

$23,465,432 11.1% 100.0% 1996 / 2021-2022 51,780 $36,500,000 64.3% $3,245,026 14.3%

1650 Harbor Bay Parkway

Mixed Use / R&D/Lab/Office

$23,401,143 11.1% 67.1% 2001 / 2019-2024 67,537 $29,600,000 79.1% $1,400,062 6.2%

1600 Harbor Bay Parkway

Mixed Use / R&D/Lab/Office

$22,951,122 10.9% 100.0% 2001 / 2019-2024 62,696 $35,700,000 64.3% $2,692,701 11.8%

1350 South Loop Road

Mixed Use / R&D/Lab/Office

$20,244,561 9.6% 100.0% 1987 / 2022 43,645 $31,490,000 64.3% $2,827,643 12.4%

1321 Harbor Bay Parkway

Mixed Use / R&D/Lab/Office

$14,741,434 7.0% 100.0% 1984 / Various 50,177 $22,930,000 64.3% $1,447,506 6.4%

1501 Harbor Bay Parkway

Mixed Use / R&D/Lab/Office

$14,143,548 6.7% 49.8% 1985 / 2021 33,817 $16,600,000 85.2% $797,057 3.5%

1411 Harbor Bay Parkway

Mixed Use / R&D/Lab/Office

$8,318,978 3.9% 100.0% 1984 / Various 28,317 $12,940,000 64.3% $816,889 3.6%
Total/Weighted Average $211,169,605 100.0% 93.9%   643,220 $316,270,000 66.8% $22,761,221 100.0%

 

(1)Information based on the underwritten rent roll.
(2)Source: Appraisal.
(3)The appraisal provided “hypothetical as-stabilized” or “hypothetical as-complete/stabilized” values for eight of the 10 Radius at Harbor Bay Properties and as-is values for the other two. Of those eight mortgaged properties, six “hypothetical as-stabilized” or “hypothetical as-complete/stabilized” values were used because the respective property conversions from office to life science use have been completed, property occupancies have stabilized and all outstanding TI/LC reserves of $20,860,736 have been reserved for upfront. For the remaining two non-stabilized mortgaged properties that have not been converted and the two mortgaged properties that will not undergo conversions, as-is values were used. The aggregate portfolio value on this combined basis was $316,270,000 as of October 21, 2024 and October 23, 2024.

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 67 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%

Major Tenants.

Penumbra, Inc. (262,529 SF, 40.8% net rentable area, 31.3% underwritten base rent). Founded in 2004, Penumbra, Inc. (NYSE: PEN) is a global provider of neurological and vascular medical devices. Penumbra, Inc. offers a 3D computer-based technology platform for the surgical removal of fluid and tissue from the ventricles and cerebrum. Penumbra, Inc. started occupying the 1351 Harbor Bay Parkway property in May 2008, and has since expanded into the 1451 Harbor Bay Parkway property, 1411 Harbor Bay Parkway property, and 1321 Harbor Bay Parkway property. In addition, Penumbra, Inc. also occupies space at five adjacent buildings (non-collateral) including its headquarters located at 1310 Harbor Bay Parkway (non-collateral). Penumbra, Inc. employs approximately 4,200 individuals and generates annual revenue of over $1.06 billion through a combination of direct sales and distributor arrangements. The Penumbra, Inc. lease has a current expiration of December 31, 2036, with three five-year renewal options and no termination options remaining.

Abbott Diabetes Care, Inc. (121,216 SF, 18.8% of net rentable area; 17.4% of underwritten base rent). Abbott Labs (NYSE: ABT), the parent company of Abbott Diabetes Care, Inc. (“Abbott”) is a global medical device company that develops and sells healthcare products worldwide. The company’s product portfolio spans across four segments: pharmaceutical products, diagnostic products, nutritional products, and medical devices. The company generated over $40.1 billion in revenue in 2023. The Abbott lease has a current expiration of December 31, 2029, with two five-year renewals and no termination options.

Vivani Medical, Inc. (43,645 SF; 6.8% of net rentable area; 11.7% of underwritten base rent). Vivani Medical, Inc. (Nasdaq: VANI) is a biopharmaceutical company that specializes in miniaturized and subdermal implants, utilizing its advanced nano portal implant technology to treat chronic diseases. The Vivani Medical, Inc. lease has a current expiration of September 30, 2033, with two five-year renewals and no termination options remaining.

The following table presents certain information relating to the tenancy at the Radius at Harbor Bay Properties:

Tenant Summary
Tenant Name Credit Rating (Fitch/Moody's/ S&P)(1) Tenant SF % of Total SF Annual UW Rent(2) % of Total Annual UW Rent(2) Annual UW Rent PSF(2) Lease Expiration Term. Option (Y/N) Renewal Options
Penumbra, Inc.(3) NR/NR/NR 262,529 40.8% $7,573,435 31.3% $28.85 12/31/2036 N 3 x 5 Yr
Abbott Diabetes Care, Inc. NR/Aa3/AA- 121,216 18.8% $4,216,554 17.4% $34.79 12/31/2029 N 2 x 5 Yr
Vivani Medical, Inc. NR/NR/NR 43,645 6.8% $2,839,299 11.7% $65.05 9/30/2033 N 2 x 5 Yr
Bay Area Disruptor NR/NR/NR 28,488 4.4% $1,589,630 6.6% $55.80 9/30/2037 N None
AllCells, LLC NR/NR/NR 25,865 4.0% $1,580,554 6.5% $61.11 11/30/2033 N 1 x 5 Yr
Subtotal/Wtd. Avg.   481,743 74.9% $17,799,472 73.6% $36.95      
                   
Other Tenants  

122,285

19.0%

$6,399,187

26.4%

$52.33

     
Total Occupied Space   604,028 93.9% $24,198,660 100.0% $40.06      
                   
Vacant Space  

39,192

6.1%

           
Total/Wtd. Avg.   643,220 100.0%            

 

(1)Credit Ratings are those of the parent company, whether or not the parent company guarantees the lease.
(2)The Annual UW Rent and Annual UW Rent PSF includes rent steps through December 2025 totaling $1,036,969.
(3)Penumbra, Inc. is converting the 1451 Harbor Bay Parkway property into an R&D/advanced manufacturing facility on a lease through December 31, 2036, totaling 86,055 SF. Demolition has started, and Penumbra, Inc. is expected to complete the buildout by July 2025.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 68 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%

The following table presents certain information relating to the lease rollover schedule at the Radius at Harbor Bay Properties:

 

Lease Rollover Schedule(1)
Year # of Leases Rolling SF Rolling Approx. % of SF Rolling Approx. Cumulative % of SF Rolling Total UW Rent Rolling Approx. % of Total UW Rent Rolling Approx. Cumulative % of Total UW Rent Rolling UW Rent PSF Rolling
MTM/2025 2 18,267 2.8% 2.8% $559,096 2.3% 2.3% $30.61
2026 2 11,363 1.8% 4.6% $616,283 2.5% 4.9% $54.24
2027 2 13,772 2.1% 6.7% $742,411 3.1% 7.9% $53.91
2028 2 16,830 2.6% 9.4% $584,790 2.4% 10.3% $34.75
2029 2 131,044 20.4% 29.7% $4,860,913 20.1% 30.4% $37.09
2030 0 0 0.0% 29.7% $0 0.0% 30.4% $0.00
2031 2 25,915 4.0% 33.8% $1,657,538 6.8% 37.3% $63.96
2032 2 26,310 4.1% 37.9% $1,594,711 6.6% 43.9% $60.61
2033 2 69,510 10.8% 48.7% $4,419,853 18.3% 62.1% $63.59
2034 0 0 0.0% 48.7% $0 0.0% 62.1% $0.00
2035 0 0 0.0% 48.7% $0 0.0% 62.1% $0.00
Thereafter 2 291,017 45.2% 93.9% $9,163,065 37.9% 100.0% $31.49
Vacant 0 39,192 6.1% 100.0% $0 0.0% 100.0% $0.00
Total/Wtd. Avg.(2) 18 643,220 100.0%   $24,198,660 100.0%   $40.06
(1)Information is based on the underwritten rent roll.
(2)Total/Wtd. Avg. UW Rent PSF Rolling excludes vacant space.

 

The Market. The Radius at Harbor Bay Properties are located within Alameda County, California, and are part of the San Francisco-Oakland-Fremont, CA, MSA. The Radius at Harbor Bay Properties are located in the southern section of Alameda in an area known as Bay Farm Island. The Bay Farm Island neighborhood consists of a mix of residential and commercial uses. Commercial uses in the area include hotels, office buildings, R&D developments, industrial developments and a shopping center. Primary access to the Radius at Harbor Bay neighborhood is provided by State Route 61 (Doolittle Drive). The nearest freeway, which is Interstate 880, is approximately one mile from the neighborhood, but is about a four-mile drive from the Radius at Harbor Bay Properties. Oakland International Airport is located approximately 1.3 miles southeast of the Radius at Harbor Bay Properties.

The Radius at Harbor Bay Properties are located in the Alameda office submarket. The Alameda office submarket consists of approximately 4,329,309 square feet of office space with a 5.1% vacancy rate as of the first quarter of 2025.

The following table presents certain information relating to the appraisals’ market rent conclusions for the Radius at Harbor Bay Properties:

Market Rent Summary
  1321 Harbor Bay Parkway 1351 Harbor Bay Parkway 1411 Harbor Bay Parkway 1451 Harbor Bay Parkway 1420 Harbor Bay Parkway 1350 South Loop Road 1501 Harbor Bay Parkway - Café 1501 Harbor Bay Parkway - Office/Lab 1640 South Loop Road 1600 Harbor Bay Parkway-Lab 1600 Harbor Bay Parkway-Office 1650 Harbor Bay Parkway-Lab 1650 Harbor Bay Parkway-Office
Market Rent (PSF) $42.00 $42.00 $42.00 $42.00 $32.40 $55.20 $30.00 $55.20 $55.20 $55.20 $42.00 $55.20 $42.00
Lease Term (Years) 7 7 7 7 5 7 5 7 7 7 5 7 5
Lease Type NNN NNN NNN NNN Net NNN MG Net Net Net Base Year Stop Net Base Year Stop
Rent Increase Projection 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum 3.0% per annum
Tenant Improvements (New) $25 PSF $25 PSF $25 PSF $25 PSF $50 PSF $25 PSF $10 PSF $25 PSF $25 PSF $25 PSF $25 PSF $25 PSF $25 PSF
Leasing Commissions (New) 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00% 6.00%
Free Rent (New) NAP NAP NAP NAP NAP NAP NAP NAP NAP NAP NAP NAP NAP

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 69 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%

Appraisal. The appraisal provided “hypothetical as-stabilized” or “hypothetical as-complete/stabilized” values for eight of the 10 Radius at Harbor Bay Properties and as-is values for the other two. Of those eight mortgaged properties, six “hypothetical as-stabilized” or “hypothetical as-complete/stabilized” values were used because the respective property conversions from office to life science use have been completed, property occupancies have stabilized and all outstanding TI/LC reserves of $20,860,736 have been reserved for upfront. For the remaining two non-stabilized mortgaged properties that have not been converted and the two mortgaged properties that will not undergo conversions, as-is values were used. The aggregate portfolio value on this combined basis was $316,270,000 as of October 21, 2024 and October 23, 2024.

Environmental Matters. According to the Phase I environmental site assessment dated October 16, 2024, there was no evidence of any recognized environmental l conditions at the Radius at Harbor Bay Properties.

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and underwritten net cash flow at the Radius at Harbor Bay Properties:

Cash Flow Analysis
  2021 2022 2023 TTM 9/30/2024 UW UW PSF
Base Rent(1) $6,907,151 $14,203,703 $18,060,546 $21,415,565 $24,198,660 $37.62
Grossed Up Vacant Space $0 $0 $0 $0 $2,163,398 $3.36
Gross Potential Rent $6,907,151 $14,203,703 $18,060,546 $21,415,565 $26,362,058 $40.98
Total Recoveries $1,271,131 $2,764,535 $5,146,479 $5,754,206 $7,209,534 $11.21
Free Rent Adjustment ($66,025) ($231,018) ($3,079,675) ($955,146) $0 $0.00
Other Income $40,054 $3,294 $5,676 $27,968 $27,968 $0.04
Parking/Garage/Other $32,980 $33,969 $34,988 $35,774 $36,302 $0.06
Less Vacancy & Credit Loss

$0

$0

$0

$0

($2,163,398)

($3.36)

Effective Gross Income $8,185,291 $16,774,483 $20,168,014 $26,278,366 $31,472,463 $48.93
             
Management Fee $195,980 $401,493 $584,721 $703,679 $944,174 $1.47
Real Estate Taxes $1,362,226 $2,367,596 $2,692,786 $2,795,238 $2,957,367 $4.60
Insurance $164,552 $380,590 $463,153 $500,199 $559,844 $0.87
Other Operating Expenses

$1,942,768

$3,404,014

$4,264,999

$4,249,857

$4,249,857

$6.61

Total Expenses $3,665,526 $6,553,693 $8,005,660 $8,248,974 $8,711,242 $13.54
             
Net Operating Income $4,519,765 $10,220,790(2) $12,162,354(2) $18,029,392(2) $22,761,221(2) $35.39
CapEx $0 $0 $0 $0 $128,644 $0.20
TI/LC $0 $0 $0 $0 $643,220 $1.00
TI/LC Reserve(3)

$0

$0

$0

$0

($450,000)

($0.70)

Net Cash Flow $4,519,765 $10,220,790 $12,162,354 $18,029,392 $22,439,357 $34.89
             
Occupancy % 81.4% 90.7% 89.5% 93.9%(4) 91.8%(4)  
NOI DSCR(5) 0.29x 0.66x 0.79x 1.17x 1.47x  
NCF DSCR(5) 0.29x 0.66x 0.79x 1.17x 1.45x  
NOI Debt Yield(5) 2.1% 4.8% 5.8% 8.5% 10.8%  
NCF Debt Yield(5) 2.1% 4.8% 5.8% 8.5% 10.6%  

 

(1)UW Base Rent includes rent steps through December 2025 totaling $1,036,969 representing approximately 4.5% of the underwritten base rent (excluding such rent steps).
(2)The increase in NOI from 2022 to UW was primarily due to an increase in occupancy from 90.7% to 93.9% and an increase in average rental rates from $22.08 PSF to $37.62 PSF. Additionally, Penumbra, Inc. is converting the 1451 Harbor Bay Parkway property into an R&D facility. Demolition has started, and Penumbra, Inc. is expected to complete the buildout by July 2025.
(3)Represents a credit for 10% of the upfront TI/LC reserve of $4,500,000.
(4)The underwritten economic vacancy is 8.2%. The Radius at Harbor Bay Properties were 93.9% physically occupied as of October 16, 2024 and November 26, 2024.
(5)The information presented is based on the Radius at Harbor Bay Whole Loan.

 

Escrows and Reserves.

Real Estate Taxes – The Radius at Harbor Bay Whole Loan documents require an upfront reserve of $1,000,744 and ongoing monthly real estate tax reserves in an amount equal to 1/12th of the real estate taxes that the lender estimates will be payable during the next 12 months, initially estimated at $250,186 monthly. 

Insurance – The Radius at Harbor Bay Whole Loan documents require an ongoing monthly deposit into an insurance reserve equal to 1/12th of the insurance premiums that the lender reasonably estimates will be payable during the next ensuing 12 months; provided that no deposits are required if (i) no event of default is continuing, (ii) the borrower maintains insurance coverage for the Radius at Harbor Bay Properties as part of blanket or umbrella coverage reasonably approved by the lender, and (iii) the borrower provides the lender with evidence of the renewals of the insurance policies and paid receipts for the payment of the insurance premiums no later than 10 business days prior to the expiration dates of the policies.

Replacement Reserve – The Radius at Harbor Bay Whole Loan documents require an ongoing monthly replacement reserve deposit of $10,721 until such time as the amount on deposit in the replacement reserve equals $385,932.

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 70 

 

Various – Various Loan #7 Cut-off Date Balance:   $24,902,076
Various Radius at Harbor Bay Cut-off Date LTV:   66.8%
Alameda, CA 94502   UW NCF DSCR:   1.45x
    UW NOI Debt Yield:   10.8%

TI/LC Reserve – The Radius at Harbor Bay Whole Loan documents require an upfront deposit of $4,500,000 and ongoing leasing reserve deposits, as follows: (i) $53,602 on each monthly payment date until Abbott exercises its extension option in writing or a replacement tenant event (an “Abbott Renewal Event”) has occurred, and (ii) following an Abbott Renewal Event, if leasing reserve funds are less than $1,400,000, $53,602 on each monthly payment date up to a cap of $1,400,000.

Abbott Reserve – Commencing in August 2028, the Radius at Harbor Bay Whole Loan documents require an ongoing monthly replacement reserve deposit of $500,000 on each monthly payment date until the earlier of (i) the occurrence of an Abbott Renewal Event has occurred, or (ii) the combined amounts deposit sum for the leasing reserve and Abbott Reserve equals $12,000,000, provided, however, that such reserve fund will no longer apply from and after the release of the 1420 Harbor Bay Parkway property.

Existing TI/LC Reserve – The Radius at Harbor Bay Whole Loan documents require an upfront deposit of $20,860,736, which represents the leasing commissions and tenant improvements payable by the borrower under existing leases at the Radius at Harbor Bay Properties.

Rent Concessions Reserve – The Radius at Harbor Bay Whole Loan documents require an upfront deposit of $355,039, which represents the future rent credits or abatements under existing leases at the Radius at Harbor Bay Properties.

Lockbox and Cash Management. The Radius at Harbor Bay Whole Loan is structured with a hard lockbox and springing cash management. The borrowers and property manager are required to direct the tenants to pay rent directly into the lockbox account, and to deposit any rents otherwise received in such account within three business days after receipt. So long as no Cash Trap Event Period (as defined below) is continuing, the borrowers will have access to the funds deposited into the lockbox account, and may utilize the lockbox account as an operating account. During the continuance of a Cash Trap Event Period, the borrowers will no longer have any further access to the funds in the lockbox account, and such funds in the lockbox account are required to be swept to a lender-controlled cash management account, and applied and disbursed in accordance with the Radius at Harbor Bay Whole Loan documents, with any excess funds (i) above $125,000 per month, disbursed to the borrowers if the net cash flow debt service coverage ratio ("NCF DSCR") is below 1.20x and greater than or equal to 1.15x, tested quarterly, (ii) to be deposited into an excess cash flow reserve account held by the lender as cash collateral for the Radius at Harbor Bay Whole Loan during the continuance of such Cash Trap Event Period, or (iii) if no Cash Trap Event Period is continuing, disbursed to the borrowers.

A “Cash Trap Event Period” will commence upon the earlier of the following:

(i)the occurrence and continuance of an event of default under the Radius at Harbor Bay Whole Loan documents;
(ii)the NCF DSCR is below 1.20x, tested quarterly;
(iii)Abbott or Penumbra, Inc. (or any lease guarantor of either of the foregoing) avails itself of any creditor’s rights laws, provided this clause will no longer apply (a) with respect to Abbott from and after the 1420 Harbor Bay Parkway property is released from the lien or (b) with respect to Penumbra, Inc. from and after the 1411 Harbor Bay Parkway property, 1451 Harbor Bay Parkway property, 1321 Harbor Bay Parkway property, and 1351 Harbor Bay Parkway property are released from the lien; or
(iv)Abbott or Penumbra, Inc. goes dark, vacates or fails to physically occupy more than 50% of the occupiable square footage of the premises demised to such tenant under its lease.

A Cash Trap Event Period will end upon the occurrence of the following:

(i)with regard to clause (i) above, the cure of such event of default;
(ii)with regard to clause (ii) above, the NCF DSCR being equal to or greater than 1.20x for two consecutive calendar quarters;
(iii)with regard to clause (iii)(a)-(b) above, an Abbott Renewal Event has occurred without any negative material change in the economics, scope or duration of such lease (unless approved by the lender in its reasonable discretion) pursuant to an order or confirmed plan of reorganization under the applicable creditors rights law; and
(iv)with regard to clause (iv) above, Abbott and/or Penumbra, Inc. has re-commenced occupancy of its leased space or a replacement tenant event has occurred.

Release of Property. The Radius at Harbor Bay Whole Loan documents provide for the partial release of any individual property following the defeasance lockout date, subject to certain conditions, including: (i) partial defeasance of the loan equal to the greatest of (A) 115% of the allocated loan amount for the release property, (B) an amount that results in the post-release debt yield for the remaining properties being not less than the greater of 10.6% or the pre-release debt yield of then-encumbered properties, (C) an amount that results in the post-release debt service coverage ratio for the remaining properties being not less than the greater of 1.40x or the pre-release debt service coverage ratio of then-encumbered properties and (D) an amount that results in the post-release loan-to-value ratio for the remaining properties being not greater than the lesser of 62.7% or the pre-release loan-to-value ratio for then-encumbered properties; (ii) if any of the four constituent properties included in the Empire Parkway Centre condominium regime (i.e. the 1321 Harbor Bay Parkway property, 1351 Harbor Bay Parkway property, 1411 Harbor Bay Parkway property and 1451 Harbor Bay Parkway property) are among the remaining properties post-release, the remaining borrowers will have a voting rights interest in the related owners’ association of no less than 50%; (iii) an opinion of counsel that the partial release satisfies applicable REMIC requirements; and (iv) if determined by lender in good faith that the applicable pooling and servicing agreement requires it, a rating agency confirmation.

Condominium. Each of the 1351 Harbor Bay Parkway property, 1451 Harbor Bay Parkway property, 1321 Harbor Bay Parkway property, and 1411 Harbor Bay Parkway property are units in the eight-unit Empire Parkway Centre condominium regime. The borrowers own four of the eight units, and have an aggregate 50.00% voting rights interest in the related owners’ association and the resulting power to veto any modification or termination of the condominium regime, among other things. Each unit owner is responsible for its building maintenance and property insurance.

Terrorism Insurance. The Radius at Harbor Bay Whole Loan documents require an “all risk” insurance policy on a replacement cost basis, together with (i) business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a 6-month extended period of indemnity, (ii) windstorm and/or named storm coverage with a deductible up to 5% of the total insurable value, and (iii) terrorism coverage as defined by TRIPRA. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the prospectus.

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 71 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 72 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 73 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

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Mortgage Loan No. 8 – The Plaza at Walnut Creek

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: WFB   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Walnut Creek, CA 94596
Original Balance(1): $23,700,000   General Property Type: Office
Cut-off Date Balance(1): $23,700,000   Detailed Property Type: Suburban
% of Initial Pool Balance: 4.1%   Title Vesting: Fee
Loan Purpose: Recapitalization   Year Built/Renovated: 1985-1987/NAP
Borrower Sponsor: SFF Realty Fund IV, L.P.   Size: 352,870 SF
Guarantor: SFF Realty Fund IV, L.P.   Cut-off Date Balance PSF(1): $275
Mortgage Rate: 6.59800%   Maturity Balance PSF(1): $275
Note Date: 1/22/2025   Property Manager: Cushman & Wakefield U.S., Inc.
Maturity Date: 2/11/2030   Underwriting and Financial Information(1)
Term to Maturity: 60 months   UW NOI(3): $17,719,413
Amortization Term: 0 months   UW NCF $17,275,455
IO Period: 60 months   UW NOI Debt Yield: 18.2%
Seasoning: 3 months   UW NCF Debt Yield: 17.8%
Prepayment Provisions: L(27),D(26),O(7)   UW NOI Debt Yield at Maturity: 18.2%
Lockbox/Cash Mgmt Status: Soft/Springing   UW NCF DSCR: 2.66x
Additional Debt Type(1): Pari Passu   Most Recent NOI(3): $15,335,309 (9/19/2024 T-9 Annualized)
Additional Debt Balance(1): $73,500,000   2nd Most Recent NOI(3): $13,121,598 (12/31/2023)
Future Debt Permitted (Type): No (NAP)   3rd Most Recent NOI(3): $9,875,575 (12/31/2022)
Reserves(2)   Most Recent Occupancy: 92.7% (1/31/2025)
Type Initial Monthly Cap   2nd Most Recent Occupancy: 89.0% (12/31/2023)
RE Taxes: $0 $77,188 NAP   3rd Most Recent Occupancy: 89.4% (12/31/2022)
Insurance: $0 Springing NAP   Appraised Value (as of): $162,500,000 (12/4/2024)
Replacement Reserve: $0 $7,352 NAP   Appraised Value PSF: $461
TI/LC Reserves: $3,500,000 $58,812 NAP   Cut-off Date LTV Ratio: 59.8%
Outstanding TI/LC Reserve: $0(4) $0 NAP   Maturity Date LTV Ratio: 59.8%
Free Rent Reserve: $0(4) $0  NAP      

 

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Whole Loan Amount: $97,200,000 58.2%   Purchase Price(5): $162,000,000 96.9%
Sponsor Equity: $69,945,791 41.8%   Upfront Reserves: $3,500,000 2.1%
        Closing Costs: $1,645,791 1.0%
Total Sources: $167,145,791 100.0%   Total Uses: $167,145,791 100.0%

 

(1)The Plaza at Walnut Creek Mortgage Loan (as defined below) is part of a whole loan evidenced by two pari passu promissory notes with an aggregate original principal balance of $97,200,000. The financial information presented above is based on The Plaza at Walnut Creek Whole Loan (as defined below).
(2)See “Escrows and Reserves” below for further discussion of reserve requirements.
(3)The increase in Net Operating Income from 2022 to UW was primarily attributed to partial/full year rents for new/expansion leases commencing in 2023 and 2024 and an approximately $1.8 million decrease in free rent booked in 2023.
(4)In lieu of a reserve, the total amount of $4,579,274 in outstanding TILCs and free rent was guaranteed by the guarantor.
(5)The Plaza at Walnut Creek Property (as defined below) was previously unencumbered as the borrower sponsor acquired The Plaza at Walnut Creek Property for $162,000,000 in an all-cash transaction in October 2024.

 

The Mortgage Loan. The eighth largest mortgage loan (“The Plaza at Walnut Creek Mortgage Loan”) is part of a whole loan (“The Plaza at Walnut Creek Whole Loan”) evidenced by two pari passu promissory notes with an aggregate original principal amount of $97,200,000. The Plaza at Walnut Creek Whole Loan is secured by a first priority mortgage encumbering the borrower’s fee interest in an office building totaling 352,870 SF located in Walnut Creek, California (“The Plaza at Walnut Creek Property”). The Plaza at Walnut Creek Mortgage Loan is evidenced by the non-controlling Note A-2, with an outstanding principal balance of $23,700,000 as of the Cut-off Date. The Plaza at Walnut Creek Whole Loan is serviced pursuant to the pooling and servicing agreement for the BANK5 2025-5YR13 transaction. See “Description of the Mortgage Pool—The Non-Serviced Pari Passu Whole Loans” and “Pooling and Servicing Agreement—Servicing of the Non-Serviced Mortgage Loans” in the Preliminary Prospectus.

 

The Plaza at Walnut Creek Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Note
A-1 $73,500,000 $73,500,000 BANK5 2025-5YR13 Yes
A-2 $23,700,000 $23,700,000 WFCM 2025-5C4 No
Total $97,200,000 $97,200,000    

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 75 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

The Borrower and the Borrower Sponsor. The borrower is SFF PWC LLC, a special purpose, bankruptcy-remote entity and a Delaware limited liability company with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of The Plaza at Walnut Creek Whole Loan.

The borrower sponsor and non-recourse carveout guarantor is SFF Realty Fund IV, L.P. PSAI Realty Partners (“PRP”) and its successor entity serve as the general partner of SFF Realty Fund IV, L.P. and are led by its three Managing Directors/Key Principals: Peter Sullivan, Michael Feldman and Erik Foraker.

The Property. The Plaza at Walnut Creek Property comprises two, seven-story multi-tenant office buildings totaling 352,870 SF located on a 3.02-acre site in Walnut Creek, California. Built in 1985 and 1987, The Plaza at Walnut Creek Property includes an existing conference center with an outdoor plaza and has direct access to shopping and experiential retail within downtown Walnut Creek. The Plaza at Walnut Creek Property has a three-level parking garage with 770 parking spaces, in addition to a small surface lot with 26 parking spaces, which results in a parking ratio of approximately 2.3 spaces per 1,000 SF of NRA. As of January 31, 2025, The Plaza at Walnut Creek Property was 92.7% occupied by 33 tenants and the 10-year average occupancy is 92.9%.

Major Tenants.

Merrill Lynch, Pierce, Fenner & Smith Incorporated (51,789 SF, 14.7% of NRA; 16.6% of underwritten base rent). Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), was founded in 1914 and is the investment and wealth management division of Bank of America. The firm offers financial solutions, including retirement planning, Individual Retirement Accounts (IRAs), corporate and small business retirement plans, and consumer lending. Merrill Lynch has been a tenant since 1998 and is on a lease expiring in May 2029 with two, five-year extension options and no termination options; however, Merrill Lynch has a one-time right to reduce the square footage under its lease by 6,786 SF as of September 30, 2026, provided that the tenant delivers to the landlord written notice exercising its contraction option no later than September 30, 2025.

Factory Mutual Insurance Company (FM Global) (37,652 SF, 10.7% of NRA; 11.8% of underwritten base rent). Factory Mutual Insurance Company (“FM”) (formerly FM Global) is an American mutual insurance company headquartered in Johnston, Rhode Island, United States. FM provides businesses with comprehensive insurance, loss prevention, and risk management solutions, serving one in four Fortune 500 companies. FM has been a tenant at The Plaza at Walnut Creek Property since 2013 and is on a lease expiring in March 2026 with one, five-year extension option and no termination options.

Morgan Stanley Smith Barney Financing LLC (32,933 SF, 9.3% of NRA; 10.0% of underwritten base rent). Morgan Stanley Smith Barney Financing LLC (“Morgan Stanley”) is an American multinational investment bank and financial services company headquartered in Midtown Manhattan. Morgan Stanley was founded in 1935 and provides a comprehensive range of investment banking, securities, wealth management, and investment management services. Morgan Stanley operates in 42 countries with approximately 80,000 employees. Morgan Stanley has been a tenant at The Plaza at Walnut Creek Property since 1987 and is on a lease expiring in January 2028 with two, five-year extension options and no termination options.

The following table presents certain information relating to the tenancy at The Plaza at Walnut Creek Property:

Tenant Summary(1)
Tenant Name Credit Rating (Fitch/Moody's/S&P)(2) Tenant SF Approx % of Total SF Annual UW Rent(3) % of Total Annual UW Rent(3) Annual UW Rent PSF(3) Lease Expiration Term. Option (Y/N) Renewal Options
Merrill Lynch, Pierce, Fenner & Smith Incorporated AA-/A1/A- 51,789 14.7% $3,737,891 16.6% $72.18 5/31/2029 Y(4) 2 x 5 Yr
Factory Mutual Insurance Company (FM Global) NR/NR/AA- 37,652 10.7% $2,653,498 11.8% $70.47 3/31/2026 N 1 x 5 Yr
Morgan Stanley Smith Barney Financing LLC A+/A1/A- 32,933 9.3% $2,245,575 10.0% $68.19 1/31/2028 N 2 x 5 Yr
Miller Starr Regalia(5) NR/NR/NR 26,076 7.4% $1,796,115 8.0% $68.88 2/28/2030 N 1 x 5 Yr
Umpqua Bank BBB+/NR/BBB-

13,644

3.9%

$984,703

4.4%

$72.17

9/30/2027 N 1 x 5 Yr
Subtotal/Wtd. Avg.   162,094 45.9% $11,417,782 50.8% $70.44      
                   
Other Tenants  

164,855

46.7%

$11,078,777

49.2%

$67.20

     
Occupied Collateral Total   326,949 92.7% $22,496,559 100.0% $68.81      
Vacant Space  

25,921

7.3%

           
Total/Wtd. Avg.   352,870 100.0%            

 

(1)Based on the underwritten rent roll dated January 31, 2025.
(2)Represents the credit rating of the parent company, whether or not the parent company guarantees the lease.
(3)The Annual UW Rent, % of Total Annual UW Rent and Annual UW Rent PSF includes rent steps through January 2026 totaling $375,696 and straight line rent averaging for investment grade tenants totaling $421,843.
(4)Merrill Lynch has a one-time right to reduce the square footage under its lease by 6,786 SF as of September 30, 2026, provided that the tenant delivers to the landlord written notice exercising its contraction option no later than September 30, 2025.
(5)Miller Starr Regalia subleases 2,000 SF (approximately 7.7% of its total space) effective January 1, 2025 through December 31, 2029.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 76 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

The following table presents certain information relating to the lease rollover schedule at The Plaza at Walnut Creek Property:

 

  Lease Rollover Schedule(1)(2)
Year # of Leases Rolling SF Rolling Approx. % of Total SF Rolling Approx. Cumulative % of SF Rolling Total UW Rent Rolling(3) Approx. % of Total Rent Rolling Approx. Cumulative % of Total Rent Rolling UW Rent PSF Rolling(3)
MTM/2025 0 9,044(4) 2.6% 2.6% $0 0.0% 0.0% $0.00
2026 4 48,342 13.7% 16.3% $3,423,943 15.2% 15.2% $70.83
2027 5 31,463 8.9% 25.2% $2,233,894 9.9% 25.1% $71.00
2028 11 97,704 27.7% 52.9% $6,833,044 30.4% 55.5% $69.94
2029 3 63,922 18.1% 71.0% $4,580,282 20.4% 75.9% $71.65
2030 5 48,440 13.7% 84.7% $3,420,313 15.2% 91.1% $70.61
2031 2 10,409 2.9% 87.7% $744,232 3.3% 94.4% $71.50
2032 1 3,735 1.1% 88.7% $269,368 1.2% 95.6% $72.12
2033 1 11,959 3.4% 92.1% $852,587 3.8% 99.4% $71.29
2034 1 1,931 0.5% 92.7% $138,895 0.6% 100.0% $71.93
2035 0 0 0.0% 92.7% $0 0.0% 100.0% $0.00
Thereafter 0 0 0.0% 92.7% $0 0.0% 100.0% $0.00
Vacant 0 25,921 7.3% 100.0% $0 0.0% 100.0% $0.00
Total/Wtd. Avg. 33 352,870 100.0%   $22,496,559 100.0%   $68.81
                   

 

(1)Based on the underwritten rent roll dated January 31, 2025 and includes rent steps through January 2026 totaling $375,696 and straight line rent averaging for investment grade tenants totaling $421,843.
(2)Certain tenants may have lease termination options that are exercisable prior to the stated expiration date of the subject lease or leases which are not considered in the Lease Rollover Schedule.
  (3)  Total UW Rent Rolling and UW Rent PSF Rolling does not include vacant space.
  (4)  Consists of 2,397 SF of management space and 6,647 SF of amenity space.

 

 

The Market. The Plaza at Walnut Creek Property is located in Walnut Creek, California, 0.7 miles from Walnut Creek Bay Area Rapid Transit Station. The Plaza at Walnut Creek Property is accessed from three streets, with the main entrance and primary point of ingress/egress being North California Boulevard. Major transportation arterials within proximity to the subject include Highway 24 and Interstate 680, providing linkage to the surrounding area, including Oakland, California. Buchanan Field Airport is located approximately 7.0 miles away from The Plaza at Walnut Creek Property. According to the appraisal, the estimated 2024 population within a one, three and five-mile radius was approximately 17,223, 103,175 and 205,555 respectively, and the estimated 2024 average household income within the same radii was approximately $187,315, $201,166, and $206,562, respectively.

 

According to the appraisal, The Plaza at Walnut Creek Property is located within the Downtown Walnut Creek Office submarket of Contra Costa County, California. As of the third quarter of 2024, the Downtown Walnut Creek Office submarket reported a total inventory of approximately 8.68 million SF with a 21.8% vacancy rate and an average asking rent of $41.02 PSF, net. The appraiser identified four directly comparable office leases located within Contra Costa County with rents ranging from $58.20 to $72.60 PSF, Full-Service Gross. The appraiser concluded a market rent for The Plaza at Walnut Creek Property of $69.00, Full-Service Gross for the Office and $68.40 PSF, Full-Service Gross for the Office-Large.

 

The following table presents certain information relating to the appraisal’s market rent conclusions for The Plaza at Walnut Creek Property:

 

Market Rent Summary
  Office Office-Large
Market Rent (PSF) $69.00 $68.40
Lease Term (Years) 5 7
Lease Type Full-Service Gross Full-Service Gross
Escalations 3.0% annually 3.0% annually
Tenant Improvements (New/Renewal $50 / $20 $50 / $20
Leasing Commissions (New/Renewal) 7.5% / 3.8% 7.5% / 3.8%
Free Rent (Months) (New/Renewal) 5 / 3 7 / 4

 
  Source: Appraisal.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 77 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

The following table presents certain information relating to the appraiser’s office market rent conclusions for The Plaza at Walnut Creek Property:

Comparable Office Leases(1)
Property Name/Location Year Built/ Renovated Total GLA (SF) Tenant Tenant Size (SF) Lease Start Date Lease Term (months) Annual Base Rent PSF Lease Type

The Plaza at Walnut Creek

1331-1333 North California Boulevard,

Walnut Creek, CA 94596

1985-1987/NAP 352,870(2) - - - - - -

Growers Square

1646 North California Boulevard,

Walnut Creek, CA 94596

1985/NAP 85,846 Donahue Fitzgerald 8,234 Oct-24 66.0 $69.00 FSG

Growers Square

1646 North California Boulevard,

Walnut Creek, CA 94596

1985/NAP 85,846 Prudential Insurance 2,207 Oct-25 39.6 $72.60 FSG

Growers Square

1676 North California Boulevard,

Walnut Creek, CA 94596

1985/NAP 87,770 Basic American 4,240 May-24 62.4 $68.40 FSG

Lafayette Mercantile

3585 Mount Diablo Boulevard,

Lafayette, CA 94549

2006/NAP 56,614 Compass 6,408 Mar-24 64.8 $58.20 FSG

 

(1)Information obtained from the appraisal, unless otherwise indicated.
(2)Information obtained from the underwritten rent roll dated January 31, 2025.

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 78 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at The Plaza at Walnut Creek Property:

 

Cash Flow Analysis
  2021 2022 2023 9/19/2024 YTD Ann. UW UW PSF
Base Rent(1) $17,317,450 $14,083,973 $17,544,367 $18,909,357 $22,496,559 $63.75
Grossed Up Vacant Space

$0

$0

$0

$0

$1,788,549

$5.07

Gross Potential Rent $17,317,450 $14,083,973 $17,544,367 $18,909,357 $24,285,108 $68.82
Other Income(2) $279,977 $267,070 $297,971 $280,186 $125,054 $0.35
Parking/Garage/Other $958,398 $1,080,001 $1,192,407 $1,255,979 $1,255,979 $3.56
Total Recoveries

$265,510

$55,369

$419,669

$806,062

$992,126

$2.81

Net Rental Income $18,821,334 $15,486,413 $19,454,413 $21,251,584 $26,658,268 $75.55
(Vacancy & Credit Loss)

$0

$0

$0

$0

($1,788,549)

($5.07)

Effective Gross Income $18,821,334 $15,486,413 $19,454,413 $21,251,584 $24,869,719 $70.48
             
Real Estate Taxes $1,004,459 $1,016,762 $1,033,442 $960,113 $1,802,924 $5.11
Insurance $505,143 $426,426 $604,544 $686,879 $171,939 $0.49
Management Fee $716,072 466,383 $631,460 $641,700 $746,092 $2.11
Other Operating Expenses $3,542,423 3,701,267 $4,063,369 $3,627,584 $4,429,351 $12.55
Other Fixed Expense

$0

$0

$0

$0

$0

$0.00

Total Expenses $5,768,097 $5,610,838 $6,332,815 $5,916,275 $7,150,306 $20.26
             
Net Operating Income(3) $13,053,238 $9,875,575 $13,121,598 $15,335,309 $17,719,413 $50.22
Replacement Reserves $0 $0 $0 $0 $88,218 $0.25
TI/LC $0 $0 $0 $0 $705,740 $2.00
Non-Recurring Items

$0

$0

$0

$0

($350,000)

($0.99)

Net Cash Flow $13,053,238 $9,875,575 $13,121,598 $15,335,309 $17,275,455 $48.96
             
Occupancy % 95.6% 89.4% 89.0% 92.7%(4) 92.6%(4)  
NOI DSCR(5) 2.01x 1.52x 2.02x 2.36x 2.73x  
NCF DSCR(5) 2.01x 1.52x 2.02x 2.36x 2.66x  
NOI Debt Yield(5) 13.4% 10.2% 13.5% 15.8% 18.2%  
NCF Debt Yield(5) 13.4% 10.2% 13.5% 15.8% 17.8%  

 

(1)UW Base Rent includes rent steps through January 2026 totaling $375,696, representing approximately 1.7% of underwritten base rent (excluding such rent steps), and straight line rent averaging for investment grade tenants totaling $421,843.
(2)UW Other Income is comprised of approximately $36,000 of storage rent, approximately $20,000 of antenna fees, and other miscellaneous income from tenant billbacks, license fees and OT HVAC income of approximately $69,000. The higher figures during the historical periods included the seller's recovery of management office rent ranging from approximately $133,000 to approximately $159,000 each year, which is no longer applicable.
(3)The decrease in Net Operating Income from 2021 to 2022 was primarily attributed to an additional approximately $3.4 million in free rent booked in 2022 compared to 2021. The subsequent increase in Net Operating Income from 2022 to UW was primarily attributed to partial/full year rents for new/expansion leases commencing in 2023 and 2024 and an approximately $1.8 million decrease in free rent booked in 2023.
(4)UW Occupancy % represents economic occupancy. The Plaza at Walnut Creek Property was 92.7% physically occupied as of January 31, 2025.
(5)The financial information presented above is based on The Plaza at Walnut Creek Whole Loan.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 79 

 

Office - Suburban Loan #8 Cut-off Date Balance:   $23,700,000
1331-1333 North California Boulevard The Plaza at Walnut Creek Cut-off Date LTV:   59.8%
Walnut Creek, CA 94596   UW NCF DSCR:   2.66x
    UW NOI Debt Yield:   18.2%

Escrows and Reserves.

Real Estate Taxes – The Plaza at Walnut Creek Whole Loan documents require ongoing monthly reserves for real estate taxes in an amount equal to 1/12th of the real estate taxes that the lender estimates will be payable during the next 12 months, initially estimated to be $77,188.

Insurance – The Plaza at Walnut Creek Whole Loan documents require an ongoing monthly deposit into an insurance reserve equal to 1/12th of the insurance premiums that the lender reasonably estimates will be payable for the renewal of the coverage afforded by the policies; provided that no deposits are required so long as the borrower maintains insurance coverage for The Plaza at Walnut Creek Property as part of blanket or umbrella coverage reasonably approved by the lender.

Replacement Reserve – The Plaza at Walnut Creek Whole Loan documents require an ongoing monthly replacement reserve deposit of $7,352. 

Leasing Reserve – The Plaza at Walnut Creek Whole Loan documents required the borrower to make an upfront deposit of $3,500,000 and ongoing monthly deposits of $58,812 for tenant improvements and leasing commissions.

Lockbox and Cash Management. The Plaza at Walnut Creek Whole Loan is structured with a soft lockbox and springing cash management. The borrower and property manager are required to deposit all rents and other income directly into an established deposit account within three business days of receipt. So long as no Trigger Period (as defined below) is continuing, all funds in the lockbox account will be transferred on each business day to the borrower’s operating account. During the continuance of a Trigger Period, funds in the lockbox account are required to be swept to a lender-controlled cash management account to be disbursed in accordance with the cash management waterfall set forth in The Plaza at Walnut Creek Whole Loan documents. Any excess funds after the waterfall are required to be deposited into an excess cash flow account to serve as additional collateral for The Plaza at Walnut Creek Whole Loan.

A “Trigger Period” will commence upon the earlier of the following:

(i)the occurrence and continuance of an event of default; or
(ii)the debt service coverage ratio (“DSCR”) being less than 1.40x as of the end of any calendar quarter.

A Trigger Period will end upon the occurrence of the following:

(i)with regard to clause (i) above, the cure of such event of default; or
(ii)with regard to clause (ii) above, the DSCR being equal to or greater than 1.45x.

 

Outstanding TI/LC and Free Rent Guaranty. In lieu of a reserve, the total amount of $4,579,274 in outstanding TILCs and free rent was guaranteed by the guarantor.

Terrorism Insurance. The Plaza at Walnut Creek Whole Loan documents require an “all risk” insurance policy on a full replacement cost basis, including business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with an extended period of indemnity of six months. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the prospectus.

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 80 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 81 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

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Mortgage Loan No. 9 – Latsko Portfolio

 

Mortgage Loan Information   Mortgaged Property Information
Mortgage Loan Seller: AREF2   Single Asset/Portfolio: Portfolio
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Chicago, IL
Original Balance: $22,000,000   General Property Type: Various
Cut-off Date Balance: $22,000,000   Detailed Property Type: Various
% of Initial Pool Balance: 3.8%   Title Vesting: Fee
Loan Purpose: Refinance   Year Built/Renovated: Various/Various
Borrower Sponsor: Fred Latsko   Size: 27,804 SF
Guarantor(1): Fred Latsko   Cut-off Date Balance PSF: $791
Mortgage Rate: 7.0300%   Maturity Balance PSF: $791
Note Date: 2/21/2025   Property Manager: iVie Group, LLC (borrower-
Maturity Date: 3/6/2030     related)
Term to Maturity: 60 months   Underwriting and Financial Information
Amortization Term: 0 months   UW NOI: $2,019,729
IO Period: 60 months   UW NCF $1,999,693
Seasoning: 2 months   UW NOI Debt Yield: 9.2%
Prepayment Provisions: L(26),D(30),O(4)   UW NCF Debt Yield: 9.1%
Lockbox/Cash Mgmt Status: Hard/Springing   UW NOI Debt Yield at Maturity: 9.2%
Additional Debt Type: NAP   UW NCF DSCR: 1.28x
Additional Debt Balance: NAP   Most Recent NOI: $1,825,899 (12/31/2024 TTM)
Future Debt Permitted (Type): No (NAP)   2nd Most Recent NOI(3): NAV
Reserves(2)   3rd Most Recent NOI(3): NAV
Type Initial Monthly Cap   Most Recent Occupancy: 100.0% (1/1/2025)
RE Taxes: $62,995 $20,998 NAP   2nd Most Recent Occupancy: 100.0% (12/31/2023)
Insurance: $8,729 Springing NAP   3rd Most Recent Occupancy(3): NAV
Replacement Reserve: $0 $511 NAP   Appraised Value (as of)(4): $35,250,000 (11/22/2024)
TI/LC Reserve: $0 $1,159 NAP   Appraised Value per SF: $1,268
Rent Abatement Reserve: $1,200,000 $0 NAP   Cut-off Date LTV Ratio: 62.4%
          Maturity Date LTV Ratio: 62.4%
               

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Loan Amount: $22,000,000 99.6%   Loan Payoff: $19,658,768 89.0%
Borrower Sponsor Equity: $95,000 0.4%   Upfront Reserves: $1,271,724 5.8%
        Closing Costs(5): $1,164,508 5.2%
             
Total Sources: $22,095,000 100.0%   Total Uses: $22,095,000 100.0%

 

(1)In addition to standard non-recourse carveouts, Fred Latsko provided a partial payment guaranty in the amount of $2,000,000.
(2)See “Escrows and Reserves” below for further discussion of reserve requirements.
(3)2nd Most Recent NOI, 3rd Most Recent NOI, and 3rd Most Recent Occupancy are not available as the Guinness Open Gate Brewery Property (as defined below) opened in September 2023 after undergoing an approximately $30.5 million redevelopment from an industrial site into a retail site.
(4)The appraisal concluded to an “as-is” value of $20,050,000, $9,200,000 and $6,000,000 for the Guinness Open Gate Brewery Property, the 66 East Walton Street Property (as defined below) and the Foxtrot Property (as defined below), respectively, as of November 22, 2024.
(5)Closing Costs include an origination fee of $528,000.

The Mortgage Loan. The ninth largest mortgage loan (the “Latsko Portfolio Mortgage Loan”) is evidenced by a promissory note in the original principal balance of $22,000,000 and secured by a first-priority fee mortgage encumbering a three-property portfolio located in Chicago, Illinois (the “Latsko Portfolio Properties”).

The Borrower and the Borrower Sponsor. The borrower is LP WMK, LLC, a single-purpose Delaware limited liability company with one independent director. The borrower sponsor and the non-recourse carveout guarantor is Fred Latsko. Fred Latsko is the chief executive officer of Structure Management Midwest LLC, a manager and owner of a diversified real estate portfolio in Chicago, California, Florida, Indiana, Kansas, Nevada, and Ohio. In addition to standard non-recourse carveouts, Fred Latsko provided a partial payment guaranty in the amount of $2,000,000.

The Properties. The Latsko Portfolio Properties are comprised of two single-tenant retail properties (the “Guinness Open Gate Brewery Property” and the “Foxtrot Property”) and one mixed-use property comprised of a single-tenant retail component and two multifamily units (the “66 East Walton Street Property”). The Latsko Portfolio Properties are located in Chicago, Illinois and total 27,804 square feet of net rentable area.

Guinness Open Gate Brewery Property. The Guinness Open Gate Brewery Property is a single-story 15,153 square foot retail property located on a 0.47-acre site in the Fulton Market neighborhood of Chicago. The Guinness Open Gate Brewery Property is 100% leased by Diageo Americas Supply, Inc. (“Diageo”), a subsidiary of Diageo PLC, a multinational alcoholic beverage company. Originally an industrial site, Diageo re-developed the building in 2023 into a brewery, taproom, and restaurant known as the Guinness Open Gate Brewery. The redevelopment included approximately $7.1 million in capital contributed by the borrower sponsor, including approximately $5.8 million ($385 per square foot) in HVAC and base building work and approximately $1.3

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

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Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

million ($85 per square foot) in tenant improvement allowances. Additionally, Diageo invested approximately $23.4 million into the buildout of its space including brewery equipment, electrical work, millwork, plumbing, concrete / masonry, and signage. 

66 East Walton Street Property. The 66 East Walton Street Property is a three-story mixed-use retail and multifamily property located in the Gold Coast neighborhood of Chicago between North Rush Street and North Michigan Avenue. The 66 East Walton Street Property consists of a single three-story building originally constructed in 1930 and most recently renovated in 2017. The borrower sponsor acquired the 66 East Walton Street Property in 2012 and invested approximately $590,000 ($90 per square foot) in 2017 to expand the retail space on the ground floor and convert the 2nd and 3rd floor into luxury apartments. The 66 East Walton Street Property is comprised of 2,285 square feet of ground-floor retail space, 1,500 square feet of basement storage space, and two multifamily units (2,756 square feet). The multifamily component features two three-bedroom, two-bathroom luxury apartments that are 100% occupied and make up 15.9% of underwritten gross rents at the 66 East Walton Street Property. The retail and basement space is 100% occupied by The RealReal, Inc. (“The RealReal”), who has been a tenant since signing a five-year lease in April 2024. Prior to The RealReal signing its lease, the retail space was occupied by a sporting goods store on a short-term lease while the sponsor sought a long-term tenant.

Foxtrot Property. The Foxtrot Property is a 6,110 square foot retail property located in the Gold Coast neighborhood of Chicago. The Foxtrot Property is located at 23 West Maple Street between North Dearborn Street and North State Street, approximately two blocks west of North Michigan Avenue. The Foxtrot Property was constructed in 2018 and includes 3,610 square feet of ground-floor retail space and 2,500 square feet of basement storage space. The space has been 100% leased to Foxtrot Ventures, Inc. (“Foxtrot”), a convenience store chain, since October 2021 with a current lease expiration in May 2029. The borrower sponsor originally purchased the site as vacant land in 2005 for approximately $2,000,000 and constructed the improvements in 2018 at a total cost of approximately $1.5 million ($240 per square foot). Additionally, Foxtrot was provided a tenant improvement package of approximately $288,000 at lease signing.

The following table presents a summary of the Latsko Portfolio Properties:

Portfolio Summary
Property Name Location(1) Year Built / Renovated(1) Total SF(2) Retail Tenant Name Occ.(2) Allocated Cut-off Date Balance % of Allocated Cut-off Date Balance UW NOI % of UW NOI Appraised Value(1)
Guinness Open Gate Brewery Chicago, IL 1908/2023 15,153 Diageo 100.0% $12,411,000 56.4% $1,138,780 56.4% $20,050,000
66 East Walton Street Chicago, IL 1930/2017 6,541 The RealReal 100.0% $5,803,868 26.4% $518,799 25.7% $9,200,000
Foxtrot Chicago, IL 2018/NAP 6,110 Foxtrot 100.0% $3,785,132 17.2% $362,150 17.9% $6,000,000
Total/ Wtd. Avg     27,804   100.0% $22,000,000 100.0% $2,019,729 100.0% $35,250,000

 

(1)Source: Appraisal.
(2)Information is based on the underwritten rent roll dated January 1, 2025.

Major Tenants.

Diageo Americas Supply, Inc. (15,153 SF, 60.5% of retail NRA, 58.4% of underwritten base rent). Diageo Americas Supply, Inc. is the United States subsidiary of Diageo PLC, a multinational alcoholic beverage company headquartered in the United Kingdom with over 200 brands sold across approximately 180 countries. Diageo’s Guinness Open Gate Brewery concept features a restaurant and taproom that focuses on serving new and innovative beer recipes alongside global cuisine. The Guinness Open Gate Brewery Property is the second such location in the United States to open, with the first location opening in Baltimore in 2018. According to the sponsor, Diageo achieved sales of approximately $17 million during its first year of operation at the Guinness Open Gate Brewery Property. The tenant has been in occupancy since September 2023 when it signed a 10-year lease. Diageo has one, 5-year or 10-year renewal option remaining with no termination options.

Foxtrot Ventures, Inc. (6,110 SF, 24.4% of retail NRA, 18.7% of underwritten base rent). Founded in 2013, Foxtrot is a modern convenience store chain that offers local foods, coffee, and everyday essentials. The company was founded in 2013 and currently operates eight locations in Chicago and Dallas. Foxtrot has been a tenant at the Foxtrot Property since commencing its initial lease in October 2021 for a term of 11 years. In May 2024, the lease was assigned from Foxtrot Ventures, Inc. to Further Point Acquisitions, LLC (“Further Point”), a New York-based venture capital firm, in conjunction with Further Point’s acquisition of the company. In connection with the assignment, the remaining lease term was reduced to five years ending in May 2029. The tenant has no renewal options or termination options available.

The RealReal, Inc. (3,785 SF, 15.1% of retail NRA, 22.8% of underwritten base rent). Founded in 2011, The RealReal (Nasdaq: REAL) is a luxury consignment store specializing in authenticated, high-end fashion, jewelry, and home decor. The company was founded in 2011 and operates a total of 15 retail locations across the United States. The RealReal commenced its initial lease in April 2024 for a term of five years. The tenant has one, five-year renewal option available and no termination options.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 84 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

The following table presents certain information relating to the tenancy at the Latsko Portfolio Properties:

Retail Tenant Summary(1)
Tenant Name Credit Rating (Fitch/Moody's/ S&P)(2) Tenant SF % of Total SF Annual UW Rent % of Total Annual UW Rent Annual UW Rent PSF Lease Expiration Term. Option (Y/N) Renewal Options
Diageo A-/A3/A- 15,153 60.5% $1,204,009 58.4% $79.46 9/30/2033 N 1 x 5 or 10 yr
Foxtrot(3) NR/NR/NR 6,110 24.4% $386,250 18.7% $63.22 5/31/2029 N None
The RealReal(4) NR/NR/NR 3,785 15.1% $470,710 22.8% $124.36 4/30/2029 N 1 x 5 yr
Subtotal/Wtd. Avg.   25,048 100.0% $2,060,969 100.0% $82.28      
                   
Other Tenants   0 0.0% $0 0.0% $0      
Total Occupied Space   25,048 100.0% $2,060,969 100.0% $82.28      
                   
Vacant Space   0 0.0%            
Total/Wtd. Avg.   25,048 100.0%            

 

(1)Information is based on the underwritten rent roll dated January 1, 2025 with rent steps taken through October 2025.
(2)Certain ratings are those of the parent company or government, whether or not the parent guarantees the lease.
(3)Foxtrot’s Tenant SF includes 2,500 square feet of basement space. Annual UW Rent PSF excluding basement space is $106.99.
(4)The RealReal’s Tenant SF includes 1,500 square feet of basement space. Annual UW Rent PSF excluding basement space is $206.00.

 

 

The following table presents certain information with respect to the lease rollover at the Latsko Portfolio Properties:

Lease Rollover Schedule(1)
Year # of Leases Rolling SF Rolling Approx. % of SF Rolling Approx. Cumulative % of SF Rolling Total UW Rent Rolling Approx. % of Total UW Rent Rolling Approx. Cumulative % of Total UW Rent Rolling UW Rent PSF Rolling
MTM/2025 0 0 0.0% 0.0% $0 0.0% 0.0% $0.00
2026 0 0 0.0% 0.0% $0 0.0% 0.0% $0.00
2027 0 0 0.0% 0.0% $0 0.0% 0.0% $0.00
2028 0 0 0.0% 0.0% $0 0.0% 0.0% $0.00
2029 2 9,895 39.5% 39.5% $856,960 41.6% 41.6% $86.61
2030 0 0 0.0% 39.5% $0 0.0% 41.6% $0.00
2031 0 0 0.0% 39.5% $0 0.0% 41.6% $0.00
2032 0 0 0.0% 39.5% $0 0.0% 41.6% $0.00
2033 1 15,153 60.5% 100.0% $1,204,009 58.4% 100.0% $79.46
2034 0 0 0.0% 100.0% $0 0.0% 100.0% $0.00
2035 0 0 0.0% 100.0% $0 0.0% 100.0% $0.00
2036 & Thereafter 0 0 0.0% 100.0% $0 0.0% 100.0% $0.00
Vacant 0 0 0.0% 100.0% $0 0.0% 100.0% $0.00
Total/Wtd. Avg. 3 25,048 100.0%   $2,060,969 100.0%   $82.28

 

(1)Information is based on the underwritten rent roll dated January 1, 2025 with rent steps taken through October 2025.

 

The Markets.

The Guinness Open Gate Brewery Property is located in the Fulton Market neighborhood of Chicago, approximately 1.7 miles northwest of Chicago’s central business district. The Fulton Market neighborhood is a historically industrial area that has experienced a high volume of redevelopments into an office, retail, and multifamily submarket over the past several years due to the area’s growing population and its’ proximate location to downtown Chicago. The Guinness Open Gate Brewery Property is located along several bus routes and is located 0.3 miles from the Morgan transit station, which services the pink and green CTA lines that provide direct access to downtown Chicago and the greater Chicago metropolitan area.

According to the appraisal, the Guinness Open Gate Brewery Property is located within the Fulton Market/Near West Side retail submarket. As of the third quarter of 2024, the Fulton Market/Near West Side retail submarket had an inventory of approximately 2.9 million square feet of retail space with an occupancy rate of 95.4% and a monthly average asking rent of $35.31 per square foot. The submarket experienced positive net absorption of 38,722 square feet and had completions of positive 38,705 square feet. The 2024 estimated population within a half-, one- and three-mile radius of the Guinness Open Gate Brewery Property was 16,891, 71,299 and 466,747, respectively, and the 2024 estimated median household income within the same radii was approximately $159,727, $151,312 and $119,567, respectively.

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 85 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

The 66 East Walton Street Property and the Foxtrot Property are both located in the Gold Coast neighborhood of Chicago just west of the Magnificent Mile, the city’s historic shopping and dining corridor that is home to numerous malls, restaurants, and high-end retailers. The 66 East Walton Street Property is located less than one block from North Michigan Avenue, which makes up the Magnificent Mile corridor and commands retail rental rates among the highest in the Midwest due to high sales figures and traffic counts. The Foxtrot Property is located between North State Street and North Dearborn Street nearby several high-rise office and multifamily buildings, including the directly adjacent Newberry Plaza, a 55-story building containing 624 multifamily units and approximately 75,000 square feet of office space.

According to the appraisal, the 66 East Walton Street Property and the Foxtrot Property are located within the Gold Coast/Old Town retail submarket. As of the third quarter of 2024, the Gold Coast/Old Town retail submarket had an inventory of approximately 2.0 million square feet of retail space, with an occupancy rate of 96.4% and a monthly average asking rent of $46.13 per square foot. The submarket experienced positive net absorption of 341 square feet and had zero completions. The 2024 estimated population within a half-, one- and three-mile radius of the 66 East Walton Street Property was 41,448, 106,677 and 386,294, respectively, and the 2024 estimated median household income within the same radii was approximately $110,550, $127,079 and $126,963, respectively. The 2024 estimated population within a half-, one- and three-mile radius of the Foxtrot Property was 45,441, 105,883 and 405,202, respectively, and the 2024 estimated median household income within the same radii was approximately $113,606, $126,058 and $127,203, respectively.

The following table presents certain information relating to the appraisal’s market rent conclusion for the Latsko Portfolio Properties:

Market Rent Summary(1)
  Guinness Open Gate Brewery Property 66 East Walton Street Property - Retail 66 East Walton Street Property - Residential Foxtrot Property
Property SF(2) 15,153 2,285 2,756 3,610
Market Rent (PSF per Year) $80.00 $200.00(3) $38.28 $110.00(3)
Lease Term (Years) 10 10 1 10
Lease Type (Reimbursements) Absolute Net NNN NAP NNN
Rent Increase Projection (per Year) 2.5% 3.0% NAP 3.0%
Tenant Improvements (New Tenant) (PSF) $50.00 $100.00 NAP $50.00
Tenant Improvements (Renewal) (PSF) $25.00 $50.00 NAP $25.00

 

(1)Source: Appraisal, unless otherwise indicated.
(2)Information is based on the underwritten rent roll dated January 1, 2025.
(3)Market Rents reflect ground floor retail space only.

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 86 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

The following table presents recent leasing data at comparable retail properties with respect to the Latsko Portfolio Properties:

 

Comparable Retail Leases(1)
Property Name/Location Year Built/ Renovated Total GLA (SF) Tenant Tenant Size (SF) Lease Start Date Lease Term (months) Annual Base Rent PSF

Guinness Open Gate Brewery

Chicago, IL

1908/2023 15,153(2) Diageo 15,153(2) Sep-23(2) 120(2) $79.46(2)

66 East Walton Street

Chicago, IL

1930/2017 3,785(2) The RealReal 3,785(2) Apr-24(2) 60(2) $124.362)(3)

Foxtrot

Chicago, IL

2018/NAP 6,110(2) Foxtrot 6,110(2) Oct-21(2)(4) 60(2)(3) $63.22(2)(5)

41 East Oak Street

Chicago, IL

1936/2024 4,800 Bottega Veneta 4,800 Jan-25 120 $195.83

1041 West Addison Street

Chicago, IL

2021/NAP 10,200 CVS 10,200 Mar-21 180 $66.18

1007 North Rush Street

Chicago, IL

1879/2021 6,000 Arc'teryx 6,000 Dec-21 60 $91.67

500 North LaSalle Drive

Chicago, IL

1887/2024 17,826 Hawksmoor 17,826 Jul-24 180 $53.29

15 West Division Street

Chicago, IL

1911/2014 6,323 Hopsmith Tavern 6,323 Jul-22 240 $103.39

 

(1)Source: Appraisal, unless otherwise indicated.
(2)Information is based on the underwritten rent roll dated January 1, 2025 with rent steps taken through October 2025.
(3)The RealReal’s Annual Base Rent PSF includes 1,500 square feet of basement space. Annual Base Rent PSF excluding basement space is $206.00.
(4)Foxtrot’s lease originally commenced in October 2021 for a term of 132 months before being assumed by Further Point in May 2024 and amended to expire in May 2029.
(5)Foxtrot’s Annual Base Rent PSF includes 2,500 square feet of basement space. Annual Base Rent PSF excluding basement space is $106.99.

 

 

Appraisal. The appraisals concluded to an aggregate “as-is” value for the Latsko Portfolio Properties of $35,250,000 as of November 22, 2024. The appraisal concluded to an “as-is” value of $20,050,000, $9,200,000 and $6,000,000 for the Guinness Open Gate Brewery Property, the 66 East Walton Street Property and the Foxtrot Property, respectively, as of November 22, 2024.

 

 

Environmental Matters. According to the Phase I environmental site assessments dated December 24, 2024, there was no evidence of any recognized environmental conditions at the 66 East Walton Street Property or the Foxtrot Property. The Guinness Open Gate Brewery Property’s Phase I environmental site assessment dated December 24, 2024 identified a controlled recognized environmental condition in connection with possible groundwater contamination at the Guinness Open Gate Brewery Property. See “Description of the Mortgage PoolEnvironmental Considerations” in the Prospectus for additional information.

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 87 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and underwritten net cash flow at the Latsko Portfolio Properties:

 

Cash Flow Analysis(1)
  2024 UW UW PSF
Base Rent(2) $1,899,962 $ 2,161,769 $77.75  
Recovery Income $331,225 $419,298 $15.08  
Other Income $8,000 $8,000 $0.29  
Vacancy and Concessions

($150,000)

($129,053)

($4.64)  

Effective Gross Income $2,089,187 $2,460,013 $88.48  
       
Taxes $158,744 $251,980 $9.06  
Insurance $24,956 $34,916 $1.26  
Other Operating Expenses

$79,588

$153,389

$5.52  

Total Operating Expenses $263,288 $440,285 $15.84  
       
Net Operating Income $1,825,899 $2,019,729 $72.64  
Capital Expenditures $0 $6,134 $0.22  
TI/LC

$0

$13,902

$0.50  

Net Cash Flow $1,825,899 $1,999,693 $71.92  
       
Occupancy %(3) 100.0% 95.0%  
NOI DSCR 1.16x 1.29x  
NCF DSCR 1.16x 1.28x  
NOI Debt Yield 8.3% 9.2%  
NCF Debt Yield 8.3% 9.1%  

 

(1)Historical cash flows prior to 2024 are not available as the Guinness Open Gate Brewery Property opened in September 2023 after undergoing an approximately $30.5 million redevelopment from an industrial site into a retail site.
(2)UW Base Rent includes $100,800 of residential income from the 66 East Walton Street Property.
(3)UW Occupancy % represents underwritten economic occupancy. The Latsko Portfolio Properties are 100% physically occupied.

 

 

Escrows and Reserves.

Real Estate Taxes – The Latsko Portfolio Mortgage Loan documents require an upfront reserve of approximately $62,995 and an ongoing monthly deposit in an amount equal to 1/12th of the estimated annual property taxes, initially estimated at $20,998 monthly.

Insurance Premiums – The Latsko Portfolio Mortgage Loan documents require an upfront reserve of approximately $8,729 and an ongoing monthly deposit in an amount equal to 1/12th of the estimated annual insurance premium, provided, such ongoing reserve has been conditionally waived so long as the borrower maintains a blanket policy meeting the requirements of the Latsko Portfolio Mortgage Loan documents.

Replacements Reserve – The Latsko Portfolio Mortgage Loan documents require an ongoing monthly deposit in an amount equal to approximately $511 for replacement reserves.

TI/LC Reserve – The Latsko Portfolio Mortgage Loan documents require an ongoing monthly deposit in an amount equal to approximately $1,159 for future tenant improvements and leasing commissions.

Rent Abatement Reserve – The Latsko Portfolio Mortgage Loan documents require an upfront reserve of $1,200,000 related to outstanding rent abatements owed under the Diageo lease. 

Lockbox and Cash Management. The Latsko Portfolio Mortgage Loan is structured with a hard lockbox and springing cash management. The borrower is required to cause all rents to be transmitted directly by the non-residential tenants at the Latsko Portfolio Properties into a lender-controlled lockbox account. In addition, the borrower is required to cause all rents received by the borrower or the property manager, as applicable, to be deposited into such lockbox account within one business day of receipt. All amounts in the lockbox account are remitted on a daily basis to the borrower at any time other than during the continuance of a Cash Management Period (as defined below). Upon the occurrence and during the continuance of a Cash Management Period, all amounts are required to be remitted to a lender-controlled cash management account on a daily basis to be applied and disbursed in accordance with the Latsko Portfolio Mortgage Loan documents. During the continuance of a Cash Management Period, all available cash remaining after the required applications and disbursements will be held in a lender-controlled subaccount, provided, during a Cash Management Period continuing solely as a result of a Lease Sweep Period (as defined below), all available cash will be held in a special rollover reserve subaccount.

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 88 

 

Various Loan #9 Cut-off Date Balance:   $22,000,000
Various Latsko Portfolio Cut-off Date LTV:   62.4%
Chicago, IL Various   UW NCF DSCR:   1.28x
    UW NOI Debt Yield:   9.2%

A “Cash Management Period” will commence upon the earlier of the following:

(i)an event of default;
(ii)the debt service coverage ratio falling below 1.10x as of the end of any calendar quarter; or
(iii)the commencement of a Lease Sweep Period.

 

A Cash Management Period will end upon the occurrence of the following:

with respect to clause (i) above, the cure (if applicable) of such event of default;
with respect to clause (ii) above, upon the debt service coverage ratio being at least 1.15x for two consecutive calendar quarters; or
with respect to clause (iii) above, the Lease Sweep Period has ended.

 

A "Lease Sweep Period" will commence upon the occurrence of any of the following:

(i) the earlier of the date that is 12 months prior to the end of the term of any Lease Sweep Lease (as defined below) (including any renewal terms) or the date a tenant under a Lease Sweep Lease actually gives notice of its intention not to renew or extend;

(ii) the date required under a Lease Sweep Lease by which the applicable tenant under the Lease Sweep Lease is required to give notice of its exercise of a renewal option thereunder or the date that any tenant under a Lease Sweep Lease gives written notice of its intention not to renew or extend its lease;

(iii) any Lease Sweep Lease (or any material portion thereof) is surrendered, cancelled or terminated prior to its then current expiration date or any tenant under a Lease Sweep Lease gives written notice of its intention to terminate, surrender or cancel its Lease Sweep Lease (or any material portion thereof);

(iv) any tenant under a Lease Sweep Lease discontinues its business in any material portion of its premises (i.e., "goes dark") or gives written notice that it intends to do the same;

(v) the occurrence and continuance (beyond any applicable notice and cure periods) of a default under any Lease Sweep Lease by the applicable tenant thereunder; or

(vi) the occurrence of an insolvency proceeding by a tenant under a Lease Sweep Lease.

 

A Lease Sweep Period will end upon the earlier to occur of (x) the lender’s determination that sufficient funds have been accumulated in the special rollover reserve subaccount to pay for all anticipated expenses in connection with the re-letting of the space under the applicable lease(s) that gave rise to the subject Lease Sweep Period, including brokerage commissions and tenant improvements, and any anticipated shortfalls of payments required during any period of time that rents are insufficient as a result of down-time or free rent periods, and (y) any of the following events:

with respect to a matter described in clauses (i), (ii), (iii) or (iv) above, upon the earlier to occur of the date on which (A) the subject tenant irrevocably exercises any renewal or extension option (or otherwise enters into an extension agreement with the borrower that is acceptable to the lender) with respect to all of the space demised under its Lease Sweep Lease, and in the lender’s reasonable judgment, sufficient funds have been accumulated in the special rollover reserve subaccount (during the continuance of the subject Lease Sweep Period) to pay for all anticipated approved leasing expenses for such Lease Sweep Lease and any other anticipated expenses in connection with such renewal or extension, or (B) all of the space demised under the subject Lease Sweep Lease that gave rise to the subject Lease Sweep Period has been fully leased pursuant to a replacement lease or replacement leases approved by the lender, and all approved leasing expenses (and any other expenses in connection with the re-tenanting of such space) have been paid in full;
with respect to clause (v) above, if the subject tenant default has been cured and no other tenant default has occurred for a period of six consecutive months following such cure; or
with respect to a matter described in clause (vi) above, if the applicable insolvency proceeding has terminated and the applicable Lease Sweep Lease has been affirmed, assumed or assigned in a manner reasonably satisfactory to the lender.

 

A “Lease Sweep Lease” means the Guinness Open Gate Brewery lease, The RealReal lease, the Foxtrot lease, or any lease which (a) covers 15,000 or more rentable square feet and/or (b) has a gross annual rent of more than 25% of the total annual rent for the Latsko Portfolio Properties.

Letter of Credit. At origination, the borrower agreed to deliver a $1,000,000 letter of credit related to the right of Diageo to decrease its security deposit from $2.0 million to $1.0 million to the lender by a date subject to the lender’s sole discretion so long as the borrower is diligently pursuing delivery. Failure to comply with the letter of credit agreement will result in an event of default and is listed as an additional recourse carveout in the Latsko Portfolio Mortgage Loan documents.

Terrorism Insurance. The borrower is required to obtain and maintain property insurance that covers perils of terrorism and acts of terrorism in an amount equal to the full replacement cost of the Latsko Portfolio Properties and business interruption insurance for at least 12 months. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the prospectus.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 89 

 

Multifamily - Garden Loan #10 Cut-off Date Balance:   $21,750,000
4250 West 34th Street Shenandoah Woods Cut-off Date LTV:   57.1%
Houston, TX 77092   UW NCF DSCR:   1.62x
    UW NOI Debt Yield:   11.0%

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 90 

 

Multifamily - Garden Loan #10 Cut-off Date Balance:   $21,750,000
4250 West 34th Street Shenandoah Woods Cut-off Date LTV:   57.1%
Houston, TX 77092   UW NCF DSCR:   1.62x
    UW NOI Debt Yield:   11.0%


 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 91 

 

Mortgage Loan No. 10 – Shenandoah Woods

 

Mortgage Loan Information   Mortgaged Property Information
Mortgage Loan Seller: AREF2   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/Moody’s/KBRA): NR/NR/NR   Location: Houston, TX 77092
Original Balance: $21,750,000   General Property Type: Multifamily
Cut-off Date Balance: $21,750,000   Detailed Property Type: Garden
% of Initial Pool Balance: 3.7%   Title Vesting(2): Fee/Leasehold
Loan Purpose: Refinance   Year Built/Renovated: 1977/2021-2024
Borrower Sponsors: Manish Jain, Rajib Batabyal, Tapan Patel and Bhavin Divecha   Size: 232 Units
Guarantors: Manish Jain, Rajib Batabyal, Tapan Patel and Bhavin Divecha   Cut-off Date Balance per Unit: $93,750
Mortgage Rate: 6.54000%   Maturity Date Balance per Unit: $93,750
Note Date: 1/24/2025   Property Manager: Peak Residential LLC (borrower-
Maturity Date: 2/6/2030     related)
Term to Maturity: 60 months   Underwriting and Financial Information
Amortization Term: 0 months   UW NOI(3): $2,392,637
IO Period: 60 months   UW NCF: $2,334,637
Seasoning: 3 months   UW NOI Debt Yield: 11.0%
Prepayment Provisions: L(27),D(29),O(4)   UW NCF Debt Yield: 10.7%
Lockbox/Cash Mgmt Status: Soft/Springing   UW NOI Debt Yield at Maturity: 11.0%
Additional Debt Type: NAP   UW NCF DSCR: 1.62x
Additional Debt Balance: NAP   Most Recent NOI(3): $1,894,652 (10/31/2024 TTM)
Future Debt Permitted (Type): No (NAP)   2nd Most Recent NOI(3): $1,473,205 (12/31/2023)
      3rd Most Recent NOI: $1,202,895 (12/31/2022)
Reserves(1)   Most Recent Occupancy: 93.1% (12/31/2024)
Type Initial Monthly Cap   2nd Most Recent Occupancy: 91.0% (12/31/2023)
RE Tax Reserve: $77,674 $38,837 NAP   3rd Most Recent Occupancy: 92.9% (12/31/2022)
Insurance Reserve: $202,231 $22,470 NAP   Appraised Value (as of)(4): $38,100,000 (11/7/2024)
Replacement Reserve: $383,313 $4,833 NAP   Appraised Value per Unit(4): $164,224
Deferred Maintenance: $116,688 $0 NAP   Cut-off Date LTV Ratio(4): 57.1%
PHFC Payments Subaccount: $1,281,247 Springing NAP   Maturity Date LTV Ratio(4): 57.1%
             
               
Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Mortgage Loan Amount: $21,750,000 99.8%   Loan Payoff: $17,723,206 81.3%
Borrower Sponsor Equity: $50,000 0.2%   Reserves: $2,061,151 9.5%
        Closing Costs(5): $2,015,642 9.2%
Total Sources: $21,800,000 100.0%   Total Uses: $21,800,000 100.0%
 
(1)See “Escrows and Reserves” below for further discussion of reserve requirements.
(2)The Shenandoah Woods Property (as defined below) is encumbered by a 99-year ground lease as part of the Housing Finance Corporation program (the “HFC Program”). The Shenandoah Woods Mortgage Loan (as defined below) is secured by the borrower’s leasehold interest and the Pecos Housing Finance Corporation’s (“PHFC”) fee interest in the Shenandoah Woods Property. See “The Property” and “Ground Lease” below for further information.
(3)The increase in Most Recent NOI from 2nd Most Recent NOI is primarily due to increases in utility reimbursement and rent growth as a result of the borrower sponsors’ $3.36 million renovation plan. The increase in UW NOI from Most Recent NOI is primarily due to the anticipated real estate tax savings related to the admission of the Shenandoah Woods Property into the HFC Program.
(4)The Appraised Value, Appraised Value per Unit, Cut-off Date LTV Ratio and Maturity Date LTV Ratio are based on the “Hypothetical Market Value with Restricted Rents” value of the leasehold interest in the Shenandoah Woods Property, which assumes the Shenandoah Woods Property is encumbered by a ground lease as part of the HFC Program, whereby certain units at the Shenandoah Woods Property are restricted for rent to tenants whose income does not exceed specified percentages of the area median income and that the ongoing payments due in connection with being a part of the HFC Program are subordinate to the Shenandoah Woods Mortgage Loan. The market-based “As Is” appraised value as of November 7, 2024, which assumes no Tax Exemption (as defined below) is granted for the Shenandoah Woods Property, is $31,500,000, resulting in a Cut-off LTV Ratio and Maturity Date LTV Ratio of 69.0% and 69.0%, respectively. See “The Property” below for further information.
(5)Closing Costs include an $870,000 origination fee and approximately $514,100 in upfront fees and related legal costs associated with entering the HFC Program.

 

The Mortgage Loan. The tenth largest mortgage loan (the “Shenandoah Woods Mortgage Loan”) is evidenced by a promissory note in the original principal balance of $21,750,000 and secured by the borrower’s leasehold interest and the PHFC’s fee simple interest in a 232-unit garden-style multifamily property in Houston, Texas (the “Shenandoah Woods Property”).

The Borrower and the Borrower Sponsors. The borrower is LCP Shenandoah LLC, a Delaware limited liability company and single purpose entity with two independent directors. The borrower sponsors and non-recourse carveout guarantors are Manish Jain, Rajib Batabyal, Tapan Patel and Bhavin Divecha. Manish Jain serves as a managing partner at Next Investments, a Houston-based real estate investment company specializing in the acquisition and development of multifamily, office, industrial, retail, mixed-used, and assisted living properties. Rajib Batabyal has been involved in Houston real estate through financing, acquisition and management for 25 years and is the president of Monument Property Management, a real estate firm specializing in multifamily and mixed-use real estate investments through acquisition, development, construction, and property management. Tapan Patel is an executive director at Monument Property Management and has more than seven years of experience in the real estate industry throughout the greater Houston area. Bhavin Divecha is a private investor with over 15 years of finance operations experience.

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 92 

 

Multifamily - Garden Loan #10 Cut-off Date Balance:   $21,750,000
4250 West 34th Street Shenandoah Woods Cut-off Date LTV:   57.1%
Houston, TX 77092   UW NCF DSCR:   1.62x
    UW NOI Debt Yield:   11.0%

The Property. The Shenandoah Woods Property is a 232-unit garden-style multifamily complex located in Houston, Texas approximately 11-miles northwest of downtown Houston. The Shenandoah Woods Property was constructed in 1977 and consists of 16 two-story apartment buildings on a 6.70-acre site. The Shenandoah Woods Property features amenities such as controlled access, laundry facilities, a swimming pool, an onsite leasing office, a courtyard, and a playground. The Shenandoah Woods Property features 342 surface parking spaces, resulting in a parking ratio of 1.47 spaces per unit. Unit amenities include a full appliance package with refrigerators and dishwashers, ceramic tile flooring, walk-in closets, and ceiling fans. The unit mix includes 144 one-bedroom floorplans and 88 two-bedroom floorplans with a weighted average unit size of 726 square feet. Since acquiring the Shenandoah Woods Property in May 2021, the borrower sponsors have invested approximately $3,360,0000 ($14,483 per unit) in capital expenditure projects, including approximately $1,680,000 on exterior upgrades and approximately $1,680,000 on unit interiors. Exterior renovations included electrical/HVAC upgrades, parking lot repairs, landscaping, roof repairs, pool area upgrades, and new fencing. Interior upgrades included new appliances, painting work, new flooring, new countertops and cabinetry, and bathroom upgrades. Additionally, the borrower deposited $500,000 into escrow at loan origination to be used for immediate repairs and future capital expenditures. Since acquiring the Shenandoah Woods Property in May 2021, the borrower sponsors have increased net operating income by 57.5%, from $1.2 million in 2022 to $1.9 million in the trailing-twelve months ending October 31, 2024.

As of December 31, 2024, the Shenandoah Woods Property was 93.1% occupied. The average occupancy at the Shenandoah Woods Property from January 2022 to October 2024 was 91.2%.

The Shenandoah Woods Property unit mix is further summarized in the table below:

Unit Mix(1)
Unit Mix / Type Units Occupied Units % Occupied Average SF per Unit Total SF Monthly Average Rent per Unit(2) Monthly Average Market Rent per Unit(3)
One Bedroom 144 131 91.0% 647 93,152 $1,029 $1,043
Two Bedroom 88 85 96.6%                      856 75,296 $1,329 $1,325
Total/Wtd. Avg. 232 216 93.1%             726 168,448 $1,148 $1,150

 

(1)Based on the underwritten rent roll dated December 31, 2024.
(2)Monthly Average Rent per Unit is based on occupied units.
(3)Source: Appraisal.

 

Pursuant to the HFC Program, a property will be exempt from all property taxes (the “Tax Exemption”) if it meets certain conditions including, among other things, (i) a portion of the property is utilized for the purpose of affordable housing, and (ii) the fee interest to the property is owned by the governing body overseeing the HFC Program and is leased back to the borrower under a ground lease. In order to receive the Tax Exemption, at least 90% of the 232 residential units at the Shenandoah Woods Property must be reserved for or rented to tenants whose household income is less than 140% of the area median family income (“AMI”), with a maximum monthly rent of 1/12th of 140% of the AMI multiplied by 30%. Additionally, at least 50% of the residential units at the Shenandoah Woods Property must be reserved for or rented to tenants whose household income is less than 80% of the AMI, with a maximum monthly rent of 1/12th of 80% of the AMI multiplied by 30%. 

At origination, the borrower entered into a 99-year ground lease between PHFC, as ground lessor, and the borrower, as ground lessee (see “Ground Lease” below). The Shenandoah Woods Mortgage Loan is secured by the borrower’s leasehold interest and PHFC’s fee interest in the Shenandoah Woods Property. The appraiser concluded that the in-place rents at the Shenandoah Woods Property currently comply with the rent limits under the HFC Program documents.

Concurrent with the origination of the Shenandoah Woods Mortgage Loan, all necessary documentation for admission into the HFC Program was effectuated and as such, the Shenandoah Woods Property is part of the HFC Program managed by PHFC; however, the Tax Exemption has not yet been granted by the applicable central appraisal district. Once issued, the Tax Exemption is expected to be retroactive to the date fee ownership in the Shenandoah Woods Property was transferred by the borrower to PHFC (on or about January 24, 2025) and continues for the term of the related ground lease or until its earlier termination. No real estate taxes were underwritten due to entry into the HFC Program. An approximate $1.3 million reserve was deposited at origination into a PHFC Payments (as defined below) subaccount and is not permitted to be released to the borrower until the Tax Exemption is granted.

If (i) the Tax Exemption is not granted by January 24, 2026 or (ii) the HFC Program documents are terminated, the Tax Exemption is lost and/or the borrower otherwise surrenders the leasehold estate created by the ground lease with PHFC and the borrower acquires the fee interest in the Shenandoah Woods Property, the Shenandoah Woods Mortgage Loan documents require the borrower to partially prepay (in conjunction with the applicable payment of yield maintenance premium) the Shenandoah Woods Mortgage Loan within 60 days in the amount necessary for the Shenandoah Woods Property to satisfy both a debt service coverage ratio of 1.34x and a debt yield of 8.85% (the “PHFC Prepayment Amount”). The Shenandoah Woods Mortgage Loan documents provide full recourse to the guarantors on a joint and several basis until the earlier to occur of (i) Tax Exemption is granted or (ii) the borrower makes the required prepayment equal to the PHFC Prepayment Amount plus the applicable prepayment penalty.

Counsel for the borrower issued a legal opinion for the benefit of the lender opining that it is more likely than not that the Shenandoah Woods Property (including both the fee and leasehold interest therein) will be held by the Harris Central Appraisal District to be exempt from ad valorem taxation under the Texas Property Tax Code. It cannot be assured that the Shenandoah Woods Property will be approved for the Tax Exemption. Until the Tax Exemption is granted, the borrower is required to make monthly deposits into a real estate tax reserve.

The Market. The Shenandoah Woods Property is located in Houston, Texas approximately 11 miles northwest of downtown Houston. Primary access to the Shenandoah Woods Property is provided by Interstate 610 and U.S. Highway 290. Public transportation is provided by METRO, with several pickup and drop off locations situated near the Shenandoah Woods Property. Demand drivers in the immediate area include Northbrook Shopping Center (0.9

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 93 

 

Multifamily - Garden Loan #10 Cut-off Date Balance:   $21,750,000
4250 West 34th Street Shenandoah Woods Cut-off Date LTV:   57.1%
Houston, TX 77092   UW NCF DSCR:   1.62x
    UW NOI Debt Yield:   11.0%

miles away), which features a Dollar Tree, El Rancho Supermercado, dd’s Discounts, Rent-A-Center and a variety of restaurants. The primary industries in the Houston metropolitan area include energy, healthcare, and aerospace, with Houston being home to Texas Medical Center, the largest medical complex in the world, and several higher education institutions including Rice University and University of Houston. The largest employers in the Houston metropolitan area include NASA Johnson Space Center, University of Texas Medical Branch, ExxonMobil, and Shell Oil Co.

According to the appraisal, the 2024 estimated population within a one-, three- and five-mile radius of the Shenandoah Woods Property was 17,105, 140,972 and 390,174 respectively and the 2024 estimated average median household income within the same radii was approximately $57,923, $75,784 and $80,031, respectively.

According to the appraisal, the Shenandoah Woods Property is located in the Northwest Houston submarket within the Houston MSA apartment market. As of the third quarter of 2024, the Northwest Houston apartment submarket reported a total inventory of 16,944 units, an occupancy rate of 93.1% and an average rental rate of $1,084 per unit. The appraisal concluded to market rents of $1,029 - $1,182 for one-bedroom units and $1,278 - $1,699 for two-bedroom units for the Shenandoah Woods Property.

The following table presents recent multifamily leasing data at comparable properties with respect to the Shenandoah Woods Property:

Competitive Rental Properties Summary(1)
Property Name/Location Year Built/Renovated # Units Occupancy Unit Mix In-Place Monthly Rent per Unit

Shenandoah Woods

Houston, TX

1977/2021-2024(2) 232(2) 93.1%(3) 1BR $1,029(2)
2BR $1,329(2)

Bend at Oak Forest Apartments

Houston, TX

1979/NAV 392 91.0% 1BR $979-$1,049
2BR $849-$1,369

Gia at Oak Forest

Houston, TX

1965/NAV 120 94.0% 1BR $799
2BR $1,294

Kingswood Village

Houston, TX

1970/NAV 392 95.0% 1BR $799-$1,160
2BR $1,121-$1,299

Montabella at Oak Forest

Houston, TX

1972/NAV 178 91.0% 2BR $1,299-$1,475

Silverstar

Houston, TX

1971/NAV 134 97.0% 2BR $1,350-$1,475

 

(1)Source: Appraisal, unless otherwise indicated.
(2)Information is based on borrower sponsor provided capital expenditure statements.
(3)Information is based on the underwritten rent roll dated December 31, 2024.

 

Appraisal. The appraisal concluded to an “Hypothetical Market Value with Restricted Rents” value for the Shenandoah Woods Property of $38,100,000 as of November 7, 2024. The market based “As Is” appraised value as of November 7, 2024, which assumes no Tax Exemption is granted for the Shenandoah Woods Property, is $31,500,000.

Environmental Matters. According to the Phase I environmental site assessment dated November 12, 2024, there was no evidence of any recognized environmental conditions at the Shenandoah Woods Property.

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 94 

 

Multifamily - Garden Loan #10 Cut-off Date Balance:   $21,750,000
4250 West 34th Street Shenandoah Woods Cut-off Date LTV:   57.1%
Houston, TX 77092   UW NCF DSCR:   1.62x
    UW NOI Debt Yield:   11.0%

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Shenandoah Woods Property:

Cash Flow Analysis
  2022 2023 10/31/2024 TTM UW UW Per Unit
Gross Potential Rent $2,795,381 $3,044,279 $3,152,285 $3,174,768 $13,684
Other Income(1) $105,704 $267,747 $514,373 $514,373 $2,217
Vacancy, Credit Loss & Concessions        ($350,524)        ($413,163)             ($239,603)       ($245,690)         ($1,059)
Effective Gross Income $2,550,560 $2,898,863 $3,427,056 $3,443,452 $14,842
           
Taxes $467,517 $435,008 $529,568 $0 $0
Insurance $151,279 $232,516 $236,000 $269,641 $1,162
Other Operating Expenses         $728,869        $758,134          $766,836       $781,173          $3,367
Total Operating Expenses $1,347,665 $1,425,658 $1,532,404 $1,050,814 $4,529
           
Net Operating Income(2) $1,202,895 $1,473,205 $1,894,652 $2,392,637 $10,313
           
Capital Expenditures                    $0                    $0                         $0          $58,000             $250
Net Cash Flow $1,202,895 $1,473,205 $1,894,652 $2,334,637 $10,063
           
Occupancy %(3) 92.9% 91.0% 93.1% 91.8%  
NOI DSCR 0.83x 1.02x 1.31x 1.66x  
NCF DSCR 0.83x 1.02x 1.31x 1.62x  
NOI Debt Yield 5.5% 6.8% 8.7% 11.0%  
NCF Debt Yield 5.5% 6.8% 8.7% 10.7%  
 
 
(1)Other Income is comprised of parking revenue, utility reimbursement and other miscellaneous fees.
(2)The increase in 10/31/2024 TTM Net Operating Income from 2023 Net Operating Income is primarily due to increases in utility reimbursement and rent growth as a result of the borrower sponsors’ $3.36 million renovation plan. The increase from 10/31/2024 TTM Net Operating Income to UW Net Operating Income is primarily due to the anticipated real estate tax savings related to the admission of the Shenandoah Woods Property into the HFC Program.
(3)Occupancy % represents the average occupancy over each respective year, except for 10/31/2024 TTM Occupancy % which is based on the December 31, 2024 rent roll. UW Occupancy % represents underwritten economic occupancy.

 

Escrows and Reserves.

Real Estate Taxes – The Shenandoah Woods Mortgage Loan documents require an upfront reserve of approximately $77,674 (equal to two months of unabated taxes) and ongoing monthly deposits equal to 1/12th of the taxes (taking into account any Tax Exemption in effect with respect to the Shenandoah Woods Property) that the lender reasonably estimates will be payable over the next 12-month period (initially estimated to be approximately $38,837), provided that the borrower will not be required to make the monthly real estate tax deposit once the Tax Exemption has been formally granted by the central appraisal district and while it remains in effect.

Insurance Premiums – The Shenandoah Woods Mortgage Loan documents require an upfront reserve of approximately $202,231 and ongoing monthly deposits equal to 1/12th of the estimated annual insurance premium (initially estimated to be approximately $22,470). Such reserve may be conditionally waived if the borrower maintains a blanket policy meeting the requirements of the Shenandoah Woods Mortgage Loan documents. The noted waiver is not currently in effect.

Deferred Maintenance – The Shenandoah Woods Mortgage Loan documents require an upfront reserve of $116,688 for deferred maintenance.

Replacement Reserve – The Shenandoah Woods Mortgage Loan documents require an upfront reserve of $383,313 and ongoing monthly deposits equal to approximately $4,833 ($250 per unit annually). 

PHFC Payments Reserves – The Shenandoah Woods Mortgage Loan documents require an upfront reserve of approximately $1,281,247, which will be released to the borrower upon receiving the Tax Exemption. The borrower is not required to make monthly deposits in the PHFC Payments subaccount in respect of the PHFC Payments so long as (i) no event of default has occurred and is continuing and (ii) the borrower delivers evidence reasonably acceptable to the lender that the PHFC Payments due under the HFC Program documents are paid on or prior to the applicable due date in accordance with the HFC Program documents. To the extent deposits are required, the borrower is required to pay to the lender an amount that is estimated by the lender to be sufficient to pay the next monthly or annual installment of the PHFC Payments due under the HFC Program documents, and the lender will transfer such amounts to the PHFC Payments subaccount. Provided that no event of default has occurred and is continuing, the lender will apply the funds in the PHFC Payments subaccount to pay PHFC Payments required to be made by the borrower under the HFC Program documents.

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

 95 

 

Multifamily - Garden Loan #10 Cut-off Date Balance:   $21,750,000
4250 West 34th Street Shenandoah Woods Cut-off Date LTV:   57.1%
Houston, TX 77092   UW NCF DSCR:   1.62x
    UW NOI Debt Yield:   11.0%

Lockbox and Cash Management. The Shenandoah Woods Mortgage Loan is structured with a soft lockbox and springing cash management. The borrower is required to cause all rents received by the borrower or property manager to be deposited into such lockbox account within three business days of receipt. All amounts in the lockbox account are remitted daily to the borrower at any time other than during the continuance of a Cash Management Period (as defined below). Upon the occurrence and during the continuance of a Cash Management Period, all amounts are required to be remitted to a lender-controlled cash management account daily to be applied and disbursed in accordance with the Shenandoah Woods Mortgage Loan documents. During the continuance of a Cash Management Period, all available cash remaining after the required applications and disbursements will be held in a lender-controlled subaccount.

A “Cash Management Period” will commence upon the earlier of the following:

(iii)an event of default;
(iv)the debt service coverage ratio falling below 1.15x as of the end of any calendar quarter; or
(v)the Tax Exemption has not been granted by January 24, 2026.

 

A Cash Management Period will end upon the occurrence of the following:

with respect to clause (i) above, the cure of such event of default;
with respect to clause (ii) above, upon the debt service coverage ratio being at least 1.20x for one calendar quarter; or
with respect to clause (iii) above, the earlier to occur of the Tax Exemption being granted and confirmed by the applicable central appraisal district or the borrower making the applicable prepayment equal to the PHFC Prepayment Amount and any related prepayment penalty.

 

Right of First Offer/Right of First Refusal. Pursuant to a Purchase Option and Right of First Refusal Agreement (the “Shenandoah Woods Purchase Option and ROFR Agreement”), at any time during the term of the related ground lease, upon 30 days’ notice to the borrower and each of its members, PHFC has the option to purchase the Shenandoah Woods Property in accordance with the terms and conditions of the Shenandoah Woods Purchase Option and ROFR Agreement. In addition, in the event the special member of the borrower and/or a certain investor member of the borrower (each, a “Shenandoah Woods Transferring Member”, and collectively, the “Shenandoah Woods Transferring Members”) propose to transfer the leasehold estate and/or the improvements of the Shenandoah Woods Property to an unaffiliated third party, PHFC has a right of first refusal to acquire the leasehold estate and/or the improvements of the Shenandoah Woods Property on the same terms and conditions as any offer by an unaffiliated third-party acceptable to the Shenandoah Woods Transferring Members (the "Shenandoah Woods Third-Party Offer"). PHFC must exercise its right of first refusal within 30 days following receipt of notice from a Shenandoah Woods Transferring Member of an acceptable Shenandoah Woods Third-Party Offer. See “Description of the Mortgage Pool—Tenant Issues—Purchase Options and Rights of First Refusal” in the preliminary prospectus.

Ground Lease. At origination, the borrower entered into a ground lease between PHFC, as ground lessor, and the borrower, as ground lessee. Pursuant to the ground lease, which is scheduled to terminate on January 31, 2124 with no extensions, and other documents and agreements entered into in relation to the tax exemption, the borrower is required to pay PHFC, among other amounts, as applicable, (i) an annual compliance fee of $50 per unit (the “Compliance Payment”) and (ii) an annual fee in an amount equal to 10% of the annual property tax savings (the “Savings Fee”, and together with the Compliance Payment, the “Rent”) with the Rent increasing by 2% per year. PHFC and the borrower entered into a subordination agreement agreeing that for so long as the Tax Exemption remains in effect, all fees required under the HFC Program documents (collectively, the “PHFC Payments”), including the Savings Fee but excluding the Compliance Payment, are to be paid from excess distributable cash, if any, after the payment of debt service payments in connection with Shenandoah Woods Mortgage Loan and operating expenses due and owing. The lender has established a reserve for the PHFC Payments, provided, that absent a continuing event of default under the Shenandoah Woods Mortgage Loan, there is no obligation to make deposits into the PHFC Payments reserve unless the borrower fails to provide evidence of timely payment.

Terrorism Insurance. The Shenandoah Woods Mortgage Loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Shenandoah Woods Property, as well as business interruption insurance for 18 months, together with an extended period of indemnity of 365 days. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the preliminary prospectus.

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

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Wells Fargo Commercial Mortgage Trust 2025-5C4 Transaction Contact Information

III.       Transaction Contact Information

Questions regarding this Structural and Collateral Term Sheet may be directed to any of the following individuals:

Wells Fargo Securities, LLC  
   
Brigid Mattingly Tel. (312) 269-3062
   
Sean Duffy Tel. (312) 827-1518
   
Daniel Thomas Tel. (212) 214-2813
   
Citigroup Global Markets Inc.  
   
Raul Orozco Tel. (212) 723-1295
   
Rick Simpson Tel. (212) 816-5343
   
Jay Mercandetti Tel. (212) 816-6384
   
J.P. Morgan Securities LLC  
   
Avinash Sharma Tel. (212) 834-3111
   
Kunal Singh Tel. (212) 834-5467
   
Harris Rendelstein Tel. (212) 834-6737
   
Derrick Fetzer Tel. (212) 834-3111

 

 

 

 

 

 

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

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