FWP 1 n288_fwpx2.htm FREE WRITING PROSPECTUS Unassociated Document
 
   
FREE WRITING PROSPECTUS
   
FILED PURSUANT TO RULE 433
   
REGISTRATION FILE NO.: 333-190246-03
     
 
 
Dated February 7, 2014
 
JPMBB 2014-C18
 
 
Free Writing Prospectus
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 

 
$957,599,884
(Approximate Mortgage Pool Balance)
 
$744,415,000
(Approximate Offered Certificates)
 
J.P. Morgan Chase Commercial Mortgage Securities Corp.
Depositor
 

 
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2014-C18
 

 
JPMorgan Chase Bank, National Association
Barclays Bank PLC
Redwood Commercial Mortgage Corporation
Starwood Mortgage Funding II LLC
RAIT Funding, LLC
Mortgage Loan Sellers
 
 
 
 
 
 
J.P. Morgan
Co-Lead Manager and
Joint Bookrunner
 
Barclays
Co-Lead Manager and
Joint Bookrunner
 
Wells Fargo Securities
Co-Manager
 
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.
 
 
 

 

Dated February 7, 2014
 
JPMBB 2014-C18
 
This material is for your information, and none of J.P. Morgan Securities LLC (“JPMS”), Barclays Capital Inc. (“Barclays”) and Wells Fargo Securities, LLC (“Wells Fargo”) (each individually, an “Underwriter” and collectively, the ‘‘Underwriters’’) are soliciting any action based upon it. This material is not to be construed as an offer to sell or the solicitation of any offer to buy any security in any jurisdiction where such an offer or solicitation would be illegal.
 
The Depositor has filed a registration statement (including a prospectus) with the SEC (SEC File no. 333-190246) for the offering to which this free writing prospectus 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 trust 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 or any Underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling 1 (866) 400-7834 or by emailing cmbs-prospectus@jpmorgan.com.
 
Neither this document nor anything contained in this document shall form the basis for any contract or commitment whatsoever. The information contained in this document is preliminary as of the date of this document, supersedes any previous such information delivered to you and will be superseded by any such information subsequently delivered prior to the time of sale. These materials are subject to change, completion or amendment from time to time.
 
The attached information contains certain tables and other statistical analyses (the “Computational Materials”) that 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 in this document. 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 certificates. 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 Computational Materials. The specific characteristics of the certificates 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 certificate described in the Computational Materials are subject to change prior to issuance. None of the Underwriters nor 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 certificates.
 
This information is based upon management forecasts and reflects prevailing conditions and management’s views as of this date, all of which are subject to change.
 
This document contains forward-looking statements. Those statements are subject to certain risks and uncertainties that could cause the success of collections and the actual cash flow generated to differ materially from the information set forth in this document. While such information reflects projections prepared in good faith based upon methods and data that are believed to be reasonable and accurate as of their dates, the issuer undertakes no obligation to revise these forward-looking statements to reflect subsequent events or circumstances. Investors should not place undue reliance on forward-looking statements and are advised to make their own independent analysis and determination with respect to the forecasted periods, which reflect the issuer’s view only as of the date of this document.
 
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.
 
IRS Circular 230 Notice: THIS TERM SHEET IS NOT INTENDED OR WRITTEN TO BE USED, AND CANNOT BE USED, FOR THE PURPOSE OF AVOIDING U.S. FEDERAL, STATE OR LOCAL TAX PENALTIES. THIS TERM SHEET IS WRITTEN AND PROVIDED BY THE DEPOSITOR IN CONNECTION WITH THE PROMOTION OR MARKETING BY THE DEPOSITOR AND THE UNDERWRITERS OF THE TRANSACTION OR MATTERS ADDRESSED IN THIS DOCUMENT. INVESTORS SHOULD SEEK ADVICE BASED ON THEIR PARTICULAR CIRCUMSTANCES FROM AN INDEPENDENT TAX ADVISOR.
 
THE CERTIFICATES REFERRED TO IN THESE MATERIALS 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. PROSPECTIVE INVESTORS SHOULD UNDERSTAND THAT, WHEN CONSIDERING THE PURCHASE OF THESE CERTIFICATES, A CONTRACT OF SALE WILL COME INTO BEING NO SOONER THAN THE DATE ON WHICH THE RELEVANT CLASS OF CERTIFICATES HAS BEEN PRICED AND THE UNDERWRITERS HAVE CONFIRMED THE ALLOCATION OF CERTIFICATES TO BE MADE TO INVESTORS; ANY “INDICATIONS OF INTEREST” EXPRESSED BY ANY PROSPECTIVE INVESTOR, AND ANY “SOFT CIRCLES” GENERATED BY THE UNDERWRITERS, WILL NOT CREATE BINDING CONTRACTUAL OBLIGATIONS FOR SUCH PROSPECTIVE INVESTORS, ON THE ONE HAND, OR THE UNDERWRITERS, THE DEPOSITOR OR ANY OF THEIR RESPECTIVE AGENTS OR AFFILIATES, ON THE OTHER HAND.
 
AS A RESULT OF THE FOREGOING, A PROSPECTIVE INVESTOR MAY COMMIT TO PURCHASE CERTIFICATES THAT HAVE CHARACTERISTICS THAT MAY CHANGE, AND EACH PROSPECTIVE INVESTOR IS ADVISED THAT ALL OR A PORTION OF THE CERTIFICATES REFERRED TO IN THESE MATERIALS MAY BE ISSUED WITHOUT ALL OR CERTAIN OF THE CHARACTERISTICS DESCRIBED IN THESE MATERIALS. EACH UNDERWRITER’S OBLIGATION TO SELL CERTIFICATES TO ANY PROSPECTIVE INVESTOR IS CONDITIONED ON THE CERTIFICATES AND THE TRANSACTION HAVING THE CHARACTERISTICS DESCRIBED IN THESE MATERIALS. IF THE UNDERWRITERS DETERMINE THAT A CONDITION IS NOT SATISFIED IN ANY MATERIAL RESPECT, SUCH PROSPECTIVE INVESTOR WILL BE NOTIFIED, AND NEITHER THE DEPOSITOR NOR THE UNDERWRITERS WILL HAVE ANY OBLIGATION TO SUCH PROSPECTIVE INVESTOR TO DELIVER ANY PORTION OF THE CERTIFICATES THAT SUCH PROSPECTIVE INVESTOR HAS COMMITTED TO PURCHASE, AND THERE WILL BE NO LIABILITY OR OBLIGATION BETWEEN THE UNDERWRITERS, THE DEPOSITOR OR ANY OF THEIR RESPECTIVE AGENTS OR AFFILIATES, ON THE ONE HAND, AND SUCH PROSPECTIVE INVESTOR, ON THE OTHER HAND, AS A CONSEQUENCE OF THE NON-DELIVERY.
 
THE UNDERWRITERS 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 CERTIFICATE OR CONTRACT DISCUSSED IN THESE MATERIALS.
 
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.
 
 (barclays)
1 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Indicative Capital Structure
 
Publicly Offered Certificates
Class
Expected Ratings
(Moody’s / Fitch / KBRA)
Approximate Initial
Certificate Balance or
Notional Amount(1)
Approximate
Initial Credit
Support(2)
Expected
Weighted Avg.
Life (years)(3)
Expected
Principal
Window(3)
Certificate Principal to
Value Ratio(4)
Underwritten
NOI Debt
Yield(5)
A-1
Aaa(sf) / AAAsf / AAA(sf)
$52,231,000
 
30.000%
2.74
3/14-1/19
43.7%
14.9%
A-2
Aaa(sf) / AAAsf / AAA(sf)
$85,216,000
 
30.000%
4.91
1/19-2/19
43.7%
14.9%
A-3
Aaa(sf) / AAAsf / AAA(sf)
$23,484,000
 
30.000%
6.93
1/21-2/21
43.7%
14.9%
A-4A1
Aaa(sf) / AAAsf / AAA(sf)
$87,500,000
 
30.000%
9.75
7/23-1/24
43.7%
14.9%
A-5
Aaa(sf) / AAAsf / AAA(sf)
$267,029,000
 
30.000%
9.90
1/24-2/24
43.7%
14.9%
A-SB
Aaa(sf) / AAAsf / AAA(sf)
$67,360,000
 
30.000%
7.24
1/19-7/23
43.7%
14.9%
X-A
Aaa(sf) / AAAsf / AAA(sf)
$725,382,000
(6)
N/A
N/A
N/A
N/A
N/A
X-B
Aa3(sf) / AA-sf / AAA(sf)
$69,426,000
(6)
N/A
N/A
N/A
N/A
N/A
A-S(7)(8)
Aaa(sf) / AAAsf / AAA(sf)
$55,062,000
 
24.250%
9.96
2/24-2/24
47.3%
13.7%
B(7)(8)
Aa3(sf) / AA-sf / AA-(sf)
$69,426,000
 
17.000%
9.96
2/24-2/24
51.8%
12.5%
C(7)(8)
A3(sf) / A-sf / A-(sf)
$37,107,000
 
13.125%
9.96
2/24-2/24
54.2%
12.0%
EC(7)(8)(9)
A1(sf) / A-sf / A-(sf)
$161,595,000
 
13.125%
9.96
2/24-2/24
54.2%
12.0%
 
Privately Offered Certificates(10)
Class
Expected Ratings
(Moody’s / Fitch / KBRA)
Approximate Initial
Certificate Balance or
Notional Amount(1)
Approximate
Initial Credit
Support(2)
Expected
Weighted Avg.
Life (years)(3)
Expected
Principal
Window(3)
Certificate Principal to
Value Ratio(4)
Underwritten
NOI Debt
Yield(5)
A-4A2
Aaa(sf) / AAAsf / AAA(sf)
$87,500,000
 
30.000%
9.75
7/23-1/24
43.7%
14.9%
X-C
NR / NR / NR
$69,425,883
(6)
N/A
N/A
N/A
N/A
N/A
D
NR / BBB-sf / BBB-(sf)
$56,259,000
 
7.250%
9.96
2/24-2/24
57.9%
11.2%
E
NR / BBsf / BB(sf)
$19,152,000
 
5.250%
9.96
2/24-2/24
59.1%
11.0%
F
NR / Bsf / B(sf)
$11,970,000
 
4.000%
9.96
2/24-2/24
59.9%
10.8%
NR
NR / NR / NR
$38,303,883
 
0.000%
12.18
2/24-1/29
62.4%
10.4%
 
(1)
In the case of each such Class, subject to a permitted variance of plus or minus 5%.
(2)
The credit support percentages set forth for Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates represent the approximate initial credit support for the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates in the aggregate.
(3)
Assumes 0% CPR / 0% CDR and a February 28, 2014 closing date. Based on modeling assumptions as described in the Free Writing Prospectus February 7, 2014 (the “Free Writing Prospectus”).
(4)
The “Certificate Principal to Value Ratio” for any Class (other than the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates) is calculated as the product of (a) the weighted average Cut-off Date LTV Ratio for the mortgage loans, multiplied by (b) a fraction, the numerator of which is the total initial Certificate Balance of such Class of Certificates and all Classes of Principal Balance Certificates senior to such Class of Certificates and the denominator of which is the total initial Certificate Balance of all of the Principal Balance Certificates. The Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificate Principal to Value Ratios are calculated in the aggregate for those Classes as if they were a single Class. Investors should note, however, that excess mortgaged property value associated with a mortgage loan will not be available to offset losses on any other mortgage loan.
(5)
The “Underwritten NOI Debt Yield” for any Class (other than the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates) is calculated by dividing the aggregate UW NOI Debt Yield for the mortgage loans, by the total initial Certificate Balance for such Class and all Classes of Principal Balance Certificates senior to such Class of Certificates. The Underwritten NOI Debt Yield for each of the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates is calculated in the aggregate for those Classes as if they were a single Class. Investors should note, however, that net operating income from any mortgaged property supports only the related mortgage loan and will not be available to support any other mortgage loan.
(6)
The Class X-A, Class X-B and Class X-C Notional Amounts are defined in the Free Writing Prospectus.
(7)
A holder of Class A-S, Class B and Class C Certificates (the “Exchangeable Certificates”) may exchange such Classes of Certificates (on an aggregate basis) for a related amount of Class EC Certificates, and Class EC Certificates may be exchanged for a ratable portion of each class of Exchangeable Certificates.
(8)
The initial Certificate Balance of a Class of Exchangeable Certificates represents the principal balance of such Class without giving effect to any exchange. The initial Certificate Balance of the Class EC Certificates is equal to the aggregate of the initial Certificate Balances of the Exchangeable Certificates and represents the maximum principal balance of such Class that could be issued in an exchange. See “Exchangeable Certificates and the Class EC Certificates” below.
(9)
Although the Class EC Certificates are listed below the Class C Certificates in the chart, the Class EC Certificates’ payment entitlements and subordination priority will be a result of the payment entitlements and subordination priority at each level of the related component classes of Class A-S, Class B and Class C Certificates. For purposes of determining the Approximate Initial Credit Support, Certificate Principal to Value Ratio and Underwritten NOI Debt Yield for Class EC Certificates, the calculation is based on the aggregate initial Certificate Balance of Class A-S, Class B and Class C Certificates as if they were a single class.
(10)
The Class Z and Class R Certificates are not shown above.
 
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.
 
 (barclays)
2 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
 
Securities Offered:
$744,415,000 monthly pay, multi-class, commercial mortgage REMIC Pass-Through Certificates.
     
 
Co-Lead Manager and Joint Bookrunner:
J.P. Morgan Securities LLC and Barclays Capital Inc.
     
 
Co-Manager:
Wells Fargo Securities, LLC.
     
 
Mortgage Loan Sellers:
JPMorgan Chase Bank, National Association (“JPMCB”) (48.0%), Barclays Bank PLC (“Barclays”) (29.1%), Redwood Commercial Mortgage Corporation (“RCMC”) (10.2%), Starwood Mortgage Funding II LLC (“SMF II”) (9.4%) and RAIT Funding, LLC (“RAIT”) (3.2%).
     
 
Master Servicer:
Midland Loan Services, a Division of PNC Bank, National Association (“Midland”).
     
 
Special Servicer:
LNR Partners, LLC.
     
 
Directing Certificateholder:
An affiliated fund of, or an entity controlled by affiliated funds of, Ellington Management Group, LLC
     
 
Trustee:
Wells Fargo Bank, National Association.
     
 
Certificate Administrator:
Wells Fargo Bank, National Association.
     
 
Senior Trust Advisor:
Pentalpha Surveillance LLC.
     
 
Rating Agencies:
Moody’s Investors Service, Inc. (“Moody’s”), Fitch Ratings, Inc. (“Fitch”) and Kroll Bond Rating Agency (“KBRA”).
     
 
Pricing Date:
On or about February 18, 2014.
     
 
Closing Date:
On or about February 28, 2014.
     
 
Cut-off Date:
With respect to each mortgage loan, the related due date in February 2014, or with respect to any mortgage loan that has its first due date in March 2014, the date that would otherwise have been the related due date in February 2014.
     
 
Distribution Date:
The 4th business day after the Determination Date in each month, commencing in March 2014.
     
 
Determination Date:
11th day of each month, or if the 11th day is not a business day, on the next succeeding business day, commencing in March 2014.
     
 
Assumed Final Distribution Date:
The Distribution Date in January 2029, which is the latest anticipated repayment date of the Certificates.
     
 
Rated Final Distribution Date:
The Distribution Date in February 2047.
     
 
Tax Treatment:
The Publicly Offered Certificates are expected to be treated as REMIC regular interests for U.S. federal income tax purposes.
     
 
Form of Offering:
The Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-5, Class A-SB, Class X-A, Class X-B, Class A-S, Class B, Class C and Class EC Certificates will be offered publicly (the “Publicly Offered Certificates”). The Class A-4A2, Class X-C, Class D, Class E, Class F, Class NR, Class Z and Class R Certificates (the “Privately Offered Certificates”) will be offered domestically to Qualified Institutional Buyers and to Institutional Accredited Investors and to non-U.S. Persons pursuant to Regulation S.
     
 
SMMEA Status:
The Certificates will not constitute “mortgage related securities” for purposes of SMMEA.
     
 
ERISA:
The Publicly Offered Certificates are expected to be ERISA eligible.
     
 
Optional Termination:
1.0% clean-up call (or 2.0% if the Rosedale Commons loan is included).
     
 
Minimum Denominations:
The Publicly Offered Certificates (other than the Class X-A and Class X-B Certificates) will be issued in minimum denominations of $10,000 and integral multiples of $1 in excess of $10,000. The Class X-A and Class X-B Certificates will be issued in minimum denominations of $1,000,000 and in integral multiples of $1 in excess of $1,000,000.
     
 
Settlement Terms:
DTC, Euroclear and Clearstream Banking.
     
 
Analytics:
The transaction is expected to be modeled by Intex Solutions, Inc. and Trepp, LLC and is expected to be available on Bloomberg.
     
 
Risk Factors:
THE CERTIFICATES INVOLVE CERTAIN RISKS AND MAY NOT BE SUITABLE FOR ALL INVESTORS. SEE THE “RISK FACTORS” SECTION OF THE FREE WRITING 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.
 
 (barclays)
3 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
  
Number of
Number of
Aggregate
 
Mortgage
Mortgage
Mortgaged
Cut-off Date
% of
Loan Seller
Loans
Properties
Balance
IPB
JPMCB
15
42
$460,089,072
48.0%
Barclays
15
17
279,121,026
29.1
RCMC
8
11
97,627,790
10.2
SMF II
11
11
90,026,996
9.4
RAIT
2
2
30,735,000
3.2
 
51
83
$957,599,884
100.0%
 
Loan Pool
 
 
Initial Pool Balance (“IPB”):
$957,599,884
 
Number of Mortgage Loans:
51
 
Number of Mortgaged Properties:
83
 
Average Cut-off Date Balance per Mortgage Loan:
$18,776,468
 
Weighted Average Current Mortgage Rate:
4.82740%
 
10 Largest Mortgage Loans as % of IPB:
58.6%
 
Weighted Average Remaining Term to Maturity(1):
114 months
 
Weighted Average Seasoning:
1 month
     
Credit Statistics
 
 
Weighted Average UW NCF DSCR(2)(3):
1.64x
 
Weighted Average UW NOI Debt Yield(2):
10.4%
 
Weighted Average Cut-off Date Loan-to-Value Ratio (“LTV”)(2)(4):
62.4%
 
Weighted Average Maturity Date LTV(1)(2)(4):
53.6%
     
Other Statistics
 
 
% of Mortgage Loans with Additional Debt:
61.1%
 
% of Mortgaged Properties with Single Tenants:
3.6%
     
Amortization
 
 
Weighted Average Original Amortization Term(3)(5):
349 months
 
Weighted Average Remaining Amortization Term(3)(5):
348 months
 
% of Mortgage Loans with Amortizing Balloon:
49.0%
 
% of Mortgage Loans with Partial Interest-Only followed by Amortizing Balloon:
22.2%
 
% of Mortgage Loans with Interest-Only:
19.1%
 
% of Mortgage Loans with Partial Interest-Only followed by Amortizing Balloon followed by ARD-Structure:
9.7%
     
Cash Management(6)
 
 
% of Mortgage Loans with In-Place, CMA Lockboxes:
52.0%
 
% of Mortgage Loans with In-Place, Hard Lockboxes:
18.3%
 
% of Mortgage Loans with Springing Lockboxes:
16.8%
 
% of Mortgage Loans with Soft Lockboxes:
11.3%
 
% of Mortgage Loans with No Lockbox:
1.6%
     
Reserves
 
 
% of Mortgage Loans Requiring Monthly Tax Reserves:
59.8%
 
% of Mortgage Loans Requiring Monthly Insurance Reserves:
30.9%
 
% of Mortgage Loans Requiring Monthly CapEx Reserves(7):
62.2%
 
% of Mortgage Loans Requiring Monthly TI/LC Reserves(8):
34.4%
(1)
In the case of the two mortgage loans with anticipated repayment dates, as of the related anticipated repayment date.
(2)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan. In the case of Loan Nos. 11 and 23, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations exclude the Subordinate Companion Loan.
(3)
In the case of Loan Nos. 11 and 23, the UW NCF DSCR is calculated using the average of principal and interest payments over the first 12 months after the Cut-off Date based on the principal payment schedules provided on Annex F and Annex G of the Free Writing Prospectus, respectively.
(4)
In the case of Loan No. 28, the Cut-off Date LTV and the Maturity Date LTV is calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
(5)
Excludes four mortgage loans that are interest-only for the entire term.
(6)
For a detailed description of Cash Management, refer to “Description of the Mortgage Pool – Lockbox Accounts” in the Free Writing Prospectus.
(7)
CapEx Reserves include FF&E reserves for hotel properties.
(8)
Calculated only with respect to Cut-off Date Balance for retail, office, industrial, mixed use and parking lot 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.
 
 (barclays)
4 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
Ten Largest Mortgage Loans
 
  
 
Mortgage
No.
Cut-off
         
UW NOI
Cut-off
Maturity
   
Loan
of
Date
% of
SF/Units/
Property
UW NCF
Debt
Date
Date
No.
Loan Name
Seller
Prop.
Balance
IPB
Rooms
Type
DSCR(1)
Yield(1)
LTV(1)
LTV(1)
1
Miami International Mall
Barclays
1
$100,000,000
 
10.4%
306,855
 
Retail
2.67x
12.4%
40.9%
40.9%
2
Jordan Creek Town Center
JPMCB
1
$99,877,207
 
10.4%
503,034
 
Retail
1.52x
9.5%
60.0%
48.4%
3
Marriott Anaheim
JPMCB
1
$80,000,000
 
8.4%
1,030
 
Hotel
1.30x
8.2%
64.7%
57.0%
4
Waterstone Retail Portfolio
JPMCB
15
$56,000,000
 
5.8%
1,001,091
 
Retail
1.42x
10.5%
69.3%
60.6%
5
Meadows Mall
JPMCB
1
$53,776,743
 
5.6%
307,988
 
Retail
1.54x
10.2%
69.1%
50.3%
6
The Shops at Wiregrass
Barclays
1
$50,000,000
 
5.2%
456,637
 
Retail
1.51x
10.2%
55.8%
45.7%
7
Hughes Airport Complex
JPMCB
14
$45,000,000
 
4.7%
703,602
 
Industrial
1.99x
11.6%
60.2%
60.2%
8
545 Madison Avenue
Barclays
1
$30,000,000
 
3.1%
139,537
 
Office
2.04x
11.5%
54.5%
54.5%
9
Tacoma Financial Center
Barclays
1
$24,125,138
 
2.5%
194,555
 
Office
1.46x
10.5%
62.5%
51.7%
10
Beacon Isles Apartments
JPMCB
1
$22,405,000
 
2.3%
484
 
Multifamily
1.30x
8.9%
73.2%
66.6%
                         
 
Top 3 Total / Weighted Average
3
$279,877,207
 
29.2%
     
1.87x
10.2%
54.5%
48.2%
 
Top 5 Total / Weighted Average
19
$389,653,950
 
40.7%
     
1.76x
10.2%
58.7%
50.3%
 
Top 10 Total / Weighted Average
37
$561,184,088
 
58.6%
     
1.74x
10.4%
59.0%
51.6%
(1)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan.
 
Pari Passu Note Loan Summary
 
        
Pari Passu
Total
       
   
Trust
Loan
Mortgage Loan
Controlling
     
   
Cut-off Date
Cut-off Date
Cut-off Date
Pooling & Servicing
Master
Special
Voting
No.
Loan Name
Balance
Balance
Balance
Agreement
Servicer
Servicer
Rights
1
Miami International Mall
$100,000,000
 
$60,000,000
 
$160,000,000
 
JPMBB 2014-C18
Midland
LNR
JPMBB 2014-C18
2
Jordan Creek Town Center
$99,877,207
 
$119,852,648
 
$219,729,854
 
JPMBB 2013-C17
Wells Fargo
Situs
JPMBB 2013-C17
3
Marriott Anaheim
$80,000,000
 
$30,000,000
 
$110,000,000
 
JPMBB 2014-C18
Midland
LNR
JPMBB 2014-C18
5
Meadows Mall
$53,776,743
 
$108,540,215
 
$162,316,958
 
JPMBB 2013-C14
Midland
Midland
JPMBB 2013-C14
6
The Shops at Wiregrass
$50,000,000
 
$36,000,000
 
$86,000,000
 
JPMBB 2014-C18
Midland
LNR
JPMBB 2014-C18
 
Additional Debt Summary(1)
 
        
Subordinate
Total
Trust
Total
Trust
Total Debt
Trust
Total
   
Trust
Debt
Debt
UW
Debt
Cut-off
Cut-off
UW NOI
Debt
   
Cut-off Date
Cut-off Date
Cut-off Date
NCF
UW NCF
Date
Date
Debt
UW NOI
No.
Loan Name
Balance
Balance
Balance
DSCR
DSCR
LTV(2)
LTV(2)
Yield
Debt Yield
4
Waterstone Retail Portfolio
$56,000,000
 
$10,000,000
 
$66,000,000
1.42x
1.10x
69.3%
81.7%
10.5%
8.9%
7
Hughes Airport Complex
$45,000,000
 
$17,000,000
 
$62,000,000
1.99x
1.09x
60.2%
82.9%
11.6%
8.4%
8
545 Madison Avenue
$30,000,000
 
$5,000,000
 
$35,000,000
2.04x
1.51x
54.5%
63.6%
11.5%
9.9%
11
American Institute of Healthcare & Fitness
$22,355,261
 
$2,095,806
 
$24,451,067
1.51x
1.29x
58.1%
63.6%
10.2%
9.3%
17
Glenn Hotel
$15,300,000
 
$5,000,000
 
$20,300,000
1.82x
1.10x
57.7%
76.6%
11.1%
8.3%
22
Town Center at Waretown
$11,600,000
 
$1,200,000
 
$12,800,000
1.28x
1.10x
72.5%
80.0%
8.8%
8.0%
23
Holiday Inn Plainview
$11,583,242
 
$998,555
 
$12,581,797
1.66x
1.44x
64.4%
69.9%
11.4%
10.5%
28
Meridian One
$9,735,000
 
$855,000
 
$10,590,000
1.25x
1.14x
67.6%
73.5%
10.1%
9.2%
(1) 
In the case of Loan Nos. 4, 7, 8, 17, 22 and 28, subordinate debt represents mezzanine loans, and in the case of Loan Nos. 11 and 23 subordinate debt represents a Subordinate Companion Loan.
(2) 
In the case of Loan No. 28, the Trust Cut-off Date LTV and the Total Debt Cut-off Date LTV are calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
 
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.
 
 (barclays)
5 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
Mortgaged Properties by Type(1)
 
    
Number
Cut-off Date
%
Weighted Average
   
of
Principal
of
 
UW NCF
UW NOI
Cut-off Date
Maturity Date
Property Type
Property Subtype
Properties
Balance
IPB
Occupancy
DSCR(2)(3)(4)
DY(3)(4)
LTV(3)(4)(5)
LTV(3)(4)(5)(6)
Retail
Anchored
20
$206,380,611
 
21.6%
93.2%
1.45x
10.2%
64.5%
53.8%
 
Super Regional Mall
2
199,877,207
 
20.9
94.3%
2.10x
11.0%
50.4%
44.6%
 
Regional Mall
1
53,776,743
 
5.6
96.7%
1.54x
10.2%
69.1%
50.3%
 
Freestanding
4
14,988,692
 
1.6
100.0%
1.32x
9.9%
69.5%
55.1%
 
Shadow Anchored
2
11,692,231
 
1.2
82.1%
1.61x
11.1%
70.0%
57.8%
 
Unanchored
3
3,450,000
 
0.4
63.2%
1.42x
10.5%
69.3%
60.6%
 
Subtotal
32
$490,165,484
 
51.2%
93.8%
1.72x
10.5%
59.6%
49.9%
                     
Office
Suburban
5
$58,701,276
 
6.1%
88.0%
1.44x
11.1%
69.9%
57.9%
 
CBD
2
54,125,138
 
5.7
88.9%
1.78x
11.1%
58.1%
53.3%
 
Medical
1
22,355,261
 
2.3
75.7%
1.51x
10.2%
58.1%
48.3%
 
Subtotal
8
$135,181,676
 
14.1%
86.4%
1.59x
11.0%
63.2%
54.5%
                     
Hotel
Full Service
3
$106,883,242
 
11.2%
73.6%
1.41x
9.0%
63.7%
55.5%
 
Limited Service
2
11,433,780
 
1.2
68.2%
1.52x
11.2%
68.9%
52.4%
 
Subtotal
5
$118,317,022
 
12.4%
73.0%
1.42x
9.2%
64.2%
55.2%
                     
Multifamily
Garden
10
$105,819,101
 
11.1%
94.9%
1.43x
9.7%
72.1%
63.9%
 
Mid Rise
1
5,544,376
 
0.6
94.3%
1.39x
9.5%
72.0%
59.6%
 
Subtotal
11
$111,363,477
 
11.6%
94.9%
1.43x
9.7%
72.1%
63.7%
                     
Industrial
Warehouse
9
$45,093,668
 
4.7%
92.8%
1.69x
11.7%
61.2%
54.3%
 
Flex
9
30,446,000
 
3.2
68.7%
1.99x
11.6%
60.2%
60.2%
 
Subtotal
18
$75,539,668
 
7.9%
83.1%
1.81x
11.6%
60.8%
56.7%
                     
Mixed Use
Multifamily/Retail
2
$9,191,154
 
1.0%
90.2%
1.51x
11.1%
72.1%
63.5%
 
Multifamily/Office
1
5,250,000
 
0.5
92.8%
1.25x
8.8%
64.0%
55.8%
 
Office/Retail
1
3,296,559
 
0.3
100.0%
1.55x
12.2%
68.7%
56.7%
 
Subtotal
4
$17,737,713
 
1.9%
92.8%
1.44x
10.6%
69.0%
60.0%
                     
Self Storage
Self Storage
4
$5,194,844
 
0.5%
82.1%
1.76x
12.2%
72.7%
60.3%
                     
Other
Parking Lot
1
$4,100,000
 
0.4%
0.0%
1.57x
11.6%
55.4%
49.7%
                     
 
Total/Weighted Average:
83
$957,599,884
 
100.0%
89.0%
1.64x
10.4%
62.4%
53.6%
(1)
Because this table presents information relating to the mortgaged properties and not mortgage loans, the information for mortgage loans secured by more than one mortgaged property is based on allocated loan amounts.
(2)
In the case of Loan Nos. 11 and 23, UW NCF DSCR is calculated using the average of principal and interest payments over the first 12 months after the Cut-off Date based on the principal payment schedules provided in Annex F and Annex G of the Free Writing Prospectus, respectively.
(3)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan.
(4)
In the case of Loan Nos. 11 and 23, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations exclude the Subordinate Companion Loan.
(5)
In the case of Loan No. 28, the Cut-off Date LTV and the Maturity Date LTV is calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
(6)
In the case of Loan Nos. 3 and 20, which have anticipated repayment dates, Maturity Date LTV is as of the related anticipated repayment date.
 
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.
 
 (barclays)
6 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
(map)
 
Mortgaged Properties by Location(1)
 
  
Number
Cut-off Date
%
 
Weighted Average
 
of
Principal
of
   
UW NCF
UW NOI
Cut-off Date
Maturity Date
State
Properties
Balance
IPB
 
Occupancy
DSCR(2)(3)(4)
DY(3)(4)
LTV(3)(4)(5)
LTV(3)(4)(5)(6)
 Florida
8
$221,999,000
 
23.2
 
92.2%
1.97x
10.8%
54.4%
49.3%
 California
6
113,495,101
 
11.9
   
79.9%
1.37x
8.9%
63.8%
55.9%
 Iowa
2
105,421,583
 
11.0
   
94.9%
1.51x
9.5%
60.6%
49.0%
 Nevada
16
104,976,743
 
11.0
   
85.7%
1.74x
10.8%
65.3%
55.3%
 New York
4
76,248,853
 
8.0
   
93.3%
1.69x
10.9%
59.7%
50.9%
 South Carolina
11
40,050,000
 
4.2
   
78.3%
1.44x
10.6%
67.9%
59.5%
 North Carolina
3
36,855,261
 
3.8
   
82.8%
1.47x
10.3%
65.3%
53.4%
 Washington
2
29,375,138
 
3.1
   
85.2%
1.42x
10.2%
62.8%
52.4%
 Colorado
2
28,522,500
 
3.0
   
89.5%
1.34x
10.4%
69.2%
59.8%
 Texas
3
24,593,342
 
2.6
   
92.2%
1.37x
9.4%
71.4%
63.9%
 Minnesota
1
21,000,000
 
2.2
   
95.2%
1.51x
11.2%
64.6%
49.4%
 Michigan
2
19,595,968
 
2.0
   
82.6%
1.65x
12.3%
71.2%
59.1%
 Ohio
2
15,610,251
 
1.6
   
86.7%
1.44x
11.3%
72.5%
52.5%
 Georgia
1
15,300,000
 
1.6
   
72.4%
1.82x
11.1%
57.7%
52.8%
 Pennsylvania
2
12,446,381
 
1.3
   
97.6%
1.40x
10.8%
69.5%
56.6%
 Oklahoma
1
12,000,000
 
1.3
   
100.0%
1.74x
11.8%
75.0%
64.8%
 Indiana
5
11,944,844
 
1.2
   
92.2%
1.47x
9.9%
74.0%
61.1%
 New Jersey
1
11,600,000
 
1.2
   
96.3%
1.28x
8.8%
72.5%
63.2%
 Arizona
1
8,275,000
 
0.9
   
99.0%
1.58x
10.0%
69.5%
63.8%
 Connecticut
1
7,840,000
 
0.8
   
100.0%
2.17x
10.9%
55.0%
55.0%
 Maryland
2
7,571,559
 
0.8
   
96.5%
1.48x
11.6%
65.9%
55.3%
 Wisconsin
1
7,492,231
 
0.8
   
84.2%
1.73x
12.0%
68.7%
56.8%
 Illinois
2
6,897,223
 
0.7
   
90.7%
1.31x
11.8%
69.2%
46.9%
 Tennessee
1
5,493,720
 
0.6
   
100.0%
1.76x
14.5%
56.9%
52.3%
 Maine
1
4,595,186
 
0.5
   
87.3%
1.58x
11.4%
70.2%
64.8%
 Massachusetts
1
4,500,000
 
0.5
   
92.2%
1.42x
10.5%
69.3%
60.6%
 Alabama
1
3,900,000
 
0.4
   
100.0%
1.42x
10.5%
69.3%
60.6%
Total / Weighted Average:
83
$957,599,884
 
100.0
 
89.0%
1.64x
10.4%
62.4%
53.6%
(1)
Because this table presents information relating to the mortgaged properties and not mortgage loans, the information for mortgage loans secured by more than one mortgaged property is based on allocated loan amounts.
(2)
In the case of Loan Nos. 11 and 23, UW NCF DSCR is calculated using the average of principal and interest payments over the first 12 months after the Cut-off Date based on the principal payment schedules provided in Annex F and Annex G of the Free Writing Prospectus, respectively.
(3)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan.
(4)
In the case of Loan Nos. 11 and 23, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations exclude the Subordinate Companion Loan.
(5)
In the case of Loan No. 28, the Cut-off Date LTV and the Maturity Date LTV is calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
(6)
In the case of Loan Nos. 3 and 20, which have anticipated repayment dates, Maturity Date LTV is as of the related anticipated repayment date.
 
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.
 
 (barclays)
7 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
Cut-off Date Principal Balance
 
             
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
 
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Range of Principal Balances
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
$3,296,559
-
$9,999,999
24
$142,465,935
 
14.9
 
5.16112%
105
1.51x
10.8%
67.4%
56.0%
$10,000,000
-
$19,999,999
13
168,128,988
 
17.6
   
4.93038%
111
1.49x
10.4%
68.9%
59.5%
$20,000,000
-
$24,999,999
6
132,351,011
 
13.8
   
5.02265%
129
1.43x
10.1%
65.1%
53.6%
$25,000,000
-
$49,999,999
2
75,000,000
 
7.8
   
4.97600%
83
2.01x
11.6%
57.9%
57.9%
$50,000,000
-
$99,999,999
5
339,653,950
 
35.5
   
4.64751%
118
1.45x
  9.6%
63.5%
52.3%
$100,000,000
-
$100,000,000
1
100,000,000
 
10.4
   
4.42000%
120
2.67x
12.4%
40.9%
40.9%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Mortgage Interest Rates
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Range of
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Mortgage Interest Rates
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
3.96350%
-
4.40000%
3
$159,853,950
 
16.7
 
4.22995%
115
1.53x
  9.8%
63.4%
49.6%
4.40001%
-
4.60000%
2
115,300,000
 
12.0
   
4.42889%
112
2.56x
12.2%
43.1%
42.5%
4.60001%
-
4.80000%
7
151,999,331
 
15.9
   
4.74865%
109
1.44x
  9.3%
63.8%
56.4%
4.80001%
-
5.00000%
10
223,275,003
 
23.3
   
4.88456%
107
1.56x
10.3%
64.4%
56.6%
5.00001%
-
5.20000%
13
119,527,737
 
12.5
   
5.10861%
117
1.46x
10.6%
68.4%
56.5%
5.20001%
-
5.40000%
8
76,454,248
 
8.0
   
5.25670%
119
1.68x
10.7%
63.3%
56.4%
5.40001%
-
5.60000%
5
94,260,477
 
9.8
   
5.45919%
130
1.43x
10.8%
68.2%
56.1%
5.60001%
-
5.78500%
3
16,929,138
 
1.8
   
5.69433%
119
1.40x
11.0%
67.9%
53.6%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Original Term to Maturity/ARD in Months(1)
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Original Term to
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Maturity/ARD in Months
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
60
7
$88,963,907
 
9.3
 
4.74930%
59
1.84x
11.4%
61.3%
58.7%
84
2
24,265,000
 
2.5
   
4.63262%
84
1.62x
  9.4%
67.9%
65.5%
120
41
823,370,977
 
86.0
   
4.82443%
119
1.62x
10.3%
62.3%
52.8%
180
1
21,000,000
 
2.2
   
5.50000%
179
1.51x
11.2%
64.6%
49.4%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Remaining Term to Maturity/ARD in Months(1)
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Remaining Term to
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Maturity/ARD in Months
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
59
-
60
7
$88,963,907
 
9.3
 
4.74930%
59
1.84x
11.4%
61.3%
58.7%
61
-
120
43
847,635,977
 
88.5
   
4.81894%
118
1.62x
10.3%
62.5%
53.1%
121
-
179
1
21,000,000
 
2.2
   
5.50000%
179
1.51x
11.2%
64.6%
49.4%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
(1)
In the case of Loan Nos. 3 and 20, which have anticipated repayment dates, Original Term to Maturity/ARD, Remaining Term to Maturity/ARD and Maturity Date LTV are as of the related anticipated repayment date.
(2)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan.
(3)
In the case of Loan Nos. 11 and 23, UW NCF DSCR is calculated using the average of principal and interest payments over the first 12 months after the Cut-off Date based on the planned principal payment schedules provided in Annex F and Annex G of the Free Writing Prospectus, respectively.
(4)
In the case of Loan Nos. 11 and 23, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations exclude the Subordinate Companion Loan.
(5)
In the case of Loan No. 28, the Cut-off Date LTV and the Maturity Date LTV is calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
 
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.
 
 (barclays)
8 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
Original Amortization Term in Months(3)
 
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Original Amortization
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Term in Months
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
Interest Only
4
$182,840,000
 
19.1
 
4.65827%
103
2.38x
12.0%
48.5%
48.5%
240
1
4,889,529
 
0.5
   
5.52000%
119
1.28x
11.9%
70.9%
45.7%
264
1
8,270,948
 
0.9
   
5.45000%
119
1.29x
11.0%
74.8%
52.1%
300
7
110,598,068
 
11.5
   
4.56262%
114
1.53x
10.7%
66.3%
49.4%
324
1
11,300,000
 
1.2
   
5.14600%
120
1.41x
10.6%
78.5%
61.6%
360
37
639,701,339
 
66.8
   
4.90255%
117
1.45x
  9.9%
65.3%
55.7%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Remaining Amortization Term in Months(3)
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Remaining Amortization
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Term in Months
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
Interest Only
4
$182,840,000
 
19.1
 
4.65827%
103
2.38x
12.0%
48.5%
48.5%
239
-
299
8
119,658,545
 
12.5
   
4.63103%
116
1.50x
10.7%
67.4%
49.4%
300
-
330
2
15,400,000
 
1.6
   
5.23971%
104
1.45x
10.9%
72.4%
58.4%
331
-
360
37
639,701,339
 
66.8
   
4.90255%
117
1.45x
  9.9%
65.3%
55.7%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Amortization Types
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
 
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Amortization Types
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
Balloon
32
$469,373,384
 
49.0
 
4.76079%
113
1.51x
10.4%
64.2%
51.6%
IO-Balloon
13
212,886,500
 
22.2
   
5.13905%
123
1.40x
  9.9%
70.2%
61.2%
Interest Only
4
182,840,000
 
19.1
   
4.65827%
103
2.38x
12.0%
48.5%
48.5%
ARD-IO-Balloon
2
92,500,000
 
9.7
   
4.78247%
120
1.35x
  8.6%
63.3%
56.0%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Underwritten Net Cash Flow Debt Service Coverage Ratios(2)(3)(4)
 
             
Weighted Average
Underwritten
 
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Net Cash Flow
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Debt Service Coverage Ratios
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
1.25x
 -
1.35x
12
$203,244,477
 
21.2
 
4.96478%
120
1.29x
  8.8%
68.6%
58.8%
1.36x
 -
1.45x
12
151,475,261
 
15.8
   
5.23753%
115
1.40x
10.3%
70.8%
60.8%
1.46x
 -
1.55x
9
300,966,620
 
31.4
   
4.60287%
122
1.51x
10.1%
61.4%
48.5%
1.56x
 -
1.65x
5
30,509,489
 
3.2
   
4.92213%
74
1.58x
10.8%
67.7%
59.3%
1.66x
 -
1.80x
8
73,264,037
 
7.7
   
4.97445%
115
1.71x
12.0%
65.6%
55.3%
1.81x
 -
2.00x
2
60,300,000
 
6.3
   
4.73551%
59
1.95x
11.5%
59.6%
58.3%
2.01x
 -
2.25x
2
37,840,000
 
4.0
   
5.09563%
112
2.07x
11.4%
54.6%
54.6%
2.26x
 -
2.67x
1
100,000,000
 
10.4
   
4.42000%
120
2.67x
12.4%
40.9%
40.9%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
(1)
In the case of Loan Nos. 3 and 20, which have anticipated repayment dates, Original Term to Maturity/ARD, Remaining Term to Maturity/ARD and Maturity Date LTV are as of the related anticipated repayment date.
(2)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan.
(3)
In the case of Loan Nos. 11 and 23, UW NCF DSCR is calculated using the average of principal and interest payments over the first 12 months after the Cut-off Date based on the planned principal payment schedules provided in Annex F and Annex G of the Free Writing Prospectus, respectively.
(4)
In the case of Loan Nos. 11 and 23, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations exclude the Subordinate Companion Loan.
(5)
In the case of Loan No. 28, the Cut-off Date LTV and the Maturity Date LTV is calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
 
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.
 
 (barclays)
9 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
LTV Ratios as of the Cut-off Date(2)(4)(5)
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Range of
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Cut-off Date LTVs
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
40.9%
 -
54.9%
4
$146,500,000
 
15.3
 
4.62777%
120
2.43x
12.1%
45.2%
44.6%
55.0%
 -
59.9%
7
110,159,082
 
11.5
   
4.81717%
103
1.61x
10.7%
56.5%
48.4%
60.0%
 -
64.9%
10
325,776,198
 
34.0
   
4.76735%
115
1.51x
  9.8%
62.2%
52.7%
65.0%
 -
69.9%
10
164,448,005
 
17.2
   
4.84202%
112
1.49x
10.5%
68.8%
55.8%
70.0%
 -
74.9%
16
172,941,599
 
18.1
   
5.04730%
115
1.39x
  9.9%
72.1%
61.9%
75.0%
 -
78.5%
4
37,775,000
 
3.9
   
5.07899%
120
1.49x
10.4%
76.0%
62.8%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
LTV Ratios as of the Maturity Date(1)(2)(4)(5)
 
             
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
Range of
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Maturity Date/ARD LTVs
of Loans
Balance
IPB
 
Rate
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(2)(4)(5)
LTV(1)(2)(4)(5)
40.9%
 -
44.9%
1
$100,000,000
 
10.4
 
4.42000%
120
2.67x
12.4%
40.9%
40.9%
45.0%
 -
49.9%
12
265,079,643
 
27.7
   
4.77016%
123
1.52x
10.3%
59.6%
47.8%
50.0%
 -
54.9%
10
165,875,330
 
17.3
   
4.73266%
110
1.61x
10.8%
63.8%
52.1%
55.0%
 -
59.9%
10
148,647,413
 
15.5
   
4.91627%
118
1.42x
  9.5%
66.1%
57.1%
60.0%
 -
64.9%
15
229,023,498
 
23.9
   
5.08636%
103
1.54x
10.4%
69.4%
61.5%
65.0%
 -
70.5%
3
48,974,000
 
5.1
   
4.80925%
108
1.32x
  8.9%
73.4%
67.7%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Prepayment Protection
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
 
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Prepayment Protection
of Loans
Balance
IPB
 
Rate
Term(1)
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(1)(2)(4)(5)
Defeasance
37
$588,364,787
 
61.4
 
4.92325%
119
1.68x
10.6%
60.5%
51.9%
Yield Maintenance
14
369,235,096
 
38.6
   
4.67467%
105
1.56x
10.1%
65.5%
56.2%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
 
Loan Purpose
 
              
Weighted Average
   
Cut-off Date
%
   
Remaining
UW
UW
Cut-off
Maturity
 
Number
Principal
of
 
Mortgage
Loan
NCF
NOI
Date
Date
Loan Purpose
of Loans
Balance
IPB
 
Rate
Term(1)
Term(1)
DSCR(2)(3)(4)
DY(2)(4)
LTV(1)(2)(4)(5)
Refinance
36
$749,509,948
 
78.3
 
4.80150%
119
1.63x
10.4%
61.9%
51.8%
Acquisition
15
208,089,936
 
21.7
   
4.92072%
97
1.65x
10.5%
64.5%
59.9%
Total / Weighted Average:
51
$957,599,884
 
100.0
 
4.82740%
114
1.64x
10.4%
62.4%
53.6%
(1)
In the case of Loan Nos. 3 and 20, which have anticipated repayment dates, Original Term to Maturity/ARD, Remaining Term to Maturity/ARD and Maturity Date LTV are as of the related anticipated repayment date.
(2)
In the case of Loan Nos. 1, 2, 3, 5 and 6, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan.
(3)
In the case of Loan Nos. 11 and 23, UW NCF DSCR is calculated using the average of principal and interest payments over the first 12 months after the Cut-off Date based on the planned principal payment schedules provided in Annex F and Annex G of the Free Writing Prospectus, respectively.
(4)
In the case of Loan Nos. 11 and 23, the UW NCF DSCR, UW NOI DY, Cut-off Date LTV and Maturity Date LTV calculations exclude the Subordinate Companion Loan.
(5)
In the case of Loan No. 28, the Cut-off Date LTV and the Maturity Date LTV is calculated based upon an appraised value based on the hypothetical assumption that certain property upgrades which include elevator modernization, a new rooftop HVAC unit, and a new boiler system, have been completed. Refer to “Description of the Mortgage Pool – Assessments of Property Value and Condition” in the Free Writing Prospectus for additional details.
 
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.
 
 (barclays)
10 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Collateral Characteristics
 
Previous Securitization History(1)
 
     
Property
Previous
No.
Loan Name
Location
Type
Securitization
1
Miami International Mall
Miami, FL
Retail
MLMT 2003-KEY1
2
Jordan Creek Town Center
West Des Moines, IA
Retail
JPMCC 2005-LDP5
3
Marriott Anaheim
Anaheim, CA
Hotel
MSC 2004-IQ8
5
Meadows Mall
Las Vegas, NV
Retail
COMM 2004-LB2A, WBCMT 2003-C9
7
Hughes Airport Complex
Las Vegas, NV
Industrial
GSMS 2006-GG6
9
Tacoma Financial Center
Tacoma, WA
Office
BACM 2004-1
12
Miller Place Shopping Center
Miller Place, NY
Retail
WBCMT 2003-C9
13
University Shoppes
Miami, FL
Retail
JPMCC 2006-LDP8
14
Rosedale Commons
Roseville, MN
Retail
GECMC 2005-C2
18
Two Towne Square
Southfield, MI
Office
GCCFC 2006-GG7
19
Geneva Shopping Center
Geneva, NY
Retail
BSCMS 2005-PWR7
21
Bristol Park Apartments
Tulsa, OK
Multifamily
ACMF 1997-C1
24
Mallard Lake Apartments
Greensboro, NC
Multifamily
JPMC 1995-C1
30
Maumee Warehouse
Maumee, OH
Industrial
JPMCC 2004-C2
31
Lerner Portfolio(2)
Various, Various
Retail
JPMC 1997-C5
33
Country Club Village
Madera, CA
Retail
MLCFC 2007-7
34
Bluemound Centre
Brookfield, WI
Retail
CSFB 2004-C1
37
Canyon View Apartments
Las Vegas, NV
Multifamily
CSFB 2003-C5
39
Raines Distribution Center
Memphis, TN
Industrial
GECMC 2003-C2
45
Old Port Buildings
Portland, ME
Mixed Use
BACM 2007-3
47
Adobe Plaza
Atascadero, CA
Retail
MSC 2004-HQ4
50
Casa del Sol
Fresno, CA
Multifamily
MSC 1998-HF1
51
The Parren J. Mitchell Business Center
Baltimore, MD
Mixed Use
BASST 2002-X1
(1)
The table above represents the properties for which the previously existing debt was most recently securitized, based on information provided by the related borrower or obtained through searches of a third-party database.
(2)
For Loan No. 31, only the Hobby Lobby - Richland Hills property was previously securitized.
 
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.
 
 (barclays)
11 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Class A-2(1)
 
             
% of
 
Original
 
Remaining
 
UW
 
UW NOI
 
Cut-off
 
Maturity
     
Cut-off Date
% of
Maturity/ARD
 
Certificate
 
Loan
 
Loan
 
NCF
 
Debt
 
Date
 
Date/ARD
No.
Loan Name
Location
Balance
IPB
Balance
 
Class(2)
 
Term
 
Term
 
DSCR
 
Yield
 
LTV Ratio
 
LTV Ratio
7
Hughes Airport Complex
Las Vegas, NV
$45,000,000
   4.7%
$45,000,000
 
52.8%
 
60
 
59
 
1.99x
 
11.6%
 
60.2%
 
60.2%
17
Glenn Hotel
Atlanta, GA
15,300,000
1.6
13,996,890
 
16.4
 
60
 
60
 
1.82x
 
11.1%
 
57.7%
 
52.8%
29
Timberline Place
Flagstaff, AZ
8,275,000
0.9
7,588,979
 
8.9
 
60
 
60
 
1.58x
 
10.0%
 
69.5%
 
63.8%
37
Canyon View Apartments
Las Vegas, NV
6,200,000
0.6
5,659,318
 
6.6
 
60
 
60
 
1.58x
 
10.1%
 
68.9%
 
62.9%
39
Raines Distribution Center
Memphis, TN
5,493,720
0.6
5,047,947
 
5.9
 
60
 
59
 
1.76x
 
14.5%
 
56.9%
 
52.3%
45
Old Port Buildings
Portland, ME
4,595,186
0.5
4,246,269
 
5.0
 
60
 
59
 
1.58x
 
11.4%
 
70.2%
 
64.8%
48
1406 North Chester Street
Myrtle Beach, SC
4,100,000
0.4
3,677,506
 
4.3
 
60
 
60
 
1.57x
 
11.6%
 
55.4%
 
49.7%
                                     
Total / Weighted Average
 
$88,963,907
   9.3%
$85,216,909
 
100.0%
 
60
 
59
 
1.84x
 
11.4%
 
61.3%
 
58.70%
(1)
The table above presents the mortgage loans whose balloon payments would be applied to pay down the principal balance of the Class A-2 Certificates, assuming a 0% CPR and applying the “Modeling Assumptions” described in the Free Writing Prospectus, including the assumptions that (i) none of the mortgage loans in the pool experience prepayments, defaults or losses; (ii) there are no extensions of maturity dates of any mortgage loans in the pool; and (iii) each mortgage loan in the pool is paid in full on its stated maturity date or anticipated repayment date, as applicable. Each class of Certificates, including the Class A-2 Certificates, evidences undivided ownership interests in the entire pool of mortgage loans. Debt service coverage ratio, debt yield and loan-to-value ratio information does not take into account subordinate debt (whether or not secured by the mortgaged property), if any, that is allowed under the terms of any mortgage loan. See Annex A-1 to the Free Writing Prospectus.
(2)
Reflects the percentage equal to the Maturity/ARD Balance divided by the initial Class A-2 Certificate Balance.
 
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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Structural and Collateral Term Sheet
JPMBB 2014-C18

 
Structural Overview
     
Accrual:
Each Class of Certificates (other than the Class Z and Class R Certificates) will accrue interest on a 30/360 basis. The Class R Certificates will not accrue interest. On each distribution date, any excess interest collected in respect of any mortgage loan in the trust with an anticipated repayment date during the related collection period will be distributed to the holders of the Class Z Certificates.
     
Distribution of Interest:
On each Distribution Date, accrued interest for each Class of Certificates (other than the Class R Certificates) at the applicable Pass-Through Rate will be distributed in the following order of priority to the extent of available funds: first, to the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5, Class A-SB, Class X-A, Class X-B and Class X-C Certificates, on a pro rata basis, based on the interest entitlement for each such Class on such date, and then to the Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates, in that order, in each case until the interest entitlement for such date payable to each such Class is paid in full.
     
   
The Pass-Through Rate applicable to each of the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates on each Distribution Date will be a per annum rate equal to one of (a) a fixed rate, (b) the WAC Rate, (c) the lesser of a specified fixed rate and the WAC Rate or (d) the WAC Rate less a specified percentage.
     
   
The Pass-Through Rate for the Class X-A Certificates for any Distribution Date will equal the excess, if any, of (a) the weighted average of the net mortgage rates on the mortgage loans (in each case adjusted, if necessary, to accrue on the basis of a 360-day year consisting of twelve 30-day months) (the “WAC Rate”) for the related Distribution Date, over (b) the weighted average of the Pass-Through Rates on the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5, Class A-SB and Class A-S Certificates, weighted on the basis of their respective Certificate Balances immediately prior to that Distribution Date and calculated without giving effect to any exchange of Class A-S Certificates for Class EC Certificates.
     
   
The Pass-Through Rate for the Class X-B Certificates for any Distribution Date will equal the excess, if any, of (a) the WAC Rate for the related Distribution Date, over (b) the Pass- Through Rate on the Class B Certificates for that Distribution Date.
     
   
The Pass-Through Rate for the Class X-C Certificates for any Distribution Date will equal the excess, if any, of (a) the WAC Rate for the related Distribution Date, over (b) the weighted average of the Pass-Through Rates on the Class E, Class F and Class NR Certificates, weighted on the basis of their respective Certificate Balances immediately prior to that Distribution Date.
     
   
The Class EC Certificates will not have a Pass-Through Rate, but will be entitled to receive the sum of the interest otherwise distributable on the portion of Exchangeable Certificates that have been converted in an exchange for such Class EC Certificates.
     
   
See “Description of the Certificates—Distributions” in the Free Writing Prospectus.
     
Distribution of Principal:
On any Distribution Date prior to the Cross-Over Date, payments in respect of principal of the Certificates will be distributed first, to the Class A-SB Certificates until the Certificate Balance of the Class A-SB Certificates is reduced to the planned principal balance for the related distribution date set forth in Annex E to the Free Writing Prospectus, second, to the Class A-1 Certificates, until the Certificate Balance of such Class is reduced to zero, third, to the Class A-2 Certificates, until the Certificate Balance of such Class is reduced to zero, fourth, to the Class A-3 Certificates, until the Certificate Balance of such class is reduced to zero, fifth, to the Class A-4A1 and Class A-4A2 Certificates, pro rata based on their Certificate Balance, until the Certificate Balance of such Classes are reduced to zero, sixth, to the Class A-5 Certificates, until the Certificate Balance of such Class is reduced to zero, seventh, to the Class A-SB Certificates, until the Certificate Balance of such Class is reduced to zero and then to the Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates, in that order, until the Certificate Balance of each such Class is reduced to zero.
 
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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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Distribution of Principal
(continued):
On any Distribution Date on or after the Cross-Over Date, payments in respect of principal of the Certificates will be distributed first, to the Class A-1, Class A-2, Class A-3, Class A- 4A1, Class A-4A2, Class A-5 and Class A-SB Certificates, on a pro rata basis, based on the Certificate Balance of each such Class until the Certificate Balance of each such Class is reduced to zero and then, to the Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates, in that order, until the Certificate Balance of each such Class is reduced to zero.
     
   
The “Cross-Over Date” means the Distribution Date on which the aggregate Certificate Balances of the Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates (without giving effect to any exchange of the Exchangeable Certificates for Class EC Certificates) have been reduced to zero (after taking into account any allocation of realized losses on the mortgage loans (exclusive of any related companion loan)) to such Classes on or prior to such date.
     
   
If Exchangeable Certificates are converted in an exchange for Class EC Certificates, all principal that would otherwise be distributable to such converted Exchangeable Certificates will be distributed to such Class EC Certificates.
     
   
The Class X-A, Class X-B and Class X-C Certificates (the “Class X Certificates”) will not be entitled to receive distributions of principal; however, the notional amount of the Class X-A Certificates will be reduced by the aggregate amount of principal distributions, realized losses and trust fund expenses allocated to Certificates that are components of the Class X-A Certificates’ notional amount (the Certificate Balances of the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5, Class A-SB and Class A-S Certificates (determined without giving effect to any exchange and conversion of any Class A-S Certificates for Class EC Certificates)), the notional amount of the Class X-B Certificates will be reduced by the aggregate amount of principal distributions, realized losses and trust fund expenses allocated to Certificates that are components of the Class X-B Certificates’ notional amount (the Certificate Balance of the Class B Certificates (determined without giving effect to any exchange and conversion of any Class B Certificates for Class EC Certificates)) and the notional amount of the Class X-C Certificates will be reduced by the aggregate amount of principal distributions, realized losses and trust fund expenses allocated to the Certificates that are components of the Class X-C Certificates’ notional amount (the Certificate Balances of the Class E, Class F and Class NR Certificates).
     
Exchangeable
Certificates and the
Class EC Certificates:
A holder of Class A-S, Class B and Class C Certificates (the “Exchangeable Certificates”) may exchange and convert such Classes of Certificates (on an aggregate basis) for a related amount of Class EC Certificates, and Class EC Certificates may be exchanged and converted for a ratable portion of each Class of Exchangeable Certificates.
     
   
The initial Certificate Balance of a Class of Exchangeable Certificates represents the principal balance of such Class without giving effect to any exchange and conversion for Class EC Certificates. The initial Certificate Balance of the Class EC Certificates is equal to the aggregate of the initial Certificate Balances of the Exchangeable Certificates and represents the maximum principal balance of such Class that could be issued in an exchange. In the event that no Exchangeable Certificates are exchanged and converted for Class EC Certificates, the Class EC Certificate Balance would be equal to zero. Any exchange of (a) a portion of the Exchangeable Certificates will result in a conversion and reduction, on a dollar-for-dollar basis, of a proportionate share of each related component Class of the Exchangeable Certificates and an increase, on a dollar-for-dollar basis, of the Certificate Balance of the Class EC Certificates, and (b) any amount of the Class EC Certificates will result in a conversion and reduction, on a dollar-for-dollar basis, of the Certificate Balance of the Class EC Certificates and an increase, on a dollar-for-dollar basis, of a proportionate share of the related Certificate Balances of each Class of Certificates that are components of the Exchangeable Certificates.
     
   
The Class EC Certificates will not have a Pass-Through Rate, but will be entitled to receive the sum of the interest otherwise distributable on the portion of Exchangeable Certificates that have been exchanged and converted for such Class EC Certificates.
 
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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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Exchangeable
Certificates and the
Class EC Certificates
(continued):
If an exchange and conversion has occurred, the Class EC Certificates received in such exchange will be entitled to receive on each Distribution Date distributions equal to the aggregate amount of Interest Distribution Amounts, Accrued Interest From Recoveries, distributions of principal, Yield Maintenance Charges and reimbursements of Collateral Support Deficits that would be distributable to the Exchangeable Certificates that were exchanged and converted for such Class EC Certificates.
     
   
If an exchange and conversion has occurred, the Class EC Certificates received in such exchange and conversion will be allocated the aggregate amount of Collateral Support Deficits, Net Prepayment Interest Shortfalls and other interest shortfalls (including those resulting from Appraisal Reduction Events) that would be allocated to the Exchangeable Certificates that were exchanged and converted for such Class EC Certificates.
     
Yield Maintenance /
Fixed Penalty
Allocation:
For purposes of the distribution of Yield Maintenance Charges on any Distribution Date, Yield Maintenance Charges collected in respect of the mortgage loans will first be allocated pro rata between two groups (based on the amount of principal distributed to the Principal Balance Certificates in each group), consisting of the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5, Class A-SB, Class X-A and Class A-S Certificates (calculated without giving effect to any exchange and conversion of Class A-S Certificates for Class EC Certificates), on the one hand (“YM Group A”) and the Class X-B, Class B, Class C and Class D Certificates (calculated without giving effect to any exchange and conversion of Class B and Class C Certificates for Class EC Certificates), on the other hand (“YM Group B”). As among the Classes of Certificates in each YM Group, each Class of Certificates entitled to distributions of principal will receive an amount calculated generally in accordance with the following formula and as more specifically described in the Free Writing Prospectus, with any remaining Yield Maintenance Charges on such Distribution Date being distributed to the class of Class X Certificates in such YM Group.
     
   
YM
x
Principal Paid to Class
x
(Pass-Through Rate on Class – Discount Rate)
   
Charge
 
Total Principal Paid
 
(Mortgage Rate on Loan – Discount Rate)
     
   
No Yield Maintenance Charges will be distributed to the Class X-C, Class E, Class F and Class NR Certificates. Once the Certificate Balances of the Class A-1, Class A-2, Class A- 3, Class A-4A1, Class A-4A2, Class A-5, Class A-SB, Class A-S, Class B, Class C and Class D Certificates have been reduced to zero, all Yield Maintenance Charges will be distributed to the holders of the Class X-B Certificates.
     
   
If Exchangeable Certificates are converted in an exchange for Class EC Certificates, any Yield Maintenance Charges that otherwise would have been distributable to such converted Exchangeable Certificates had they not been converted will be distributed to the Class EC Certificates.
     
Realized Losses:
Realized losses on the mortgage loans (exclusive of losses on any related companion loan) will be allocated first to the Class NR, Class F, Class E, Class D, Class C, Class B and Class A-S Certificates, in that order, in each case until the Certificate Balance of each such Class has been reduced to zero, and then, to the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates, on a pro rata basis, based on the Certificate Balance of each such class, until the Certificate Balance of each such class has been reduced to zero. The notional amount of the Class X-A, Class X-B and Class X-C Certificates will be reduced by the aggregate amount of realized losses allocated to Certificates that are components of the Class X-A Certificates’, Class X-B Certificates’ and Class X-C Certificates’ notional amounts, respectively. Realized losses on each whole loan will be allocated first to the related subordinate companion loan, if any, and then, pro rata, between the related mortgage loan and the related pari passu companion loan, if any, based upon their respective Stated Principal Balances.
     
   
The Class EC Certificates will be allocated the realized losses and other shortfalls otherwise allocable to the Class A-S, Class B and Class C Certificates that are converted in an exchange for such Class EC Certificates.
 
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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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Interest Shortfalls:
A shortfall with respect to the amount of available funds distributable in respect of interest can result from, among other sources: (a) delinquencies and defaults by borrowers; (b) shortfalls resulting from the application of Appraisal Reductions to reduce P&I Advances; (c) shortfalls resulting from interest on Advances made by the Master Servicer, the Special Servicer or the Trustee; (d) shortfalls resulting from the payment of Special Servicing Fees and other additional compensation that the Special Servicer is entitled to receive; (e) shortfalls resulting from extraordinary expenses of the trust, including indemnification payments payable to the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee or the Senior Trust Advisor; (f) shortfalls resulting from a modification of a mortgage loan’s interest rate or principal balance; and (g) shortfalls resulting from other unanticipated or default-related expenses of the trust. Any such shortfalls that decrease the amount of available funds distributable in respect of interest to the Certificateholders will reduce distributions to the classes of Certificates (other than the Class R Certificates) beginning with those with the lowest payment priorities, in reverse sequential order. See “Description of the Certificates—Distributions—Priority” in the Free Writing Prospectus.
     
Appraisal Reductions:
Upon the occurrence of certain trigger events with respect to a mortgage loan, which are generally tied to certain events of default under the related mortgage loan documents, the Special Servicer will be obligated to obtain an appraisal of the related Mortgaged Property and calculate the Appraisal Reduction amount. The “Appraisal Reduction” amount is generally the amount by which the current principal balance of the related mortgage loan or whole loan, plus outstanding advances, real estate taxes, unpaid servicing fees and certain similar amounts exceeds 90% of the appraised value of the related Mortgaged Property, plus the amount of any escrows and letters of credit.
     
   
In general, the Appraisal Reduction amounts that are allocated to the mortgage loans (exclusive of amounts allocated to a Companion Loan (defined below)) are notionally allocated to reduce, in reverse sequential order, the Certificate Balance of each Class of Certificates (other than the Class A-1, Class A-2, Class A-3, Class A-4A1, Class A-4A2, Class A-5 and Class A-SB Certificates) beginning with the Class NR Certificates for certain purposes, including certain voting rights and the determination of the controlling class.
     
    With respect to each whole loan, the Appraisal Reduction amount is notionally allocated first to the related subordinate companion loan, if any, (until the principal balance of such subordinate companion loan is notionally reduced to zero by such Appraisal Reductions) and then, pro rata, between the related mortgage loan and the related pari passu companion loan, if any, based upon their respective Stated Principal Balances.
     
Appraisal Reduced
Interest:
Accrued and unpaid interest at the related Mortgage Rate for a mortgage loan that is not advanced by the Master Servicer or the Trustee as backup master servicer due to the application of Appraisal Reduction amounts to such mortgage loan.
     
Master Servicer
Advances:
The Master Servicer will be required to advance certain delinquent scheduled mortgage loan payments of principal and interest and certain property protection advances, in each case, to the extent the Master Servicer deems such advances to be recoverable. At any time that an Appraisal Reduction amount exists, the amount that would otherwise be required to be advanced by the Master Servicer in respect of delinquent payments of interest on the mortgage loan will be reduced to equal the product of (x) the interest portion of the amount that would be advanced without regard to any Appraisal Reduction and (y) a fraction, the numerator of which is the then outstanding principal balance of the mortgage loan minus the Appraisal Reduction amount and the denominator of which is the then outstanding principal balance of the mortgage loan.
     
Whole Loans:
Seven mortgage loans are evidenced by a note and one additional companion loan (each a “Companion Loan” and collectively with the related mortgage loan, a “Whole Loan”) that are each secured by a single mortgage on the related mortgaged property and are subject to an intercreditor agreement. None of these Companion Loans will be part of the trust.
     
   
In the case of two of these Whole Loans, the “American Institute of Healthcare & Fitness Whole Loan” and the “Holiday Inn Plainview Whole Loan”, the Companion Loan is a subordinate Companion Loan (each a “Subordinate Companion 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.
 
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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Whole Loans
(continued):
In the case of five of these Whole Loans, the “Miami International Mall Whole Loan”, the “Jordan Creek Town Center Whole Loan”, the “Marriott Anaheim Whole Loan”, the “Meadows Mall Whole Loan” and “The Shops at Wiregrass Whole Loan”, the related Companion Loan is pari passu with the related mortgage loan (collectively the “Pari Passu Companion Loans”).
     
   
The Miami International Mall Whole Loan, the Marriott Anaheim Whole Loan, The Shops at Wiregrass Whole Loan, the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan (the “Serviced Whole Loans”) will be serviced under the pooling and servicing agreement for the JPMBB 2014-C18 transaction. Each of the Jordan Creek Town Center Whole Loan and the Meadows Mall Whole Loan will be serviced pursuant to other pooling and servicing agreements as described under “Description of the Mortgage Pool – The Jordan Creek Town Center Whole Loan” and “– The Meadows Mall Whole Loan” in the Free Writing Prospectus.
     
Liquidated Loan
Waterfall:
On liquidation of any mortgage loan, all net liquidation proceeds related to the mortgage loan (but not any related Companion Loan) will be applied so that amounts allocated as a recovery of accrued and unpaid interest will not, in the first instance, include any Appraisal Reduced Interest. After the adjusted interest amount is so allocated, any remaining liquidation proceeds will be allocated to offset certain advances and to pay principal on the mortgage loan until the unpaid principal amount of the mortgage loan has been reduced to zero. Any remaining liquidation proceeds will then be allocated to pay Appraisal Reduced Interest. Any liquidation proceeds in respect of each such mortgage loan in excess of the related outstanding balance will first be applied to offset any interest shortfalls allocated to the Certificates (other than the Class X Certificates), in sequential order, and then to offset any realized losses allocated to the Certificates (other than the Class X Certificates), in sequential order. Any liquidation proceeds remaining after such applications will be distributed to the Class R Certificates.
     
Sale of Defaulted Mortgage
Loans and REO Properties:
The Special Servicer may offer to sell or may offer to purchase any defaulted mortgage loan or REO property, if the Special Servicer determines that no satisfactory arrangements can be made for collection of delinquent payments and the sale would be in the best economic interests of the trust (or in the case of any Whole Loan, the trust and the holder of the related Companion Loan, as a collective whole taking into account the subordinate nature of any Subordinate Companion Loan), on a net present value basis. The Special Servicer is required to accept the highest offer for any defaulted mortgage loan or REO property in an amount at least equal to par plus accrued interest plus all other outstanding amounts due under such mortgage loan and any outstanding expenses of the trust relating to such mortgage loan (the “Purchase Price”) except as described in the Free Writing Prospectus.
     
   
In connection with such sale and fair value determination, within 30 days of a mortgage loan becoming a specially serviced mortgage loan, the Special Servicer is required to order an appraisal and, within 30 days of receipt of such appraisal, is required to determine the fair value of such defaulted mortgage loan in accordance with the applicable servicing standard. If, however, the Special Servicer is already in the process of obtaining an appraisal with respect to the related mortgaged property, the Special Servicer is required to make its fair value determination as soon as reasonably practicable (but in any event within 30 days) after its receipt of such appraisal. Additionally, with respect to the mortgage loans that have mezzanine debt (whether in existence now or permitted in the future) or a Subordinate Companion Loan, the mezzanine lenders or Subordinate Companion Loan holder may have the option to purchase the related mortgage loan after certain events of default under such mortgage loan.
     
   
The Directing Certificateholder will not have a right of first refusal to purchase a defaulted 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.
 
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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Sale of Defaulted
Mortgage Loans and
REO Properties (continued):
If the Special Servicer does not receive an offer at least equal to the Purchase Price, the Special Servicer may purchase the defaulted mortgage loan or REO property at the Purchase Price. If the Special Servicer does not elect to purchase the defaulted mortgage loan or REO property at the Purchase Price, the Special Servicer is required to accept the highest offer received from any person that is determined to be a fair price (supported by an appraisal required to be obtained by the Special Servicer within 30 days of a mortgage loan becoming a specially serviced mortgage loan) for such defaulted mortgage loan or REO property, if the highest offeror is a person other than the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee, the Senior Trust Advisor, any borrower, any manager of a mortgaged property, any independent contractor engaged by the Special Servicer, a holder of any related Companion Loan or mezzanine loan (but only with respect to the related mortgage loan), or any known affiliate of any such person (each, an “Interested Person”). If the highest offer is made by an Interested Person, the Trustee must approve the purchase of the defaulted mortgage loan or REO property based upon its determination of the fair price for the defaulted mortgage loan or REO property (based upon updated appraisals received by the Trustee) and the Trustee may conclusively rely on the opinion of an independent appraiser or other independent expert retained by the Trustee in connection with making such determination. Neither the Trustee nor any of its affiliates may make an offer for or purchase any specially serviced mortgage loan or REO property.
     
   
If the Special Servicer does not receive any offers that are at least equal to the Purchase Price, the Special Servicer is not required to accept the highest offer and may accept a lower offer for a defaulted mortgage loan or REO property if the Special Servicer determines, in accordance with the servicing standard, that a rejection of such offer would be in the best interests of the Certificateholders, so long as such lower offer was not made by the Special Servicer or any of its affiliates.
     
   
With respect to each Serviced Whole Loan, any such sale of the related defaulted mortgage loan will also include the related Pari Passu Companion Loan, if any (but not any Subordinate Companion Loan), and the prices will be adjusted accordingly.
     
   
If title to any mortgaged property is acquired by the trust fund, the Special Servicer will be required to sell such mortgaged property prior to the close of the third calendar year beginning after the year of acquisition, unless (a) the IRS grants or has not denied an extension of time to sell such mortgaged property or (b) the Trustee, the Certificate Administrator and the Master Servicer receive an opinion of independent counsel to the effect that the holding of the property by the trust fund longer than the above-referenced three-year period will not result in the imposition of a tax on either REMIC of the trust fund or cause either REMIC of the trust fund to fail to qualify as a REMIC.
     
   
With respect to the Jordan Creek Town Center mortgage loan and the Meadows Mall mortgage loan, if the special servicer under the applicable pooling and servicing agreement determines to sell the related Pari Passu Companion Loan as described above, then the applicable special servicer will be required to sell the related Whole Loan, including the mortgage loan in the JPMBB 2014-C18 Trust and the Pari Passu Companion Loan, as a single loan. In connection with any such sale, the then applicable special servicer will be required to follow procedures substantially similar to those set forth above.
 
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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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Control Eligible Certificates:
Classes E, F and NR.
     
Control Rights:
The Control Eligible Certificates will have certain control rights attached to them. The majority owner or appointed representative of the Class of Control Eligible Certificates that at any time of determination is the Controlling Class (such owner or representative, the “Directing Certificateholder”), will be entitled to direct the Special Servicer to take, or refrain from taking certain actions with respect to a mortgage loan. Furthermore, the Directing Certificateholder will also have the right to receive notice and provide consent with respect to certain material actions that the Master Servicer and the Special Servicer plan on taking with respect to a mortgage loan. With respect to any mortgage loan that has, or may in the future have, mezzanine debt, pursuant to the related intercreditor agreement, the related mezzanine lender may have certain consent rights with respect to certain modifications related to such mortgage loan.
     
   
With respect to the Jordan Creek Town Center mortgage loan and the Meadows Mall mortgage loan, direction, consent and consultation rights with respect to the related Whole Loan will be exercised by the directing certificateholder under the applicable pooling and servicing agreement.
     
   
With respect to the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan, direction, consent and consultation rights with respect to the related Whole Loan are subject to certain consent rights of the holder of the related Subordinate Companion Loan pursuant to the related intercreditor agreement. In addition, the holder of the related Subordinate Companion Loan will have certain rights to cure defaults under the related mortgage loan, and in certain circumstances, to purchase the related defaulted mortgage loan.
     
   
With respect to the Miami International Mall, Marriott Anaheim and The Shops at Wiregrass mortgage loans, direction, consent and consultation rights with respect to the related Whole Loan are subject to certain consultation rights of the holder of the related Pari Passu Companion Loan pursuant to the related intercreditor agreement.
     
Directing
Certificateholder:
Ellington Management Group, LLC (or an affiliate), is expected to be appointed the initial directing certificateholder.
     
Controlling Class:
The “Controlling Class” will at any time of determination be the most subordinate Class of Control Eligible Certificates then outstanding that has an aggregate Certificate Balance, as notionally reduced by any Appraisal Reductions amounts allocable to such Class, equal to no less than 25% of the initial Certificate Balance for such Class.
     
   
The Controlling Class as of the Closing Date will be the Class NR Certificates.
     
Control Event:
A “Control Event” will occur when (i) the Certificate Balance of the Class E Certificates (taking into account the application of Appraisal Reductions to notionally reduce the Certificate Balance of the Class E Certificates) has been reduced to less than 25% of the initial Certificate Balance as of the Closing Date or (ii) a holder of the Class E Certificates becomes the majority holder of the Controlling Class (the “Controlling Class Certificateholder”) and irrevocably waives its right to exercise any rights of the Controlling Class Certificateholder and such rights have not been reinstated to a successor Controlling Class Certificateholder.
     
   
Upon the occurrence and during the continuance of a Control Event, the Controlling Class will no longer have any control rights. The Directing Certificateholder will relinquish its right to direct certain actions of the Special Servicer and will no longer have consent rights with respect to certain actions that the Master Servicer or the Special Servicer plan on taking with respect to a mortgage loan. Following the occurrence and during the continuance of a Control Event, the Directing Certificateholder will retain consultation rights with the Special Servicer with respect to certain material actions that the Special Servicer plans on taking with respect to a mortgage loan. Such consultation rights will continue until the occurrence of a Consultation Termination Event.
 
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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19 of 118
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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Control Event (continued):
With respect to each of the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan, pursuant to the related intercreditor agreement, the holder of the related Subordinate Companion Loan will lose its right to direct or consent to certain actions upon the occurrence of a control appraisal period with respect to such Subordinate Companion Loan, which will occur when the principal balance of such Subordinate Companion Loan (taking into account the application of realized losses, payments of principal and Appraisal Reductions to notionally reduce such balance) has been reduced to less than 25% of its initial principal balance as of the Closing Date.
     
   
In the case of each of the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan, the holder of the related Subordinate Companion Loan will also have the right to replace the related Special Servicer with respect to the related mortgage loan at any time prior to the occurrence and continuance of a control appraisal period with respect to such Subordinate Companion Loan.
     
Consultation
Termination Event:
A Consultation Termination Event will occur (i) when, without regard to the application of any Appraisal Reduction amount (i.e., giving effect to principal reductions through principal payments and realized losses only), there is no Class of Control Eligible Certificates that satisfies the requirement of a Controlling Class or (ii) during such time as the Class E Certificates are the most subordinate class among the Control Eligible Certificates that have a then-outstanding Principal Balance, net of Appraisal Reductions, at least equal to 25% of the initial Certificate Balance, and the then Controlling Class Certificateholder has irrevocably waived its right to appoint a Directing Certificateholder and to exercise any of the rights of the Controlling Class Certificateholder and such rights have not been reinstated.
     
   
Upon the occurrence of a Consultation Termination Event, there will be no Class of Certificates that will act as the Controlling Class and the Directing Certificateholder will have no rights under the Pooling and Servicing Agreement, other than those rights generally available to all Certificateholders.
     
Appraised-Out Class:
A Class of Control Eligible Certificates that has been determined, as a result of Appraisal Reduction amounts allocable to such Class, to no longer be the Controlling Class.
     
Remedies Available to
Holders of an
Appraised-Out Class:
Holders of the majority of any Class of Control Eligible Certificates that is determined at any date of determination to no longer be the Controlling Class as a result of an Appraisal Reduction allocable to such class will have the right, at their sole expense, to require the Special Servicer to order a second appraisal report from an MAI appraiser (selected by the Special Servicer) for any mortgage loan that results in the Class becoming an Appraised- Out Class.
     
   
Upon receipt of that second appraisal, the Special Servicer will be required to determine, in accordance with the Servicing Standard, whether, based on its assessment of the second appraisal, any recalculation of the Appraisal Reduction amount is warranted, and if so warranted, the Special Servicer is required to recalculate the Appraisal Reduction amount based on the second appraisal and if required by such recalculation, the Appraised-Out Class will be reinstated as the Controlling Class. The holders of an Appraised-Out Class requesting a second appraisal are not permitted to exercise any control or consent rights of the Controlling Class until such time, if any, as the Class is reinstated as the Controlling Class.
 
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.
 
 (barclays)
20 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Senior Trust Advisor:
The Senior Trust Advisor will initially be Pentalpha Surveillance LLC. The Senior Trust Advisor will have certain review and consultation rights relating to the performance of the Special Servicer and with respect to its actions taken in connection with the resolution and/or liquidation of Specially Serviced Mortgage Loans. The Senior Trust Advisor will generally be responsible for reviewing the Special Servicer’s operational practices with respect to the resolution and liquidation of Specially Serviced Mortgage Loans. In addition, after the occurrence and during the continuance of a Control Event, the Senior Trust Advisor will have certain consultation rights with respect to the Specially Serviced Mortgage Loans except with respect to the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan unless a control appraisal period with respect to the related Subordinate Companion Loan has occurred and is continuing. The Senior Trust Advisor will have no obligations under the Pooling and Servicing Agreement with respect to the Jordan Creek Town Center Whole Loan and the Meadows Mall Whole Loan.
     
   
The Senior Trust Advisor will be responsible for:
     
   
after the occurrence and during the continuance of a Control Event, consulting with the Special Servicer with respect to each asset status report prepared by the Special Servicer and recommending proposed alternative courses of action.
     
   
after the occurrence and during the continuance of a Control Event, preparing an annual report addressing the Senior Trust Advisor’s overall findings and determinations and setting forth its assessment of the Special Servicer’s performance of its duties under the Pooling and Servicing Agreement on a platform-level basis with respect to the resolution and liquidation of Specially Serviced Mortgage Loans. The annual report will be based on the Senior Trust Advisor’s knowledge of the Special Servicer’s actions taken during the applicable calendar year with respect to the resolution or liquidation of Specially Serviced Mortgage Loans, including knowledge obtained in connection with the Senior Trust Advisor’s review of each asset status report prepared by the Special Servicer.
     
   
prior to the occurrence and continuance of a Control Event, the Special Servicer will forward any Appraisal Reduction and net present value calculations used in the Special Servicer’s determination of what course of action to take in connection with the workout or liquidation of a Specially Serviced Mortgage Loan to the Senior Trust Advisor after such calculations have been finalized. The Senior Trust Advisor will be required to review such calculations but will not opine on or take any affirmative action with respect to such Appraisal Reduction calculations and/or net present value calculations.
     
   
after the occurrence and during the continuance of a Control Event, recalculating and verifying, on a limited basis, the accuracy of mathematical calculations and the corresponding application of the non-discretionary portion of the applicable formulas utilized in connection with any Appraisal Reduction or net present value calculations performed by the Special Servicer. In the event the Senior Trust Advisor does not agree with the mathematical calculations or the application of the non-discretionary portion of the applicable formulas required to be utilized for such calculation, the Senior Trust Advisor and the Special Servicer will consult with each other in order to resolve any disagreement. Any disagreement with respect to such calculations that the Senior Trust Advisor and the Special Servicer are unable to resolve will be determined by the Certificate Administrator.
     
    In addition, the Senior Trust Advisor is required to promptly review all information available to Privileged Persons on the Certificate Administrator’s website related to Specially Serviced Mortgage Loans and certain information available to Privileged Persons on the Certificate Administrator’s website related to mortgage loans included on the monthly CREFC® servicer watch list report, each final asset status report delivered to the Senior Trust Advisor by the Special Servicer and each assessment of compliance report and attestation report prepared by the Special Servicer in order to maintain its familiarity with the mortgage loans and the performance of the Special Servicer under the 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.
 
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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
 
Senior Trust Advisor
(continued):
After the occurrence and during the continuance of a Control Event, the Senior Trust Advisor will also consult with the Special Servicer in connection with certain major decisions and propose possible alternative courses of action (other than with respect to the Serviced Whole Loans with a Subordinate Companion Loan unless a Control Event has occurred with respect to the Subordinate Companion Loan).
     
   
In addition, after the occurrence of a Consultation Termination Event, if the Senior Trust Advisor determines that the Special Servicer is not performing its duties as required under the Pooling and Servicing Agreement or is otherwise not acting in accordance with the Servicing Standard, the Senior Trust Advisor will have the right to recommend the replacement of the Special Servicer and will submit its formal recommendation to the Trustee and the Certificate Administrator (along with its rationale, its proposed replacement special servicer and other relevant information justifying its recommendation) except with respect to the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan unless a control appraisal period with respect to the related Subordinate Companion Loan has occurred and is continuing.
     
   
The Senior Trust Advisor’s recommendation to replace the Special Servicer must be confirmed by an affirmative vote of holders of Certificates evidencing at least a majority of the aggregate notional balance of all Classes of Certificates entitled to principal distributions (taking into account the application of any Appraisal Reduction amounts to notionally reduce the Certificate Balances of the Classes to which such Appraisal Reduction amounts are allocable). In the event the holders of such Certificates elect to remove and replace the Special Servicer, the Certificate Administrator will be required to obtain a rating agency confirmation from each of the rating agencies at that time.
     
 
Replacement of Senior
Trust Advisor:
The Senior Trust Advisor may be terminated or removed under certain circumstances and a replacement Senior Trust Advisor appointed as described in the Free Writing Prospectus.
     
   
Any replacement Senior Trust Advisor (or the personnel responsible for supervising the obligations of the replacement Senior Trust Advisor) must (A) (i) be regularly engaged in the business of advising clients in commercial mortgage-backed securities matters and have at least 5 years of experience in collateral analysis and loss projections and (ii) have at least 5 years of experience in commercial real estate asset management and experience in the workout and management of distressed commercial real estate assets or (B) be an institution that is a special servicer, senior trust advisor or operating advisor on a rated CMBS transaction, but has not been a special servicer or a senior trust advisor on a transaction that a rating agency has downgraded, qualified or withdrawn its ratings citing servicing concerns with the special servicer or a senior trust advisor as the sole or a material factor in such rating action. Any Senior Trust Advisor is prohibited from making an investment in any class of certificates in the Trust as described in the Free Writing Prospectus.
     
 
Appointment and
Replacement of Special
Servicer:
The Directing Certificateholder will appoint the initial Special Servicer as of the Closing Date. Prior to the occurrence and continuance of a Control Event, the Special Servicer may generally be replaced at any time by the Directing Certificateholder; provided, however, that with respect to each of the American Institute of Healthcare & Fitness Whole Loan and the Holiday Inn Plainview Whole Loan, the holder of the related Subordinate Companion Loan (prior to a control appraisal period with respect to such Subordinate Companion Loan) will have the right to replace the Special Servicer with respect to that Whole Loan.
     
   
However, prior to the occurrence and continuance of a Control Event, the Special Servicer may only be removed by the Directing Certificateholder without cause if either (i) LNR Partners, LLC or its Affiliate is no longer the Special Servicer or (ii) LNR Securities Holdings, LLC or its Affiliate owns less than 15% of the then Controlling Class of Certificates.
     
   
Upon the occurrence and during the continuance of a Control Event, the Directing Certificateholder will no longer have the right to replace the Special Servicer and such replacement will occur based on a vote of holders of all voting eligible Classes of Certificates as described below.
     
   
After the occurrence of a Consultation Termination Event, the Senior Trust Advisor may also recommend the replacement of the Special Servicer as described above.
 
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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22 of 118
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Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
 
Replacement of Special
Servicer by Vote of
Certificateholders:
After the occurrence and during the continuance of a Control Event and upon (a) the written direction of holders of Certificates evidencing not less than 25% of the aggregate notional balance of all Classes of Certificates entitled to principal (taking into account the application of Appraisal Reduction amounts to notionally reduce the Certificate balances of Classes to which such Appraisal Reduction amounts are allocable) requesting a vote to replace the Special Servicer with a replacement special servicer, (b) payment by such requesting holders to the Certificate Administrator of all reasonable fees and expenses to be incurred by the Certificate Administrator in connection with administering such vote and (c) delivery by such holders to the Certificate Administrator and the Trustee of written confirmations from each Rating Agency that the appointment of such replacement special servicer will not result in a downgrade, withdrawal or qualification of the Certificates (which confirmations will be obtained at the expense of such holders), the Certificate Administrator will be required to promptly post such notice on its Internet website, and by mail conduct the solicitation of votes of all Certificates in such regard, which such vote must occur within 180 days of the posting of such notice. Upon the written direction of holders of at least 75% of a Certificateholder Quorum, the Trustee will immediately replace the Special Servicer with the replacement special servicer.
     
   
A “Certificateholder Quorum” means, in connection with any solicitation of votes in connection with the replacement of the Special Servicer described above, the holders of Certificates evidencing at least 75% of the aggregate voting rights (taking into account the application of realized losses and the application of any Appraisal Reductions to notionally reduce the Certificate Balance of the Certificates) of all Classes of Certificates entitled to principal on an aggregate basis.
     
   
With respect to each of the Miami International Mall Whole Loan, the Marriott Anaheim Whole Loan and The Shops at Wiregrass Whole Loan, the holders of the related Pari Passu Companion Loan, under certain circumstances following a servicer termination event with respect to the special servicer, will be entitled to direct the trustee to terminate the special servicer solely with respect to such Whole Loan. A replacement special servicer will be selected by the applicable trustee or, prior to a Control Event, by the Directing Certificateholder; provided, however, that any successor special servicer appointed to replace the Special Servicer with respect to such Whole Loan can generally not be the person (or its affiliate) that was terminated at the direction of the holder of the related Pari Passu Companion Loan.
     
   
With respect to each of the American Institute of Healthcare & Fitness Whole Loan and Holiday Inn Plainview Whole Loan, prior to a control appraisal period with respect to the related Subordinate Companion Loan, the holder of such Subordinate Companion Loan will have the right to terminate the Special Servicer with or without cause.
     
   
With respect to the Jordan Creek Town Center Whole Loan and the Meadows Mall Whole Loan, the JPMBB 2014-C18 trust as holder of the related mortgage loan has a similar termination right in the event of a servicer termination event with respect to the special servicer under the applicable pooling and servicing agreement as described above, which may be exercised by the Directing Certificateholder prior to a Control Event. However, the successor special servicer will be selected pursuant to the applicable pooling and servicing agreement by the related directing holder prior to a control event under the applicable pooling and servicing agreement.
     
 
Master Servicer and
Special Servicer
Compensation:
The Master Servicer and Special Servicer are entitled to certain fees in connection with the servicing and administration of the mortgage loans as more fully described under “Transaction Parties–Servicing and Other Compensation and Payment of Expenses” in the Free Writing Prospectus.
     
   
The Master Servicer is entitled to a fee (the “Servicing Fee”) payable monthly from interest received in respect of each mortgage loan and REO Loan (including Specially Serviced mortgage loans and Companion Loans) that will accrue at the related servicing fee rate described in the Free Writing Prospectus. The Special Servicer is also entitled to a fee (the “Special Servicing Fee”) with respect to each Specially Serviced mortgage loan and REO Loan at the special servicing fee rate described in the Free Writing 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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23 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Master Servicer and
Special Servicer
Compensation
(continued):
In addition to the Servicing Fee, Special Servicing Fee and certain other fees described below, the Master Servicer and Special Servicer are entitled to retain and share certain additional servicing compensation, including assumption application fees, assumption fees, defeasance fees and certain Excess Modification Fees and consent fees with respect to the mortgage loans. The Special Servicer may also be entitled to either a Workout Fee or Liquidation Fee, but not both, from recoveries in respect of any particular mortgage loan.
     
   
An “Excess Modification Fee” with respect to any mortgage loan or Serviced Whole Loan is the sum of (A) the excess of (i) any and all Modification Fees with respect to a mortgage loan or Serviced Whole Loan over (ii) all unpaid or unreimbursed additional expenses described in the Free Writing Prospectus (excluding Special Servicing Fees, Workout Fees and Liquidation Fees) outstanding with respect to the related mortgage loan or Serviced Whole Loan, if applicable, and reimbursed from such Modification Fees and (B) expenses previously paid or reimbursed from Modification Fees as described in clause (A), which expenses have subsequently been recovered from the related borrower or otherwise.
     
   
With respect to the Master Servicer and Special Servicer, the Excess Modification Fees collected and earned by such servicer from the related borrower (taken in the aggregate with any other Excess Modification Fees collected and earned by such servicer from the related borrower within the prior 12 months of the collection of the current Excess Modification Fees) will be subject to a cap of 1.00% of the outstanding principal balance of the related mortgage loan or serviced Whole Loan on the closing date of the related modification, extension, waiver or amendment. A “Modification Fee” with respect to any mortgage loan (or serviced Whole Loan) is generally any fee with respect to a modification, extension, waiver or amendment of any mortgage loan or serviced Whole Loan.
     
   
A “Workout Fee” will generally be payable with respect to each corrected Mortgage Loan (as more specifically described in the Free Writing Prospectus) and will be calculated at a rate of 1.00% of payments of principal and interest on the respective mortgage loan for so long as it remains a corrected Mortgage Loan. After receipt by the Special Servicer of Workout Fees with respect to a corrected Mortgage Loan in an amount equal to $25,000, any Workout Fees in excess of such amount will be reduced by the Excess Modification Fee Amount; provided that in the event the Workout Fee, collected over the course of such workout, calculated at the Workout Fee Rate is less than $25,000, then the Special Servicer will be entitled to an amount from the final payment on the related corrected Mortgage Loan (including the related Companion Loan, if applicable) that would result in the total Workout Fees payable to the Special Servicer in respect of that mortgage loan (or Whole Loan) to be $25,000.
     
   
The “Excess Modification Fee Amount” for any corrected Mortgage Loan is an amount equal to any Excess Modification Fees paid by or on behalf of the related borrower and received and retained by the Master Servicer or the Special Servicer, as applicable, as additional servicing compensation within the prior 12 months of the related modification, waiver, extension or amendment resulting in the mortgage loan or REO Loan being a corrected Mortgage Loan, but only to the extent those fees have not previously been deducted from a Workout Fee or Liquidation Fee.
     
   
A “Liquidation Fee” will generally be payable with respect to each Specially Serviced Mortgage Loan or REO Property as to which the Special Servicer obtains a full or partial recovery of the related asset. The Liquidation Fee for each Specially Serviced Mortgage Loan will be payable at a rate of 1.00% of the liquidation proceeds; provided however, that no Liquidation Fee will be less than $25,000.
     
   
The Liquidation Fees will be reduced by the amount of any Excess Modification Fees received by the Special Servicer with respect to the related mortgage loan or REO Loan as additional compensation within the prior 12 months.
     
   
Similar fees to those described above will be payable to the applicable special servicer for the Jordan Creek Town Center Whole Loan and the Meadows Mall Whole Loan under the applicable 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.
 
 (barclays)
24 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18

Structural Overview
     
Master Servicer and
Special Servicer
Compensation (continued):
Subject to certain limited exceptions, in connection with its duties under the Pooling and Servicing Agreement, the Special Servicer and its affiliates are prohibited from receiving or retaining any compensation (other than compensation specifically provided for under the Pooling and Servicing Agreement) from anyone in connection with the disposition, workout or foreclosure of any mortgage loan, the management or disposition of any REO Property, or the performance of any other special servicing duties under the Pooling and Servicing Agreement. In the event the Special Servicer does receive any such compensation, it will be required to disclose those fees to the Certificate Administrator who will include it as part of the statement to Certificateholders.
     
   
In addition, no liquidation fee will be payable to the Special Servicer if a mortgage loan becomes a Specially Serviced Mortgage Loan only because of a maturity default and the related liquidation proceeds are received within 90 days following the stated maturity date as a result of the related mortgage loan being refinanced or otherwise repaid in full.
         
Deal Website:
The Certificate Administrator will maintain a deal website to which certain persons will have access to certain information including, but not limited to the following, which will be posted:
   
 
special notices
   
 
summaries of asset status reports
   
 
appraisals in connection with Appraisal Reductions plus any second appraisals ordered
   
 
an “Investor Q&A Forum”
   
 
a voluntary investor registry
   
 
SEC EDGAR filings
 
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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[THIS PAGE INTENTIONALLY LEFT BLANK]
 
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.
 
 (barclays)
26 of 118
(j.p morgan) 
 
 
 

 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
(GRAPHIC)
 
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.
 
 (barclays)
27 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
(MAP)
 
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.
 
 (barclays)
28 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
(MAP)
 
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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29 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
Barclays
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance(1):
$100,000,000
 
Title:
Fee
Cut-off Date Principal Balance(1):
$100,000,000
 
Property Type - Subtype:
Retail - Super Regional Mall
% of Pool by IPB:
10.4%
 
Net Rentable Area (SF):
306,855
Loan Purpose:
Refinance
 
Location:
Miami, FL
Borrower:
Mall at Miami International, LLC
 
Year Built / Renovated:
1982 / 2001
Sponsor:
Simon Property Group, L.P.
 
Occupancy(2):
93.8%
Interest Rate:
4.42000%
 
Occupancy Date:
1/8/2014
Note Date:
1/23/2014
 
Number of Tenants(2):
108
Maturity Date:
2/6/2024
 
2010 NOI:
$16,590,519
Interest-only Period:
120 months
 
2011 NOI:
$17,547,814
Original Term:
120 months
 
2012 NOI:
$17,833,200
Original Amortization:
None
 
TTM NOI (as of 11/2013):
$18,527,940
Amortization Type:
Interest Only
 
UW Economic Occupancy:
92.4%
Call Protection(3):
L(24),Def(89),O(7)
 
UW Revenues:
$27,898,093
Lockbox:
CMA
 
UW Expenses:
$8,025,891
Additional Debt:
Yes
 
UW NOI(4):
$19,872,202
Additional Debt Balance:
$60,000,000
 
UW NCF:
$19,144,955
Additional Debt Type:
Pari Passu
 
Appraised Value / Per SF:
$391,000,000 / $1,274
     
Appraisal Date:
12/1/2013
         
 
Escrows and Reserves(5)
 
Financial Information(1)
 
Initial
Monthly
Initial Cap  
  
Cut-off Date Loan / SF:
 
$521
Taxes:
$0
Springing
N/A  
 
Maturity Date Loan / SF:
 
$521
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
 
40.9%
Replacement Reserves:
$0
Springing
$227,073  
 
Maturity Date LTV:
 
40.9%
TI/LC:
$0
Springing
$1,238,888  
 
UW NCF DSCR:
 
2.67x
Other:
$0
$0
N/A  
 
UW NOI Debt Yield:
 
12.4%
               
 
Sources and Uses
Sources
Proceeds
% of Total
 
Uses
Proceeds
% of Total   
Mortgage Loan(1)
$160,000,000
100.0%
 
Payoff Existing Debt(6)
$87,119,901
54.4% 
   
 
 
Return of Equity
71,256,245
                   44.5    
       
Closing Costs
1,623,854
                     1.0    
Total Sources
$160,000,000
100.0%
 
Total Uses
$160,000,000
100.0%  
(1)  
Miami International Mall is part of a loan evidenced by two pari passu notes with an aggregate original principal balance of $160.0 million. The Financial Information presented in the chart above reflects the Cut-off Date balance of the $160.0 million Miami International Mall Whole Loan.
(2)  
Occupancy and Number of Tenants include three temporary tenants. Excluding the temporary tenants, occupancy is 91.8%. Occupancy including non-collateral anchors and temporary tenants is 98.3%.
(3)  
The lockout period will be at least 24 payment dates beginning with and including the first payment date of March 6, 2014. Defeasance of the full $160.0 million Miami International Mall Whole Loan is permitted after the date that is the earlier to occur of (i) two years from the closing date of the securitization that includes the last pari passu note to be securitized and (ii) February 6, 2017.
(4)  
UW NOI is higher than TTM NOI primarily due to two tenants, Forever 21 and H&M. Forever 21 increased its premises by 6,718 square feet, increasing its base rent by $324,094. H&M executed a new lease for 22,631 square feet with base rents of $839,007, which commences April 1, 2014. Additionally, UW NOI includes approximately $295,000 in contractual rent increases through January 2015.
(5)  
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.
(6)  
The existing debt was paid-off in October 2013 and the property was unencumbered as of the origination date.

The Loan. The Miami International Mall loan is secured by a first mortgage lien on 306,855 square feet of a super regional mall totaling 1,090,163 square feet located in Miami, Florida. The whole loan has an outstanding principal balance of $160.0 million (the “Miami International Mall Whole Loan”) and is comprised of two pari passu notes, Note A-1 and Note A-2. Note A-1 has an outstanding principal balance as of the Cut-off Date of $100.0 million and is being contributed to the JPMBB 2014-C18 Trust. Note A-2, with an outstanding principal balance as of the Cut-off Date of $60.0 million, is currently held by Barclays and is expected to be contributed to a future securitized trust. The holder of Note A-1 (the “Controlling Noteholder”) will be the trustee of the JPMBB 2014-C18 Trust (or, prior to the occurrence and continuance of a Control Event, the Directing Certificateholder) and will be entitled to exercise all of the rights of the Controlling Noteholder with respect to the related Miami International Mall Whole Loan; however, the holder of Note A-2 will be
 
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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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
entitled, under certain circumstances, to be consulted with respect to certain major decisions. The Miami International Mall Whole Loan has a 10-year term and is interest-only for the entire term of the whole loan. The previously existing debt was securitized in the MLMT 2003-KEY1 transaction.

The Borrower. The borrowing entity for the loan is Mall at Miami International, LLC, a Delaware limited liability company and a special purpose entity. Mall at Miami International, LLC is wholly owned by West Dade County Associates, which is 50.0% owned by TIAA Miami International Mall, LLC and 47.8% directly and indirectly owned by Simon Property Group, L.P. The remaining interest in West Dade County Associates is held by outside limited partners.

The Sponsor. The loan’s sponsor and nonrecourse carve-out guarantor is Simon Property Group, L.P., an affiliate of Simon Property Group, Inc. Simon Property Group, Inc. was founded in 1960 and is headquartered in Indianapolis, Indiana. Simon Property Group, Inc. (NYSE: SPG, rated A3/A by Moody’s and S&P) is an S&P 100 company and the largest real estate company in the world. Simon currently owns or has an interest in 325 retail real estate properties in North America and Asia comprising 242 million square feet. The nonrecourse guaranty to the sponsor is capped at $32.0 million.

The Property.  Miami International Mall is an approximately 1.1 million square foot one-story enclosed super regional mall, of which 306,855 square feet serves as collateral for the whole loan. The property is situated on approximately 54.0 acres just north of the Dolphin Expressway and 13.2 miles west of Miami’s central business district.  The property is anchored by two Macy’s stores (Macy’s Men’s & Home and Macy’s totaling 343,624 square feet), Sears (193,860 square feet), JCPenney (145,824 square feet) and Kohl's (100,000 square feet). Each of the five anchors owns its own land and improvements and is excluded from the collateral of the Miami International Mall Whole Loan. Based on 2012 third party estimates, Macy’s, Sears, JCPenney and Kohl’s generated sales of approximately $101.5 million ($299 per square foot), $24.5 million ($126 per square foot), $24.2 million ($166 per square foot) and $14.0 million ($140 per square foot), respectively. According to the appraisal, the anchors at the property are primarily targeted toward the middle-income consumer, which complements the demographic profile of the immediate trade area. Additionally, there are 5,439 surface parking spaces at the property which are included in the collateral, resulting in a parking ratio of 4.99 spaces per 1,000 square feet of net rentable area. The property was constructed in 1982 and renovated in 2001.

As of January 8, 2014, the super regional mall, inclusive of non-collateral anchors, was approximately 98.3% occupied by 112 tenants, and 97.7% occupied excluding the three temporary tenants. For the same period, the collateral was 93.8% occupied by 108 tenants, and 91.8% excluding the three temporary tenants. National in-line tenants at the property include Old Navy, Victoria’s Secret, Foot Locker, Guess?, Sephora, Hollister Co., H&M, Coach, Gap and Express. Gross sales for all tenants that reported full year sales as of trailing twelve-month ending November 30, 2013 were approximately $151.3 million. In-line sales per square foot for comparable stores less than 10,000 square feet were approximately $562, $587, $601 and $687 in 2010, 2011, 2012 and the trailing twelve-month period ending November 30, 2013, respectively. Occupancy costs for comparable in-line tenants occupying less than 10,000 square feet for the same time periods were approximately 15.9%, 14.9%, 14.1% and 14.1%, respectively.

The property is situated in a densely populated, in-fill metropolitan area that is approximately six miles from Miami International Airport and offers a variety of shopping and entertainment experiences. The property is positioned directly off of Route 836 (Dolphin Expressway), which runs east approximately 10 miles to Interstate-95 and approximately 12 miles to downtown Miami.  According to the appraisal, the mortgaged property has a primary trade area consisting of a five-mile radius that contains 336,509 people with an average household income of $56,716 as of 2013. The mortgaged property has a secondary trade area consisting of a seven-mile radius that contains 689,926 people with an average household income of $54,872 as of year-end 2013. The appraisal concluded market rents of $90.00 per square foot for in-line spaces with less than 1,000 square feet, $55.00 per square foot for in-line spaces between 1,001 to 2,000 square feet, $50.00 per square foot for in-line spaces between 2,001 to 5,000 square feet, $40.00 per square foot for in-line spaces between 5,001 to 7,500 square feet, $35.00 per square foot for in-line spaces with more than 7,500 square feet, $80.00 per square foot for jewelry tenants and $95.00 per square foot for food court tenants. According to the appraisal, the property’s primary competition consists of three properties and secondary competition consists of two properties that are detailed in the table below. Based on discussions with the appraiser and property manager, Miami International Mall caters more to local residents whereas the majority of the competitions’ income is generated by tourist shopping.

Competitive Set Summary(1)
 
Property
Year
Built
Total
GLA
Est.
Occ.
Est. Sales (PSF)
Proximity
Anchor Tenants
Primary Competition
Dadeland Mall(2)
1962
1,504,660
97%
$1,300
8.0 miles
Macy’s, Nordstrom, Saks, JCPenney, Macy’s Children
Dolphin Mall
2001
1,403,293
96%
$900
0.8 miles
Cobb Theatre, Burlington Coat, Bass Pro, Bloomingdale’s Outlet
Westland Mall
1971
836,004
95%
$400
6.7 miles
JCPenney, Macy’s, Sears
Secondary Competition
Aventura Mall(2)
1983
2,074,520
99%
$1,750
19.5 miles
Bloomingdale’s, JCPenney, Macy’s, AMC Theatres, Nordstrom, Sears
Pembroke Lakes Mall
1992
1,135,607
95%
$525
18.0 miles
Dillard’s, JCPenney, Macy’s, Sears
Total / Weighted Average
6,954,084
97%
$1,119
     
(1)  
Per the appraisal.
(2)  
Sponsor has an interest in the 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.
 
 (barclays)
31 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
Historical Occupancy(1)
 
 
2009
2010
2011
2012
2013(2)
Occupancy
92.1%
92.9% 
99.0%   
96.3%  
94.6%  
(1)  
Historical Occupancies are as of December 31 of each respective year, and include temporary tenants. Excluding temporary tenants, the occupancies are 87.7%, 86.9%, 90.8%, 92.0% and 92.5% respectively.
(2)  
As of January 8, 2014, occupancy including non-collateral anchors and temporary tenants is 98.3%.
 
In-line Sales and Occupancy Costs(1)
 
 
2010
2011
2012
TTM(2)
In-line Sales PSF(3)
$562  
$587  
$601  
$687  
Occupancy Costs(4)
15.9%  
14.9%  
14.1%  
14.1%  
(1)  
Based on tenants who report sales annually and excludes temporary tenants
(2)  
TTM In-line Sales is as of November 30, 2013.
(3)  
In-line Sales PSF are for comparable tenants occupying less than 10,000 square feet with full year reported sales figures provided by the borrower.
(4)  
2010, 2011, and 2012 Occupancy Costs were for comparable in-line tenants and were provided by the borrower. TTM Occupancy Cost is based on historical sales, underwritten base rent and expense reimbursements.
 
Tenant Summary(1)
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net
Rentable
Area (SF)
% of
Total NRA
UW Base
Rent PSF
Sales
PSF
(3)
Occupancy
Costs
(3)
Lease Expiration
Date
Non-Collateral Anchors
                       
Macy’s(4)
Baa3 / BBB+ / BBB
343,624
N/A
 
N/A
 
$299
 
N/A
 
N/A
 
Sears(4)
Caa1 / CCC+ / B-
193,860
N/A
 
N/A
 
$126
 
N/A
 
N/A
 
JCPenney(4)
Caa1 / CCC+ / CCC
145,824
N/A
 
N/A
 
$166
 
N/A
 
N/A
 
Kohl’s(4)
Baa1 / BBB+ / BBB+
100,000
N/A
 
N/A
 
$140
 
N/A
 
N/A
 
Total:
 
783,308
                   
                         
Top 10 Collateral Tenants
                       
H&M(5)
NA / NA / NA
  22,631
7.4%
 
$37.56
 
N/A
 
N/A
 
1/31/2025
 
Gap
Baa3 / BBB- / BBB-
  18,280
6.0%
 
$48.82
 
$275
 
         21.4%
 
6/30/2016
 
Old Navy
Baa3 / BBB- / BBB-
  16,815
5.5%
 
$21.44
 
$424
 
8.8%
 
1/31/2015
 
Forever 21
NA / NA / NA
  12,876
4.2%
 
$43.17
 
N/A
 
N/A
 
1/31/2024
 
Victoria's Secret
Ba2 / BB+ / BB+
  11,247
3.7%
 
$74.00
 
$1,503
 
7.2%
 
1/31/2021
 
Express
NA / BB / NA
   8,850
2.9%
 
$37.68
 
$789
 
8.9%
 
1/31/2016
 
BJ's Restaurant and Brewhouse
NA / NA / NA
   8,500
2.8%
 
$30.59
 
$739
 
6.1%
 
10/31/2032
 
Camille La Vie
NA / NA / NA
   6,399
2.1%
 
$46.35
 
$335
 
13.8%
 
9/30/2021
 
Hollister
NA / NA / NA
   6,381
2.1%
 
$30.00
 
$721
 
9.1%
 
1/31/2015
 
The Knife
NA / NA / NA
   6,085
2.0%
 
$24.00
 
$545
 
8.3%
 
11/30/2016
 
(1)  
Based on the underwritten rent roll.
(2)  
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)  
Sales PSF represent sales for the trailing twelve-month period ending November 30, 2013, for all tenants except for the Non-Collateral Anchors. Non-Collateral Anchors were based on 2012 third party estimates.
(4)  
Each tenant owns its own land and improvements and is excluded from the collateral for the Miami International Mall Whole Loan. Macy’s occupies two spaces, one for 200,000 square feet and other for 143,624 square feet. The reciprocal easement agreements for all of the anchor tenants expire in August 2017. Based on 2012 third party estimates, Macy’s, Sears, JCPenney and Kohl’s generated sales of approximately $101.5 million ($299 per square foot), $24.5 ($126 per square foot), $24.2 million ($166 per square foot) and $14.0 million ($140 per square foot).
(5)  
H&M, a new lease, has the right to terminate its lease if it fails to attain adjusted gross sales during the fourth lease year in an amount equal to at least $6,000,000.  H&M must provide written notice to the landlord 60 days after the end of such fourth lease year and the lease will terminate one year after delivery of such notice. H&M must repay the landlord a termination fee equal to approximately $509,198 divided by the total months in the lease term, the dividend of which is multiplied by the number of months remaining in the lease term at the effective date of the termination. Such repayment will accompany H&M’s termination notice.
 
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.
 
 (barclays)
32 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall
 
Lease Rollover Schedule(1)
 
Year
Number
of
Leases
Expiring
Net
Rentable
Area
Expiring
(SF)
% of
NRA
Expiring
Base Rent
Expiring
% of Base
Rent
Expiring
Cumulative
Net Rentable
Area
Expiring (SF)
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
19,007
 
6.2%
 
NAP
 
NAP
 
19,007
 
6.2%
 
NAP
 
NAP
 
2014 & MTM(2)
13
26,600
 
8.7
 
$1,171,663
 
7.7%
 
45,607
 
14.9%
 
$1,171,663
 
7.7%
 
2015
10
34,650
 
11.3
 
1,151,384
 
7.5
 
80,257
 
26.2%
 
$ 2,323,046
 
15.2%
 
2016
20
63,294
 
20.6
 
3,575,318
 
23.4
 
143,551
 
46.8%
 
$ 5,898,365
 
38.6%
 
2017
9
10,852
 
3.5
 
708,271
 
4.6
 
154,403
 
50.3%
 
$ 6,606,636
 
43.2%
 
2018
10
10,264
 
3.3
 
805,809
 
5.3
 
164,667
 
53.7%
 
$ 7,412,444
 
48.5%
 
2019
6
10,719
 
3.5
 
623,314
 
4.1
 
175,386
 
57.2%
 
$ 8,035,758
 
52.6%
 
2020
5
4,109
 
1.3
 
420,707
 
2.8
 
179,495
 
58.5%
 
$ 8,456,465
 
55.4%
 
2021
8
33,641
 
11.0
 
1,667,800
 
10.9
 
213,136
 
69.5%
 
 $10,124,265
 
66.3%
 
2022
7
10,795
 
3.5
 
815,055
 
5.3
 
223,931
 
73.0%
 
 $10,939,320
 
71.6%
 
2023
12
19,036
 
6.2
 
1,567,591
 
10.3
 
242,967
 
79.2%
 
 $12,506,911
 
81.9%
 
2024
3
18,673
 
6.1
 
842,115
 
5.5
 
261,640
 
85.3%
 
$13,349,026
 
87.4%
 
2025 & Beyond
5
45,215
 
14.7
 
1,928,495
 
12.6
 
306,855
 
100.0%
 
 $15,277,521
 
100.0%
 
Total
108
306,855
 
100.0%
 
$15,277,521
 
100.0%
                 
(1)  
Based on the underwritten rent roll.
(2)  
Includes three tenants accounting for 6,069 square feet that are considered temporary tenants by the borrower. No income has been underwritten for these tenants under Rents in Place.
 
Operating History and Underwritten Net Cash Flow
 
 
          2010
          2011
        2012
              TTM(1)
        Underwritten
    Per
    Square
    Foot
    %(2)
Rents in Place(3)
$11,535,707
$12,742,079
$13,235,760
$13,494,368
$15,277,521
$49.79
52.0%  
Vacant Income
0
0
0
0
2,237,202
7.29
7.6  
Percentage Rent
998,960
764,761
1,019,042
1,248,832
822,580
2.68
2.8  
Specialty Income
3,631,429
3,369,628
3,051,103
2,946,978
2,946,978
9.60
10.0  
Gross Potential Rent
$16,166,096
$16,876,468
$17,305,905
$17,690,178
$21,284,281
$69.36
72.5%  
Total Reimbursements
7,380,357
7,340,699
7,788,579
8,213,162
8,088,956
26.36
27.5  
Net Rental Income
$23,546,453
$24,217,167
$25,094,484
$25,903,340
$29,373,237
$95.72
 100.0%  
(Vacancy/Credit Loss)
0
0
0
0
(2,237,202)
(7.29)
(7.6)  
Other Income
607,468
696,477
761,585
761,476
762,058
2.48
2.6  
Effective Gross Income
$24,153,921
$24,913,644
$25,856,069
$26,664,816
$27,898,093
$90.92
95.0%  
               
Total Expenses
$7,563,402
$7,365,830
$8,022,869
$8,136,876
$8,025,891
$26.16
28.8%  
               
Net Operating Income
$16,590,519
$17,547,814
$17,833,200
$18,527,940
$19,872,202
$64.76
71.2%  
Total TI/LC, Capex/RR
0
0
0
0
727,246
2.37
2.6  
Net Cash Flow
$16,590,519
$17,547,814
$17,833,200
$18,527,940
$19,144,955
$62.39
68.6%  
Average Annual Rent PSF(4)
$43.26
$45.73
$46.88
$47.90(4)
     
(1)  
The TTM column represents the trailing twelve months ending November 30, 2013.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
Underwritten Rents in Place are higher than historical periods primarily due to two tenants, Forever 21 and H&M. Forever 21 increased its premises by 6,718 square feet, increasing its base rent by $324,094. H&M executed a lease for 22,631 square feet with base rent of $839,007 which commences April 1, 2014. Additionally, Underwritten Rents in Place includes approximately $295,000 in contractual rent increases through January 2015.
(4)  
Average Annual Rent PSF is based on historical financial statements and leased square footage. Macy’s, Sears, JCPenney, Kohl’s, temporary tenants and all vacant space are excluded from this calculation. In addition, TTM Average Annual Rent PSF is based on occupancy as of January 8, 2014.

Property Management. The property is managed by Simon Management Associates, LLC, an affiliate of the borrower.

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.
 
 (barclays)
33 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Miami International Mall

Escrows and Reserves. No upfront escrows were taken at origination.

Tax Escrows - The requirement for the borrower to make monthly deposits to the tax escrow is waived so long as no Reserve Event exists.

A “Reserve Event” means: the debt service coverage ratio based on the immediately preceding four calendar quarters is less than 1.25x for two consecutive calendar quarters.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow is waived so long as no Reserve Event exists. In addition, the borrower is not required to make deposits for insurance premiums so long as the borrower provides satisfactory evidence that the property is insured under an acceptable blanket policy.

Replacement Reserves - Following a Reserve Event, the borrower is required to deposit $9,461 per month (approximately $0.37 per square foot annually) for replacement reserves. The reserve is subject to a cap of $227,073 (approximately $0.74 per square foot).

TI/LC Reserves - Following a Reserve Event, the borrower is required to deposit $51,620 per month (approximately $2.02 per square foot annually) for TI/LC reserves. The reserve is subject to a cap of $1,238,888 (approximately $4.04 per square foot).

Lockbox / Cash Management.  The loan is structured with a CMA lockbox. Within 30 days of origination, the borrower was required to send tenant direction letters to the tenants at the property instructing them to deposit all rents and payments into the lockbox account. The funds are then returned to an account controlled by the borrower until the occurrence of a Cash Sweep Period. During the continuance of a Cash Sweep Period, all rents will be swept to a segregated cash management account and held in trust and for the benefit of the lender. The lender will have a first priority security interest in the cash management account. Upon the occurrence and during the continuance of a Cash Sweep Period, all funds deposited into the cash management account after payment of debt service, required reserves and budgeted operating expenses will be held as additional security for the loan.

A “Cash Sweep Period” means the period commencing on the date on which the debt service ratio coverage ratio for the immediately preceding four calendar quarters is less than 1.20x for two consecutive calendar quarters and ending on the date the debt service coverage ratio for the immediately preceding four calendar quarters equals or exceeds 1.20x for two consecutive calendar quarters, or during the continuance of an event of default.

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.
 
 (barclays)
34 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
(GRAPHIC)
 
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.
 
 (barclays)
35 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center

(MAP)
 
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.
 
 (barclays)
36 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
(MAP)
 
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.
 
 (barclays)
37 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center

(MAP)

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.
 
 (barclays)
38 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance(1):
$100,000,000
 
Title:
Fee
Cut-off Date Principal Balance(1):
$99,877,207
 
Property Type - Subtype:
Retail - Super Regional Mall
% of Pool by IPB:
10.4%
 
Net Rentable Area (SF)(2):
503,034
Loan Purpose:
Refinance
 
Location:
West Des Moines, IA
Borrower:
Jordan Creek Town Center, LLC
 
Year Built / Renovated:
2004 / N/A
Sponsor:
GGP Real Estate Holding I, Inc.
 
Occupancy(3):
94.9%
Interest Rate:
4.36600%
 
Occupancy Date:
9/30/2013
Note Date:
12/2/2013
 
Number of Tenants:
129
Maturity Date:
1/1/2024
 
2010 NOI:
$17,857,915
Interest-only Period:
None
 
2011 NOI:
$19,135,623
Original Term:
120 months
 
2012 NOI:
$19,813,318
Original Amortization:
360 months
 
TTM NOI (as of 9/2013):
$20,922,812
Amortization Type:
Balloon
 
UW Economic Occupancy:
93.7%
Call Protection:
L(25),Grtr1%orYM(91),O(4)
 
UW Revenues:
$32,400,383
Lockbox:
CMA
 
UW Expenses:
$11,493,283
Additional Debt:
Yes
 
UW NOI:
$20,907,099
Additional Debt Balance:
$119,852,648
 
UW NCF:
$20,007,397
Additional Debt Type:
Pari Passu
 
Appraised Value / Per SF:
$366,000,000 / $728
     
Appraisal Date:
11/15/2013
         

Escrows and Reserves(4)
 
Financial Information(1)
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$437
Taxes:
$0
Springing
N/A  
 
Maturity Date Loan / SF:
$352
Insurance:
$0
Springing
  N/A  
 
Cut-off Date LTV:
60.0%
Replacement Reserves:
$0
Springing
$119,971  
 
Maturity Date LTV:
48.4%
TI/LC:
$0
Springing
$779,703  
 
UW NCF DSCR:
1.52x
Other:
$0
$0
N/A  
 
UW NOI Debt Yield:
9.5%
 
Sources and Uses
Sources
Proceeds
% of Total  
 
Uses
Proceeds
% of Total     
Mortgage Loan(1)
$220,000,000
100.0%
 
Payoff Existing Debt
$166,616,107
75.7%   
       
Return of Equity
52,215,592
 23.7   
       
Closing Costs
1,168,301
   0.5   
Total Sources
$220,000,000
100.0%
 
Total Uses
$220,000,000
 100.0%  
(1)
Jordan Creek Town Center is part of a loan evidenced by two pari passu notes with an aggregate original principal balance of $220.0 million. The Financial Information presented in the chart above reflects the Cut-off Date balance of the $220.0 million Jordan Creek Town Center Whole Loan.
(2)
Net Rentable Area excludes six ground leased outparcels totaling 133,370 and Scheels All Sports totaling 122,025 square feet. Each of the seven tenants owns its own improvements and ground leases the land from the borrower.
(3)
Occupancy includes one tenant, Lush Fresh Handmade Cosmetics, occupying 803 square feet, which has executed a lease but is not yet in occupancy. The tenant is expected to take occupancy by May 2014. Excluding this tenant the property is 94.8% occupied.
(4)
For a full description of escrows and reserves, please refer to “Escrows and Reserves” below.

The Loan. The Jordan Creek Town Center loan is secured by a first mortgage lien on 503,034 square feet of a super regional mall totaling approximately 1.1 million square feet located in West Des Moines, Iowa. The whole loan has an outstanding principal balance of approximately $219.7 million (the “Jordan Creek Town Center Whole Loan”), which is comprised of two pari passu notes, Note A-1 and Note A-2. Note A-2, with an outstanding principal balance as of the Cut-off Date of $99.9 million, is being contributed to the JPMBB 2014-C18 Trust. The holder of Note A-1 (the “Jordan Creek Controlling Noteholder”), which has an outstanding principal balance as of the Cut-off Date of $119.9 million, is the trustee of the JPMBB 2013-C17 Trust. The Trustee of the JPMBB 2013-C17 Trust (or, prior to the occurrence and continuance of a control event under the JPMBB 2013-C17 pooling and servicing agreement, the directing certificateholder for that securitization) will be entitled to exercise all of the rights of the controlling noteholder with respect to the Jordan Creek Town Center Whole Loan; however, the holder of Note A-2 will be entitled, under certain circumstances, to be consulted with respect to certain major decisions. The Jordan Creek Town Center Whole Loan has a 10-year term and amortizes on a 30-year schedule. The previously existing debt was originated by Eurohypo and was securitized in the JPMCC 2005-LDP5 transaction. The collateral for the previously existing debt also included the 260,000 square foot Village at Jordan Creek which is not included in the collateral for the Jordan Creek Town Center 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.
 
 (barclays)
39 of 118
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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
The Borrower. The borrowing entity for the Jordan Creek Town Center Whole Loan is Jordan Creek Town Center, LLC, a Delaware limited liability company and special purpose entity.

The Sponsor. The loan’s sponsor and nonrecourse carve-out guarantor is GGP Real Estate Holding I, Inc., an affiliate of General Growth Properties, Inc. (“GGP”). GGP (NYSE: GGP) is a publicly traded, self-managed and self-administered real estate investment trust focused on owning, managing, leasing and redeveloping regional malls throughout the United States. GGP as of the Cut-off Date owns, or has an interest in, 120 regional shopping malls comprising approximately 125 million square feet of gross leasable area. GGP is headquartered in Chicago, Illinois. The related borrower is a subsidiary of General Growth Properties, Inc., which filed for Chapter 11 bankruptcy in 2009, together with approximately 160 property level borrowers. See “Description of the Mortgage Pool Mortgaged Property Considerations-Litigation Considerations; Bankruptcy Issues and Other Proceedings” in the Free Writing Prospectus for additional information.

The Property.  Jordan Creek Town Center is an approximately 1.1 million square foot enclosed super regional mall, of which 503,034 square feet serves as collateral for the whole loan. Jordan Creek Town Center is considered the dominant retail property serving the greater Des Moines market. The property is part of a three element shopping and entertainment complex that consists of the mall, a three-acre Lake District and an approximately 260,000 square foot lifestyle center. The main retail component is an enclosed mall consisting of 974,819 square feet, of which 503,034 square feet are collateral for the whole loan. The Lake District, which is also collateral for the loan, provides an outdoor component comprised of a three-acre lake surrounded by bike trails and an amphitheater that complement the five restaurants that are along the lake and a Residence Inn totaling 133,370 square feet. The restaurants and hotel are each on a ground lease. The third component of the development is an approximately 260,000 square foot lifestyle center, Village at Jordan Creek, anchored by Costco, Lowe’s and Dick’s Sporting Goods, that is not included in the collateral for the Jordan Creek Town Center Whole Loan. The entire development was constructed in phases between 2004 and 2005 by the sponsor. The property is anchored by Dillard’s (197,760 square feet), Younkers, a subsidiary of The Bon-Ton (152,000 square feet) and Scheels All Sports (122,025 square feet). Scheels All Sports, based in North Dakota, currently operates 24 stores across the Midwest and carries a diverse lineup including an extensive outdoor sports department. Dillard’s and Younkers each owns its own land and improvements while Scheels All Sports owns its own improvements and ground leases the land from the borrower. The Dillard’s and Younker’s sites are excluded from the collateral for the Jordan Creek Town Center Whole Loan. There are 6,568 surface parking spaces at the property which are included in the collateral, resulting in a parking ratio of 5.93 spaces per 1,000 square feet of net rentable area.
 
The property is situated on approximately 142 acres in West Des Moines, Iowa, approximately two miles from both Interstate 35 and Interstate 80, which serve as major north/south and east/west thoroughfares, respectively. As of September 30, 2013, the property was approximately 94.9% occupied by 129 tenants. The property’s tenancy caters to a mid- to upper-price point customer, with tenants that include Apple, Banana Republic, Brooks Brothers, The Cheesecake Factory and J. Crew. The Apple store at the property serves as the only one of its kind in the state of Iowa. Gross mall sales for all tenants that reported as of the trailing twelve-month period ending September 30, 2013 were approximately $300.3 million. In-line sales per square foot for comparable stores less than 10,000 square feet were approximately $553, $595 and $571 in 2011, 2012 and the trailing twelve-month period ending September 30, 2013, respectively. Occupancy costs for comparable in-line tenants occupying less than 10,000 square feet for the same time periods were approximately 10.9%, 10.8% and 11.5%, respectively.

The property is located in West Des Moines, Iowa, approximately 10 miles west of the Des Moines central business district. The boundaries of the local area are provided by Interstate 80 to the north and Interstate 35 to the east, both of which are located approximately two miles from the property. The property is located less than one mile from the Wells Fargo Home Mortgage and Home Equity campus, which is home to approximately 13,000 employees and is currently undergoing an approximately $100.0 million expansion. Additionally, Microsoft operates a 100,000 square foot data center located approximately two miles south of the property, and according to the appraisal is constructing a 710,000 square foot expansion that is scheduled to open in 2015. According to the appraisal, the property has a primary trade area consisting of a seven-mile radius that contains approximately 151,750 people, with an average household income of $89,954 as of 2013. The secondary trade area, defined as being within a 15-mile radius of the property, contains approximately 442,980 people with an average household income as of 2013 of $73,265. The appraisal concluded per square foot market rents of $72.00 for spaces up to 1,000 square feet, $46.00 for spaces between 1,001 and 2,500 square feet, $35.00 for spaces between 2,501 and 5,000 square feet and $25.00 for spaces between 5,001 and 10,000. According to the appraisal, the property’s primary competition consists of the three properties that are detailed in the table 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.
 
 (barclays)
40 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
Competitive Set Summary(1)
 
Property
Year Built / Renovated
Total GLA
Est. 2012 Sales PSF
Est. 2012
Occ.
Proximity
Anchor Tenants
Valley West Mall
1975 / 2003
980,000
 
$425
95.0%
  3 miles
JCPenney, Von Maur, Younkers
Merle Hay Mall
1959 / 2008
1,152,887
 
$250
70.0%
  7 miles
Kohl’s, Target, Sears, Younkers
Southridge Mall
1975 / 2012
880,853
 
$200
70.0%
  11 miles
Des Moines Community College, Hy-Vee, Target, Younkers
Total / Weighted Average
3,013,740
 
$292
78.1%
   
(1)
Per the appraisal.
 
Historical and Current Occupancy(1)
 
2008(2)
2009(2)
2010
2011
2012
TTM(3)
96.7%
96.3%
96.1%
95.0%
93.6%
94.9%
(1)
Historical Occupancies are as of December 31 of each respective year.
(2)
2008 and 2009 occupancies include temporary tenants.
(3)
TTM Occupancy is as of September 30, 2013.
 
Historical Occupancy, In-line Sales and Occupancy Costs
 
 
2010
2011
2012
TTM(1)(2)
In-line Sales PSF(3)(4)
$506
$553
$595
$571
Occupancy Costs(3)(5)
11.6%
10.9%
10.8%
11.5%
(1)
TTM In-line Sales PSF and Occupancy Costs represent the trailing twelve-months ending September 30, 2013.
(2)
TTM Occupancy includes one tenant, Lush Fresh Handmade Cosmetics, occupying 803 square feet, which has executed a lease but is not yet in occupancy. The tenant is expected to take occupancy by May 2014. Excluding this tenant the property is 94.8% occupied.
(3)
In-line Sales PSF and Occupancy Costs are for comparable tenants less than 10,000 square feet.
(4)
In-line Sales PSF excluding Apple were $429, $459, $490 and $470 for 2010, 2011, 2012 and TTM, respectively.
(5)
Occupancy Costs excluding Apple were 13.6%, 13.1%, 13.1% and 13.9% for 2010, 2011, 2012 and TTM, respectively.

Tenant Summary(1)
 
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total NRA
Base
Rent PSF
Sales
PSF(3)
Occupancy
Costs(3)
Lease
Expiration Date
Non-Collateral Anchors
                         
Dillard’s(4)
Ba3 / BB+ / BBB-
197,760
 
N/A
 
N/A
 
N/A
 
N/A
 
N/A
 
Younkers(4)
Caa2 / B- / NA
152,000
 
N/A
 
N/A
 
N/A
 
N/A
 
N/A
 
Scheels All Sports(5)
NA / NA / NA
122,025
 
N/A
 
$2.89
 
$506
 
1.0%
 
7/31/2029
 
Total:
 
471,785
                     
                           
Top 10 Collateral Tenants
                         
Century Theatres(6)(7)
NA / NA / NA
69,914
 
13.9%
 
$20.90
 
$538,645
 
15.7%
 
8/4/2019
 
Barnes & Noble
NA / NA / NA
29,969
 
6.0%
 
$10.84
 
$188
 
5.8%
 
1/31/2015
 
Pottery Barn(8)
NA / NA / NA
11,677
 
2.3%
 
$35.04
 
$350
 
10.0%
 
1/31/2017
 
The Cheesecake Factory
NA / NA / NA
11,141
 
2.2%
 
$35.00
 
$740
 
7.5%
 
1/31/2025
 
Gap/Gap Body
Baa3 / BBB- / BBB-
10,402
 
2.1%
 
$30.00
 
$292
 
19.1%
 
1/31/2016
 
Champps Americana
NA / NA / NA
10,143
 
2.0%
 
$35.49
 
$284
 
13.0%
 
8/31/2019
 
Finish Line
NA / NA / NA
8,559
 
1.7%
 
$34.00
 
$387
 
17.5%
 
2/28/2015
 
Pottery Barn Kids
NA / NA / NA
8,144
 
1.6%
 
$22.17
 
$222
 
10.1%
 
1/31/2017
 
Express
NA / BB / NA
8,090
 
1.6%
 
$26.00
 
$501
 
10.3%
 
1/31/2015
 
Victoria’s Secret
Ba2 / BB+ / BB+
7,947
 
1.6%
 
$26.00
 
$930
 
8.1%
 
1/31/2015
 
(1)
Based on the underwritten rent roll.
(2)
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)
Sales PSF and Occupancy Costs represent sales for the twelve-month period ending September 30, 2013 for all tenants.
(4)
Each tenant owns its own land and improvements and is excluded from the collateral for the Jordan Creek Town Center Whole Loan.
(5)
Scheels All Sports owns its own improvements but ground leases the land from the borrower. Base Rent PSF and Sales PSF are based on the square footage of the tenant owned improvements, and Lease Expiration Date represents the ground lease expiration date.
(6)
Sales PSF reflects sales per screen for Century Theaters. Sales per screen is based on a total of 20 screens.
(7)
Century Theaters pays an annual rent of $1,461,203 and has two, five-year renewal options remaining.
(8)
Pottery Barn pays rent of 10% of gross sales in lieu of base rent. Base Rent PSF represents percentage rent based on trailing twelve month sales as of September 2013.
 
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.
 
 (barclays)
41 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
Lease Rollover Schedule(1)
 
 
Year
Number
of Leases Expiring(2)
Net
Rentable
Area
Expiring(2)
% of
NRA
Expiring
Base Rent Expiring
% of
Base
Rent
Expiring
Cumulative
Net Rentable
Area
Expiring
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
25,601
 
5.1%
 
NAP
 
  NAP
 
25,601
 
5.1%
 
NAP
 
NAP
 
2014 & MTM
8
14,174
 
2.8
 
$715,067
 
   4.3%
 
39,775
 
7.9%
 
$715,067
 
4.3%
 
2015
57
200,628
 
39.9
 
6,557,009
 
39.6
 
240,403
 
47.8%
 
$7,272,076
 
43.9%
 
2016
19
61,152
 
12.2
 
2,069,597
 
12.5
 
301,555
 
59.9%
 
$9,341,673
 
56.4%
 
2017
9
37,352
 
7.4
 
1,273,990
 
7.7
 
338,907
 
67.4%
 
$10,615,664
 
64.1%
 
2018
5
16,263
 
3.2
 
521,870
 
3.2
 
355,170
 
70.6%
 
$11,137,533
 
67.3%
 
2019
4
81,480
 
16.2
 
1,992,266
 
12.0
 
436,650
 
86.8%
 
$13,129,799
 
79.3%
 
2020
6
14,943
 
3.0
 
594,159
 
3.6
 
451,593
 
89.8%
 
$13,723,958
 
82.9%
 
2021
1
875
 
0.2
 
78,313
 
0.5
 
452,468
 
89.9%
 
$13,802,270
 
83.4%
 
2022
6
14,178
 
2.8
 
526,544
 
3.2
 
466,646
 
92.8%
 
$14,328,814
 
86.5%
 
2023
5
12,302
 
2.4
 
643,309
 
3.9
 
478,948
 
95.2%
 
$14,972,124
 
90.4%
 
2024
5
2,629
 
0.5
 
419,975
 
2.5
 
481,577
 
95.7%
 
$15,392,099
 
93.0%
 
2025 & Beyond
4
21,457
 
4.3
 
1,164,753
 
7.0
 
503,034
 
100.0%
 
$16,556,853
 
100.0%
 
Total
129
503,034
 
100.0%
 
$16,556,853
 
100.0%
                 
(1)
Based on the underwritten rent roll.
(2)
Number of leases expiring includes seven tenants with ground leases but excludes the 255,395 square feet of net rentable area leased by such tenants.
 
Operating History and Underwritten Net Cash Flow
 
 
 
2010
2011
2012
TTM(1)
Underwritten
Per Square
Foot
%(2)
Rents in Place(3)
$15,461,953
 
$15,870,605
 
$15,903,104
 
$16,221,071
 
$16,556,853
 
$32.91
 
52.8%
 
Vacant Income
0
 
0
 
0
 
0
 
1,122,435
 
2.23
 
3.6
 
Gross Potential Rent
$15,461,953
 
$15,870,605
 
$15,903,104
 
$16,221,071
 
$17,679,288
 
$35.15
 
56.3%
 
Total Reimbursements
10,465,026
 
11,379,491
 
12,060,574
 
12,746,151
 
13,705,288
 
27.25
 
43.7
 
Net Rental Income
$25,926,979
 
$27,250,096
 
$27,963,678
 
$28,967,222
 
$31,384,576
 
$62.39
 
100.0%
 
(Vacancy/Credit Loss)
14,689
 
(30,124)
 
63,417
 
939
 
(1,977,496)
 
(3.93)
 
(6.3)
 
Other Income(4)
2,503,979
 
2,674,083
 
2,913,392
 
2,993,303
 
2,993,303
 
5.95
 
9.5
 
Effective Gross Income
$28,445,647
 
$29,894,055
 
$30,940,487
 
$31,961,464
 
$32,400,383
 
$64.41
 
103.2%
 
                             
Total Expenses
$10,587,732
 
$10,758,432
 
$11,127,169
 
$11,038,652
 
$11,493,283
 
$22.85
 
35.5%
 
                             
Net Operating Income
$17,857,915
 
$19,135,623
 
$19,813,318
 
$20,922,812
 
$20,907,099
 
$41.56
 
64.5%
 
                             
Total TI/LC, Capex/RR
0
 
0
 
0
 
0
 
899,702
 
1.79
 
2.8
 
Net Cash Flow
$17,857,915
 
$19,135,623
 
$19,813,318
 
$20,922,812
 
$20,007,397
 
$39.77
 
61.8%
 
Average Annual Rent PSF(5)
$33.49
 
$34.19
 
$34.79
 
$35.60
             
(1)
TTM column represents the trailing twelve-month period ending September 30, 2013.
(2)
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)
Underwritten Rents In Place includes one tenant, Lush Fresh Handmade Cosmetics, occupying 803 square feet, which has executed a lease but is not yet in occupancy. The tenant is expected to take occupancy by May 2014.
(4)
Other Income is primarily attributable to temporary tenants, storage, gift card income and trash pad rental.
(5)
Average Annual Rent PSF is based on historical financial statements and leased square footage. Dillard’s, Younkers, Scheels All Sports and vacant space are excluded from the calculation.

Property Management. The property is managed by an affiliate of the sponsor.

Escrows and Reserves. No upfront escrows were taken at origination.

Tax Escrows - The requirement for the borrower to make monthly deposits to the tax escrow is waived so long as no Lockbox Event exists.

A “Lockbox Event” means: (i) the occurrence and continuance of an event of default, (ii) any bankruptcy action of the property manager not dismissed within 90 days or (iii) the DSCR as calculated in the loan documents based on the trailing twelve-month period falls below 1.20x.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow is waived so long as no Lockbox Event exists. In addition, the borrower is not required to make deposits for insurance premiums so long as the borrower provides satisfactory evidence that the property is insured under an acceptable blanket policy.
 
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.
 
 (barclays)
42 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Jordan Creek Town Center
 
Replacement Reserves - The requirement for the borrower to make monthly deposits to the replacement reserve is waived so long as no Lockbox Event exists. Following the occurrence and during the continuance of a Lockbox Event, the borrower is required to deposit $9,998 per month ($0.24 per square foot annually) for replacement reserves. The reserve is subject to a cap of $119,971 ($0.24 per square foot).

TI/LC Reserves - The requirement for the borrower to make monthly deposits into the TI/LC reserve is waived so long as no Lockbox Event exists. Following the occurrence and during the continuance of a Lockbox Event, the borrower is required to deposit $64,975 per month ($1.55 per square foot annually) for TI/LC reserves. The reserve is subject to a cap of $779,703 ($1.55 per square foot).

Lockbox / Cash Management. The loan is structured with a CMA lockbox. At origination, the borrower was required to send tenant direction letters to the tenants at the property instructing them to deposit all rents and payments into the lockbox account. All funds in the lockbox account are returned to an account controlled by the borrower until the occurrence of a Lockbox Event. During a Lockbox Event, all funds on deposit in the lockbox account are swept daily to a segregated cash management account under control of the lender. The lender will have a first priority security interest in the cash management account.

Future Additional Debt. A mezzanine loan may be obtained by the borrower’s affiliates, provided certain terms and conditions are satisfied, including, but not limited to, the following: (i) no event of default exists, (ii) the aggregate LTV of the mortgage and mezzanine loans does not exceed 54.1% based on a recent appraisal, (iii) the DSCR (taking into account the mezzanine loan) as calculated in the loan documents is not less than 1.6398x, (iv) the debt yield (taking into account the mezzanine loan) is not less than 9.3679%; (v) the maturity date of the mezzanine loan will be the same as the final maturity date of the mortgage loan or is freely prepayable from and after the maturity date of the mortgage loan and (vi) after securitization, the borrower is required to deliver a confirmation from the rating agencies that such mezzanine loan will not result in the downgrade, qualification or withdrawal of the current ratings of the certificates as a result of the mezzanine loan. Additionally, the sponsor and certain of its affiliates are permitted to pledge their direct or indirect equity interests in the borrower as part of a corporate financing.  In connection with this financing, the loan documents require, among other things, that the net asset value of the pledgor (together with any other co-borrowers or guarantors) be at least $600 million, and that there be no change in the property management or the property will be managed by a qualified manager, as provided in the loan documents, as a result of the pledge or the exercise of any remedies.
 
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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[THIS PAGE INTENTIONALLY LEFT BLANK]
 
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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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Marriott Anaheim
 
(GRAPHIC)
 
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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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Marriott Anaheim
 
(MAP)
 
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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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Marriott Anaheim
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance(1):
$80,000,000
 
Title:
Fee
Cut-off Date Principal Balance(1):
$80,000,000
 
Property Type-Subtype:(2)
Hotel - Full Service
% of Pool by IPB:
8.4%
 
Net Rentable Area (Rooms):
1,030
Loan Purpose:
Refinance
 
Location:
Anaheim, CA
Borrower:
AMH, LLC
 
Year Built / Renovated:
1981 / 2007
Sponsors:
Tushar Patel and SDRP, LLC
 
Occupancy(3):
72.9%
Interest Rate:
4.78700%
 
Occupancy Date:
12/31/2013
Note Date:
1/31/2014
 
Number of Tenants:
 N/A
Anticipated Repayment Date(4):
2/1/2024
 
2010 NOI(5):
$8,977,550
Interest-only Period:
36 months
 
2011 NOI(5):
$8,977,550
Original Term(6):
120 months
 
2012 NOI(5):
$8,977,550
Original Amortization:
360 months
 
2013 NOI(5):
$8,977,550
Amortization Type:
ARD-IO-Balloon
 
UW Economic Occupancy(3):
72.9%
Call Protection(7):
L(24),Def(90),O(6)
 
UW Revenues:
$8,977,550
Lockbox:
Soft
 
UW Expenses(2):
$0
Additional Debt:
Yes
 
UW NOI:
$8,977,550
Additional Debt Balance:
$30,000,000
 
UW NCF:
$8,977,550
Additional Debt Type:
Pari Passu
 
Appraised Value / Per Room(8):
$170,000,000 / $165,049
     
Appraisal Date:
10/31/2013
         
 
Escrows and Reserves(9)
 
Financial Information(1)
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / Room:
 
$106,796
Taxes:
$0
Springing
N/A  
 
Maturity Date Loan / Room:
 
$94,075
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV(8):
 
64.7%
FF&E Reserves:
$0
Springing
N/A  
 
Maturity Date LTV(8):
 
57.0%
TI/LC:
$0
$0
N/A  
 
UW NCF DSCR:
 
1.30x
Other:
$175,000
Springing
$10,000,000  
 
UW NOI Debt Yield:
 
8.2%
               
 
Sources and Uses
Sources
Proceeds
% of Total
 
Uses
Proceeds
% of Total  
Mortgage Loan(1)
$110,000,000
100.0%
 
Payoff Existing Debt
$61,057,838
55.5%  
       
Return of Equity
47,945,046
43.6  
       
Closing Costs
822,117
0.7  
       
Upfront Reserves
175,000
0.2  
Total Sources
$110,000,000
100.0%
 
Total Uses
$110,000,000
100.0% 
(1)  
Marriott Anaheim is part of a loan evidenced by two pari passu notes with an aggregate original principal balance of $110.0 million. The Financial Information presented in the chart above reflects the Cut-Off Date balance of the $110.0 million Marriott Anaheim Whole Loan.
(2)  
The fee property is operated under a long term lease with Marriott Hotel Services, Inc. (“Marriott”), a wholly owned subsidiary of Marriott International, Inc., with a fully extended maturity of December 29, 2056, which commenced on February 10, 1981. The lease is a net lease requiring Marriott to pay all real estate taxes, insurance, utilities and all other operating and maintenance costs.
(3)  
Occupancy and UW Economic Occupancy represents the occupancy of the underlying hotel operations which do not serve as collateral for the loan.
(4)  
The loan is structured with an anticipated repayment date (“ARD”) of February 1, 2024. In the event that the loan is not paid off on or before the ARD, the borrower is required to make monthly payments to the lender of interest in the amount of the monthly debt service payment at the initial interest rate and additional interest will accrue at the difference between the initial interest rate and an amount that is the greater of (i) 3.0% plus the initial interest rate and (ii) 5.0% plus the then current 10-year swap rate. The final maturity date of the loan is February 1, 2029.
(5)  
Historic NOI represents the lease payments received by the borrower.
(6)  
Represents the Original Term to the ARD.
(7)  
The lockout period will be at least 24 payment dates beginning with and including the first payment date of March 1, 2014. Defeasance of the full $110.0 million Marriott Anaheim Whole Loan is permitted after the date that is the earlier to occur of (i) two years from the closing date of the securitization that includes the pari passu note and (ii) March 1, 2018.
(8)  
Appraised Value is based on the leased-fee interest. The appraised value for the fee interest is approximately $214.6 million resulting in a Cut-off Date LTV of 51.3% and Maturity Date LTV of 45.2%.
(9)  
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” 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.
 
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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Marriott Anaheim
 
The Loan. The Marriott Anaheim loan is secured by a first mortgage lien on the fee interest in a 1,030-room full service Marriott hotel located in Anaheim, California. The whole loan has an outstanding principal balance of $110.0 million (the “Marriott Anaheim Whole Loan”), which is comprised of two pari passu notes, Note A-1 and Note A-2. Note A-1 has an outstanding principal balance as of the Cut-off Date of $80.0 million and is being contributed to the JPMBB 2014-C18 Trust. Note A-2, with an outstanding principal balance as of the Cut-off Date of $30.0 million, is currently held by JPMCB and is expected to be contributed to a future securitized trust. The holder of Note A-1 (the “Marriott Anaheim Controlling Noteholder”) will be the Trustee of the JPMBB 2014-C18 Trust (or, prior to the occurrence and continuance of a Control Event, the Directing Certificateholder) and will be entitled to exercise all of the rights of the Marriott Anaheim Controlling Noteholder with respect to the Marriott Anaheim Whole Loan; however, the holder of Note A-2 will be entitled, under certain circumstances, to be consulted with respect to certain major decisions. The loan is structured with an anticipated repayment date of February 1, 2024, and a final maturity date of February 1, 2029. Subsequent to a 36-month interest-only period, the loan amortizes on a 30-year schedule. The previously existing debt was securitized in the MSC 2004-IQ8 transaction.

The Borrower. The borrowing entity for the loan is AMH, LLC, a Delaware limited liability company and special purpose entity.

The Sponsors. The loan’s sponsors and nonrecourse carve-out guarantors are Tushar Patel and SDRP, LLC. Mr. Patel is the founder and chairman of Tarsadia Hotels and Tarsadia Investments. Established in 1976, Tarsadia Investments is a Newport Beach, California based real estate and investment company. Tarsadia Investments currently manages approximately $2.0 billion in capital focused in real estate, health care, financial services, clean technology and alternative investments. Tushar Patel’s liability under the carve-out guaranty is capped at $50,000,000 plus any related collection costs and expenses.

Operating Lease. The Marriott Anaheim property is operated under a lease between the borrower, as lessor, and Marriott (the “Operating Lease”), a wholly-owned subsidiary of Marriott International, Inc. (NYSE: MAR) (rated Baa2/BBB/BBB by Moody’s, S&P and Fitch, respectively), as lessee. Marriott International, Inc. is an operator and franchisor of hotels and related lodging facilities worldwide. Marriott International, Inc. operates or franchises over 3,800 lodging properties worldwide.

The Operating Lease commenced in February 1981 and had an initial maturity in 2006, at which time Marriott chose to exercise the first of two 25-year extensions, resulting in an expiration of December 2031. Marriott has one additional 25-year renewal option remaining, resulting in a fully extended maturity date of December 29, 2056. The Operating Lease is a net lease requiring Marriott to pay all real estate taxes, insurance, utilities and all other operating and maintenance costs. Under the Operating Lease, Marriott makes rent payments to the borrower in an amount equal to 10.0% of the sponsor’s investment in the property, currently equating to $8,977,550 per year. The fixed payment has the potential to increase if the sponsor invests additional capital to upgrade the property. The loan documents permit the borrower to terminate the Operating Lease for monetary defaults without triggering an event of default or any recourse liability.

Since acquiring the property in 1999, the sponsor has invested approximately $39.2 million for renovations including a $26.9 million renovation between 2000-2003, which included renovating the property’s guestrooms and improvements to the property’s lobby and public areas. Additionally, in 2007, Marriott invested approximately $25.4 million for capital improvements which included the addition of a 25,410 square foot ballroom and other upgrades to the conference and meeting spaces.

The Property. The Marriott Anaheim loan is secured by the fee interest in a 1,030-guest room, full-service hotel situated on approximately 14.5 acres located immediately adjacent to the Anaheim Convention Center and approximately two blocks from the Disneyland Resort in Orange County, California. The property originally opened in 1981, and is comprised of six buildings, including a 19-story tower and a 17-story tower that house the majority of the guestrooms, a five-level, above-grade parking structure and a surface parking area which, combined, total 1,335 parking spaces. The property includes five restaurants, approximately 80,000 square feet of meeting space, a fitness center and an outdoor swimming pool.

The property is located in downtown Anaheim, California, adjacent to multiple local demand generators and area attractions including Disneyland, Disney’s California Adventure, the 945,000 square foot Anaheim Convention Center, Knott’s Berry Farm and Angel Stadium of Anaheim, home of major league baseball’s Los Angeles Angels of Anaheim. In 2012, Disneyland attracted approximately 16.0 million visitors, while the Anaheim Convention Center, which completed a 100,000 square foot expansion in 2013, attracted another 1.2 million visitors. According to the appraisal, the property generated approximately 63% of its room nights from meeting and group business. There are several new hotels under construction, but according to the appraisal none of the new supply is expected to be directly competitive with the 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.
 
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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Marriott Anaheim
 
Historical Occupancy, ADR, RevPAR
 
 
Competitive Set(1)
 
Marriott Anaheim(2)
 
Penetration Factor(3)
 
 Year
Occupancy
ADR
RevPAR
Occupancy
ADR
RevPAR
Occupancy
ADR
RevPAR
2010
64.2%
$120.89
$77.60
66.1%
$136.20
$90.04
103.0%
112.7%
116.0%
2011
66.7%
$124.10
$82.82
66.2%
$137.61
$91.07
  99.2%
110.9%
110.0%
2012
70.5%
$126.70
$89.36
71.7%
$137.11
$98.37
101.8%
108.2%
110.1%
2013
73.5%
$132.78
$97.56
72.9%
$141.74
$103.33
  99.2%
106.7%
105.9%
(1)  
Data provided by Smith Travel Research. The competitive set contains the following properties: Sheraton Hotel Anaheim, Hilton Anaheim, Sheraton Park Hotel at the Anaheim Resort, Hyatt Regency Orange County and Crowne Plaza Resort Anaheim Garden Grove.
(2)  
Based on operating statements provided by the borrower.
(3)  
Penetration Factor is calculated based on data provided by Smith Travel Research for the competitive set and borrower provided operating statements for the property.
 
Competitive Hotels Profile(1)
 
       
2012 Estimated Market Mix
 
2013 Estimated Operating Statistics
 
Property
Rooms
Year Built
Meeting Space (SF)
Transient
Meeting & Group
Leisure
Occupancy
ADR
RevPAR
Marriott Anaheim
1,030     
1981
78,193    
37%
63%
0%
 72.9%
$141.74     
$103.33    
Hilton Anaheim
1,572     
1984
100,000    
45%
55%
0%
78% 
$143.00     
$111.54    
Sheraton Park Hotel @ The Anaheim Resort
490     
1966
28,500    
60%
40%
0%
76% 
$133.00     
$101.08    
Sheraton Hotel Anaheim
489     
1969
19,392    
80%
20%
0%
55% 
$130.00     
$71.50    
Crowne Plaza Resort Anaheim Garden Grove
376     
2000
36,000    
70%
30%
0%
77% 
$98.00     
$75.46    
Hyatt Regency Orange County
653     
1986
51,201    
55%
45%
0%
77% 
$140.00     
$107.80    
Total(2)
3,580     
       
 
 
 
(1)  
Based on the appraisal.
(2)  
Excludes the subject property.

Operating History and Underwritten Net Cash Flow(1)
 
 
2010
2011
2012
2013
Per Room(2)
% of Total
Revenue(3)
Occupancy
66.1%
66.2%
71.7%
72.9%
       
ADR
$136.20
$137.61
$137.11
$141.74
       
RevPAR
$90.04
$91.07
$98.37
$103.33
       
                 
Room Revenue
$33,756,658
$34,143,067
$36,880,518
$39,151,975
$38,012
 
55.6%
 
Food and Beverage
22,588,076
22,542,835
24,794,217
25,401,972
24,662
 
36.1
 
Other Department Revenues
5,262,393
5,183,107
5,608,982
5,852,728
5,682
 
8.3
 
Total Revenue
$61,607,127
$61,869,009
$67,283,717
$70,406,675
$68,356
 
100.0%
 
                 
Room Expense
$11,201,069
$10,635,278
$11,947,005
$12,781,957
$12,410
 
32.6%
 
Food and Beverage Expense
16,689,018
16,458,919
17,671,800
18,656,382
18,113
 
73.4
 
Other Departmental Expenses
2,364,219
2,463,990
2,659,731
2,738,295
2,659
 
46.8
 
Departmental Expenses
$30,254,306
$29,558,187
$32,278,536
$34,176,634
$33,181
 
48.5%
 
                 
Departmental Profit
$31,352,821
$32,310,822
$35,005,181
$36,230,041
$35,175
 
51.5%
 
                 
Operating Expenses
$15,434,431
$15,228,823
$16,735,358
$17,899,519
$17,378
 
25.4%
 
Gross Operating Profit
$15,918,390
$17,081,999
$18,269,823
$18,330,522
$17,797
 
26.0%
 
                 
Fixed Expenses
$3,003,570
$2,991,692
$3,271,027
$3,272,976
$3,178
 
4.6%
 
FF&E(4)
3,080,449
3,093,471
3,364,252
3,520,334
3,418
 
5.0
 
Total Other Expenses
$6,084,019
$6,085,163
$6,635,279
$6,793,310
$6,595
 
9.6%
 
                 
Net Operating Income
$9,834,371
$10,996,836
$11,634,544
$11,537,212
$11,201
 
16.4%
 
Operating Lease Payment
8,977,550
8,977,550
8,977,550
8,977,550
8,716
 
12.8
 
Net Cash Flow
$856,821
$2,019,286
$2,656,994
$2,559,662
$2,485
 
3.6%
 
(1)  
The information provided in the table reflects the cash flow from operations of the hotel.
(2)  
Per Room values based on 1,030 guest rooms.
(3)  
% of Total Revenue column for Room Expense, Food and Beverage Expense and Other Departmental Expenses is based on their corresponding revenue line item.
(4)  
Marriott is required to reserve 5.0% of Total Revenue per year, subject to a cap of $7.6 million. In 2013, the balance in the FF&E reserve reached the cap, however the 2013 FF&E includes 5.0% of Total Revenue for illustrative purposes.
 
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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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Marriott Anaheim
 
Casualty and Condemnation. In connection with a casualty where the property is destroyed or substantially damaged during the term of the Operating Lease, Marriott is obligated to restore the property to the extent of available insurance proceeds. To the extent that restoration is prevented due to applicable laws or if the hotel is substantially damaged during the last two years of the lease term, Marriott is not required to restore the property.  In those circumstances, Marriott is entitled to a portion of the insurance proceeds in an amount sufficient to reimburse it for the value of its leasehold interest, provided that the borrower receives the value of its initial investment in the property plus any contributions made by the borrower to the property improvement escrow or capital improvements paid for by the borrower, as depreciated in accordance with GAAP.  Pursuant to the loan documents, the borrower is required to insure the property in an amount not less than the replacement cost of the property.

Property Management. The hotel is managed by Marriott Hotel Services, Inc., which is an affiliate of Marriott International, Inc.

Purchase Option. Marriott may request that the borrower make additional contributions for FF&E and/or repairs to the extent Marriott’s annual budget for such items exceeds available funds held in reserve.  In connection with the request, Marriott is required to deliver documents and data describing the scope and estimated costs of the proposed FF&E and/or repairs.  If the borrower agrees to make the additional contribution, its percentage share of the costs is 62.5% (with Marriott being responsible for the remaining 37.5%).  If the borrower does not agree to make the additional contribution, Marriott can either make the proposed FF&E and/or repairs from its own funds, or purchase the property for a price determined pursuant to the Operating Lease (currently estimated to be approximately $101.3 million).  The loan is fully recourse to the borrower and sponsor (subject to a $50 million aggregate cap) if Marriott exercises the purchase option, unless the loan is defeased in full or Marriott assumes the loan, in each case in accordance with the Loan documents.

Escrows and Reserves. At origination, the borrower was required to deposit into escrow $175,000 for immediate repairs.

Tax Escrows - The requirement for the borrower to make monthly deposits to the tax escrow is waived so long as no event of default exists and the borrower provides satisfactory evidence that the taxes have been paid.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow is waived so long as no event of default exists and the borrower provides satisfactory evidence that the property is insured as part of a blanket policy in accordance with the loan documents.

FF&E Reserve - The requirement for the borrower to make monthly deposits to the FF&E reserve is waived so long as Marriott is the hotel operator. If Marriott is no longer the hotel operator, the borrower is required to escrow a monthly amount equal to 5.0% of gross income for the calendar month two months prior to the payment date for FF&E. Upon the occurrence of an event of default, the borrower is also required to deposit all amounts on deposit for FF&E under the Operating Lease with the lender.

Operating Reserve - At anytime during the loan if the operating revenue from hotel operations, based on a trailing twelve month basis, falls below the lease payment owed to the borrower, the borrower will be required to escrow $208,334 on a monthly basis, ($2.5 million annually). The reserve will be capped at $10.0 million.

Lockbox / Cash Management. The loan is structured with a soft lockbox and in-place cash management. The borrower and property manager are required to deposit all rents and payments into the lockbox account controlled by the lender. All funds in the lockbox account are swept daily to a cash management account under the control of the lender and disbursed during each interest period of the loan term in accordance with the loan documents. To the extent (i) there is an event of default under the loan documents, (ii) the borrower, principal or Marriott (subject to certain qualifications set forth in the loan documents) becomes the subject of a bankruptcy, insolvency or similar action, (iii) the Operating Lease is terminated or amended without the lenders consent (to the extent lender’s consent is required) or (iv) the loan is still outstanding one month prior to the anticipated repayment date, all excess cash flow will be held as additional collateral for the 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.
 
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Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
(graphic)
 
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.
 
 (barclays)
51 of 118
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Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
(map)
 
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.
 
 (barclays)
52 of 118
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Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Portfolio
Original Principal Balance:
$56,000,000
 
Title:
Fee
Cut-off Date Principal Balance:
$56,000,000
 
Property Type - Subtype:
Retail - Various
% of Pool by IPB:
5.8%
 
Net Rentable Area (SF):
1,001,091
Loan Purpose:
Refinance
 
Location:
Various
Borrower:
Waterstone Southeast Portfolio LLC
 
Year Built / Renovated:
Various / Various
Sponsors:
Neal S. Shalom and Joshua Levy
 
Occupancy(1):
89.9%
Interest Rate:
5.43710%
 
Occupancy Date:
10/1/2013
Note Date:
12/24/2013
 
Number of Tenants(1):
115
Maturity Date:
1/1/2024
 
2010 NOI:
$4,499,299
Interest-only Period:
24 months
 
2011 NOI:
$4,801,600
Original Term:
120 months
 
2012 NOI:
$4,821,740
Original Amortization:
360 months
 
TTM NOI (as of 9/2013):
$5,310,656
Amortization Type:
IO-Balloon
 
UW Economic Occupancy:
86.0%
Call Protection:
L(25),Grtr1%orYM(92),O(3)
 
UW Revenues:
$8,700,290
Lockbox:
Hard
 
UW Expenses:
$2,843,271
Additional Debt:
Yes
 
UW NOI(2)(3):
$5,857,018
Additional Debt Balance:
$10,000,000
 
UW NCF:
$5,389,350
Additional Debt Type:
Mezzanine Loan
 
Appraised Value / Per SF:
$80,775,000  / $81
     
Appraisal Date:
November 2013
         
 
Escrows and Reserves(4)
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$56
Taxes:
$35,078
$88,817
N/A 
 
Maturity Date Loan / SF:
$49
Insurance:
$0
Springing
N/A 
 
Cut-off Date LTV:
69.3%
Replacement Reserves:
$18,353
$18,353
$660,720 
 
Maturity Date LTV:
60.6%
TI/LC:
$1,250,000
Springing
$1,250,000 
 
UW NCF DSCR:
1.42x
Other:
$1,409,390
$0
N/A 
 
UW NOI Debt Yield:
10.5%
             
 
Sources and Uses
Sources
Proceeds
% of Total
 
Uses
Proceeds
% of Total   
Mortgage Loan
$56,000,000
84.1%
 
Payoff Existing Debt
$60,394,357
90.7%  
Mezzanine Loan
10,000,000
15.0
 
Closing Costs
3,446,816
5.2  
Sponsor Equity
553,994
0.8
 
Upfront Reserves
2,712,821
4.1  
Total Sources
$66,553,994
100.0%
 
Total Uses
$66,553,994
100.0%  
(1)  
Occupancy includes 20 month to month tenants totaling 35,792 square feet (3.6% of the net rentable area) that have been in occupancy of their respective spaces for an average of approximately 12 years.
(2)  
UW NOI is higher than historical NOI primarily due to 11 recently executed leases with start dates in 2013 or 2014, totaling 114,504 square feet, which account for $748,221 of underwritten rent.
(3)  
UW NOI includes rent from Planet Fitness and Dunkin Donuts, which have signed leases at Converse Plaza and Oak Forest, respectively, but have not yet commenced paying rent. The tenants are required to start paying rent in June 2014 and March 2014, respectively.
(4)  
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.
 
The Loan. The Waterstone Retail Portfolio loan has an outstanding principal balance of $56.0 million and is secured by a first mortgage lien on a portfolio of 15 retail properties totaling approximately 1.0 million square feet that are located in South Carolina, Florida, Massachusetts, Alabama and North Carolina. The loan has a 10-year term, and subsequent to a 24-month interest-only period, amortizes on a 30-year schedule.

Thirteen of the fifteen assets in the portfolio were previously encumbered with debt originated by Anglo Irish Bank, which was acquired by a third party in 2011 as part of a portfolio sale. The sponsors negotiated a settlement agreement to pay off the debt on the 13 properties at a discount. The outstanding balance of the debt secured by the 13 properties was approximately $57.3 million and the negotiated payoff amount was approximately $52.8 million, resulting in a discount of approximately $4.5 million. The two remaining properties in the portfolio were previously encumbered with debt held by balance sheet lenders and were paid off at par.
 
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.
 
 (barclays)
53 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
The Borrower. The borrowing entity for the loan is Waterstone Southeast Portfolio LLC, a Delaware limited liability company and special purpose entity.

The Sponsors. The loan’s sponsor and nonrecourse carve-out guarantors are Neal S. Shalom and Joshua Levy. Mr. Shalom and Mr. Levy are principals and co-founders of Waterstone Retail. Waterstone Retail is a national real estate development, acquisition and management company specializing in the creation and repositioning of shopping centers throughout the United States. Waterstone Retail was formed in 2005 and currently has a portfolio of 35 properties totaling approximately 4.3 million square feet. Affiliates of the sponsors acquired the properties in 2005 and 2007 and have a current cost basis of approximately $77.2 million.

The Properties. The Waterstone Retail Portfolio is backed by a 15-property portfolio of anchored, grocery anchored and unanchored retail properties totaling approximately 1.0 million square feet that are located across five states. Ten of the assets are located in South Carolina, two in Florida and the three remaining assets are located in Massachusetts, Alabama and North Carolina.

The largest geographic concentration is in Spartanburg, South Carolina, which is located approximately 75 miles southwest of Charlotte, North Carolina. In total, eight assets are located in Spartanburg and represent approximately 39.0% of the portfolio’s net rentable area and 46.7% of the portfolio’s allocated loan amount. Spartanburg County is the fourth largest county by population in the state. Spartanburg County is home to over eighty international firms including BMW, Adidas and Michelin. The BMW manufacturing complex in Spartanburg County is the largest employer in the county. The complex employs approximately 7,000 people and serves as a business generator attracting support companies, suppliers and vendors. The plant is the company’s only manufacturing facility in the United States and is the sole producer of the X Series of BMW vehicles which are exported to more than 130 countries.

The portfolio is currently 89.9% leased by 115 tenants. The portfolio’s largest tenant is Bi-Lo/Winn-Dixie which leases space at five locations within the portfolio and occupies 21.8% of the portfolio’s net rentable area. Bi-Lo filed for bankruptcy in March 2009 and subsequently emerged from bankruptcy in May 2010. Bi-Lo and Winn-Dixie are controlled by Southeastern Grocers Inc. Southeastern Grocers Inc. is one of the ten largest conventional supermarket operators in the United States based on their number of stores with a focus on the southeastern portion of the country. Southeastern Grocers Inc. operates 684 stores and reported sales of approximately $8.5 billion in 2012. Other major tenants include Beall’s and Big Lots, neither of which occupy more than 9.0% of the portfolio’s net rentable area.

The largest property by allocated loan amount is Converse Plaza. Converse Plaza is a 77,056 square foot grocery anchored neighborhood retail center located in Spartanburg, South Carolina. The property consists of three single-story buildings that were constructed in 1987 and were expanded and renovated in 1989 and 2012. The property is currently 93.3% leased by nine tenants and is anchored by The Fresh Market and Planet Fitness. The second largest property by allocated loan amount is Parkmore Plaza. Parkmore Plaza is a 159,093 square foot neighborhood retail center located in Milton, Florida. The property consists of one single-story building that was constructed in 1986. Parkmore Plaza is currently 98.7% leased by 11 tenants and is anchored by Beall’s and Big Lots. No other property accounts for more than 9.8% of the allocated loan amount.

Portfolio Summary
Property
Location
Net
Rentable
Area (SF)
Year
Built
Allocated
Loan
Amount
% of
Allocated
Loan
Amount
Appraised
Value
Underwritten
Net Cash
Flow
% of
Underwritten
 Net Cash Flow
 Converse Plaza
Spartanburg, SC
77,056  
1987
$7,700,000
 
13.8
$7,700,000
 
$579,344
 
10.7%
 Parkmore Plaza
Milton, FL
159,093  
1986
6,700,000
 
12.0
 
9,550,000
 
730,293
 
13.6
 Oak Forest
Spartanburg, SC
78,304  
1987
5,500,000
 
9.8
 
7,900,000
 
505,133
 
9.4
 Pine Belt Plaza
Columbia, SC
77,665  
1997
5,250,000
 
9.4
 
7,425,000
 
569,033
 
10.6
 Spring Valley Commons
Columbia, SC
75,415  
1988
4,550,000
 
8.1
 
6,075,000
 
466,864
 
8.7
 Carver Marketplace
Carver, MA
74,152  
1990
4,500,000
 
8.0
 
8,200,000
 
430,021
 
8.0
 Westgate Plaza
Mobile, AL
64,980  
1974
3,900,000
 
7.0
 
5,000,000
 
408,854
 
7.6
 Fernwood Plaza
Spartanburg, SC
51,537  
1978
3,800,000
 
6.8
 
5,200,000
 
385,960
 
7.2
 Beaumont Plaza
Spartanburg, SC
60,002  
1991
3,400,000
 
6.1
 
6,200,000
 
247,778
 
4.6
 Shelby Plaza
Shelby, NC
103,200  
1972
3,200,000
 
5.7
 
4,400,000
 
369,604
 
6.9
 North Town Center
Spartanburg, SC
55,687  
1988
2,300,000
 
4.1
 
4,200,000
 
214,385
 
4.0
 Reidville Circle Center
Spartanburg, SC
30,363  
1985
2,000,000
 
3.6
 
3,650,000
 
177,850
 
3.3
 Pensacola Plaza
Pensacola, FL
56,098  
1984
1,750,000
 
3.1
 
2,400,000
 
175,503
 
3.3
 Cleveland Village
Spartanburg, SC
18,000  
1988
800,000
 
1.4
 
1,250,000
 
66,306
 
1.2
 Merchant's Plaza
Spartanburg, SC
19,539  
1989
650,000
 
1.2
 
1,625,000
 
62,420
 
1.2
Total
 
1,001,091  
 
$56,000,000
 
100.0
$80,775,000
 
$5,389,350
 
100.0%
 
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.
 
 (barclays)
54 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
Historical and Current Occupancy(1)
 
  Property
Net Rentable
Area (SF)
2008
2009
2010
2011
2012
Current(2)       
 
  Converse Plaza(3)
77,056
24.6%
19.8%
19.8%
21.9%
19.8%
93.3%
 
  Parkmore Plaza
159,093
98.7%
98.7%
98.7%
97.9%
97.9%
98.7%
 
  Oak Forest
78,304
92.7%
90.7%
92.5%
92.4%
87.7%
89.0%
 
  Pine Belt Plaza
77,665
85.3%
83.7%
86.8%
85.5%
94.9%
88.2%
 
  Spring Valley Commons
75,415
94.2%
96.8%
87.9%
87.9%
84.2%
82.1%
 
  Carver Marketplace
74,152
84.5%
79.4%
77.3%
71.5%
92.2%
92.2%
 
  Westgate Plaza
64,980
95.7%
100.0%
100.0%
100.0%
100.0%
100.0%
 
  Fernwood Plaza
51,537
90.5%
90.5%
92.5%
95.3%
100.0%
98.0%
 
  Beaumont Plaza(4)
60,002
97.7%
18.5%
14.5%
100.0%
94.0%
94.0%
 
  Shelby Plaza
103,200
91.3%
83.5%
83.5%
83.5%
83.5%
90.3%
 
  North Town Center
55,687
78.1%
80.3%
80.3%
78.1%
97.9%
78.1%
 
  Reidville Circle Center
30,363
68.0%
68.0%
75.8%
72.4%
63.4%
64.4%
 
  Pensacola Plaza
56,098
100.0%
91.4%
91.4%
91.4%
91.4%
91.4%
 
  Cleveland Village(5)
18,000
88.3%
93.3%
85.0%
85.0%
85.0%
65.0%
 
  Merchant's Plaza(6)
19,539
92.6%
78.6%
92.8%
92.8%
92.8%
57.1%
 
Total / Weighted Average
1,001,091
86.3%
79.7%
79.5%
84.0%
86.2%
89.9%
 
(1)  
Historical occupancy as of December of each respective year.
(2)  
Current Occupancy as of October 2013.
(3)  
The sponsors acquired Converse Plaza in 2007 when the majority of the center was vacant and the only major tenant was a six screen movie theater. The sponsors demolished the movie theater and built a new space for Fresh Market in 2013 and were able to lease another larger portion of the center to Planet Fitness.
(4)  
A portion of Beaumont Plaza was formerly leased to Bi-Lo but the store was closed in 2009 as part of Bi-Lo’s restructuring due to the store’s proximity to another Bi-Lo at North Town Center. The sponsors re-leased the space to the County of Spartanburg which relocated their Department of Social Services, Veteran’s Affairs and Clemson University Extension Services to the property. The county took occupancy in 2011 and signed a 20-year lease.
(5)  
The decrease in occupancy at Cleveland Village from 2012 to Current is a result of Divine Beauty, a 3,600 square foot tenant being underwritten as vacant. The tenant had a lease expiration of December 31, 2013, however, they are in still in occupancy and are currently negotiating a lease renewal.
(6)  
The decrease in occupancy at Merchant’s Plaza from 2012 to Current is the result of two tenants totaling 6,983 square feet that vacated in March and August of 2013, respectively.
 
Anchor Summary
 
Property
Property Type
Anchor Tenant
2010 
Sales PSF 
2011 
Sales PSF 
2012 
Sales PSF 
2012
Occupancy Cost
  Anchor   Expiration
Converse Plaza(1)
Grocery Anchored
The Fresh Market
NAV
 
NAV
 
NAV
 
NAV
 
1/31/2023
Parkmore Plaza
Anchored
Beall’s
$79
 
$72
 
$70
 
10.0%
 
9/12/2016
Oak Forest
Grocery Anchored
Bi-Lo
$402
 
$460
 
$475
 
1.4%
 
8/31/2018
Pine Belt Plaza
Grocery Anchored
Food Lion
$249
 
$243
 
$228
 
4.4%
 
4/15/2017
Spring Valley Commons
Grocery Anchored
Bi-Lo
$234
 
$253
 
$251
 
5.2%
 
12/31/2023
Carver Marketplace
Anchored
USA Fitness
NAV
 
NAV
 
NAV
 
NAV
 
2/28/2022
Westgate Plaza
Grocery Anchored
Winn-Dixie
$384
 
NAV
 
$388
 
2.5%
 
7/31/2015
Fernwood Plaza
Grocery Anchored
Bi-Lo
$253
 
$264
 
$262
 
4.1%
 
12/31/2023
Beaumont Plaza
Anchored
Spartanburg County, DSS
NAV
 
NAV
 
NAV
 
NAV
 
7/31/2031
Shelby Plaza
Anchored
Tractor Supply Company
$178
 
NAV
 
$200
 
2.9%
 
4/30/2018
North Town Center
Grocery Anchored
Bi-Lo
$222
 
$228
 
$229
 
3.4%
 
1/31/2019
Reidville Circle Center
Unanchored
-
-
 
-
 
-
 
-
 
-
Pensacola Plaza
Anchored
Cost Plus
NAV
 
NAV
 
NAV
 
NAV
 
8/31/2023
Cleveland Village
Unanchored
-
-
 
-
 
-
 
-
 
-
Merchant's Plaza
Unanchored
-
-
 
-
 
-
 
-
 
-
   (1)  
The Fresh Market opened in January 2013 after moving from another property in the local market.
 
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.
 
 (barclays)
55 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
Tenant Summary(1)
 
Tenant
Number of
Locations
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total NRA
Base Rent
PSF
(3)
 Lease
 Expiration Date
Bi-Lo / Winn-Dixie(4)
5
NA / NA / NA
218,626
 
21.8%
 
$7.26
 
Various    
Beall's
1
NA / NA / NA
90,425
 
9.0%
 
$5.00
 
9/12/2016    
Big Lots(5)
2
NA / NA / NA
79,968
 
8.0%
 
$3.66
 
Various    
Spartanburg County, DSS(6)
1
NA / NA / NA
47,722
 
4.8%
 
$6.35
 
7/31/2031    
Cost Plus
1
NA / NA / NA
42,848
 
4.3%
 
$3.48
 
8/31/2023    
Planet Fitness(7)
2
NA / NA / NA
42,250
 
4.2%
 
$5.15
 
Various    
Food Lion
1
Baa3 / NA / NA
33,000
 
3.3%
 
$7.88
 
4/15/2017    
USA Fitness
1
NA / NA / NA
27,950
 
2.8%
 
$7.18
 
2/28/2022    
Tractor Supply Company
1
NA / NA / NA
26,000
 
2.6%
 
$4.66
 
4/30/2018    
Family Dollar(8)
3
Baa3 / NA / NA
23,050
 
2.3%
 
$6.15
 
Various    
(1)  
Based on the underwritten rent roll.
(2)  
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)  
Base Rent PSF reflects the average underwritten rent for all of the tenants in cases where a tenant has leases at multiple properties.
(4)  
Bi-Lo / Winn-Dixie is a tenant at five of the properties within the portfolio (Oak Forest, Spring Valley Commons, Westgate Plaza, Fernwood Plaza and North Town Center) with lease expiration dates of August 2018, December 2023, July 2015, December 2023 and January 2019, respectively.
(5)  
Big Lots is a tenant at two of the properties within the portfolio (Parkmore Plaza and Shelby Plaza) with lease expiration dates of January 2019 and January 2017, respectively.
(6)  
Spartanburg County, DSS may terminate its lease due to lack of government appropriations.
(7)  
Planet Fitness is a tenant at two of the properties within the portfolio (Converse Plaza and Shelby Plaza) with lease expiration dates of June 2024 and July 2020, respectively. Planet Fitness has not yet commenced paying rent under its lease at Converse Plaza.
(8)  
Family Dollar is a tenant at three of the properties within the portfolio (Pine Belt Plaza, Beaumont Plaza and Pensacola Plaza) with lease expiration dates of December 2017, December 2015 and December 2015, respectively.
 
Lease Rollover Schedule(1)
 
 
Year
Number
of Leases Expiring
Net
Rentable
Area
Expiring
% of
NRA
Expiring
Base Rent
Expiring
% of Base
Rent
Expiring
Cumulative
Net
Rentable
Area
Expiring
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
101,553
 
10.1
NAP
 
NAP
 
101,553
 
10.1%
 
NAP
 
NAP
 
2014 & MTM(2)
37
69,251
 
6.9
 
$691,682
 
10.6
170,804
 
17.1%
 
$691,682
 
10.6%
 
2015
20
99,968
 
10.0
 
763,471
 
11.7
 
270,772
 
27.0%
 
$1,455,153
 
22.4%
 
2016
17
133,505
 
13.3
 
809,942
 
12.4
 
404,277
 
40.4%
 
$2,265,095
 
34.8%
 
2017
14
117,232
 
11.7
 
908,568
 
14.0
 
521,509
 
52.1%
 
$3,173,663
 
48.8%
 
2018
10
98,132
 
9.8
 
740,770
 
11.4
 
619,641
 
61.9%
 
$3,914,433
 
60.1%
 
2019
3
94,986
 
9.5
 
515,409
 
7.9
 
714,627
 
71.4%
 
$4,429,842
 
68.1%
 
2020
2
14,550
 
1.5
 
93,525
 
1.4
 
729,177
 
72.8%
 
$4,523,367
 
69.5%
 
2021
2
5,481
 
0.5
 
112,502
 
1.7
 
734,658
 
73.4%
 
$4,635,869
 
71.2%
 
2022
3
37,150
 
3.7
 
302,681
 
4.7
 
771,808
 
77.1%
 
$4,938,550
 
75.9%
 
2023
5
152,061
 
15.2
 
1,118,723
 
17.2
 
923,869
 
92.3%
 
$6,057,273
 
93.1%
 
2024
1
29,500
 
2.9
 
147,500
 
2.3
 
953,369
 
95.2%
 
$6,204,773
 
95.3%
 
2025 & Beyond
1
47,722
 
4.8
 
303,035
 
4.7
 
1,001,091
 
100.0%
 
$6,507,808
 
100.0%
 
Total
115
1,001,091
 
100.0
$6,507,808
 
100.0
               
(1)  
Based on the underwritten rent roll.
(2)  
The portfolio currently has 20 month to month tenants totaling 35,792 square feet (3.6% of the net rentable area) that have been in occupancy of their respective spaces for an average of approximately 12 years.
 
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.
 
 (barclays)
56 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
Operating History and Underwritten Net Cash Flow
 
 
  2010
  2011
  2012
  TTM(1)
Underwritten
    Per Square
    Foot
%(2)
Rents in Place(3)(4)
$5,388,333
$5,718,594
$5,840,364
$6,244,022
$6,507,805
$6.50
64.3
Vacant Income
0
0
0
0
1,141,556
1.14
11.3
 
Gross Potential Rent
$5,388,333
$5,718,594
$5,840,364
$6,244,022
$7,649,361
$7.64
75.6
Total Reimbursements
1,610,060
1,620,330
1,519,031
1,658,362
2,470,038
2.47
24.4
 
Net Rental Income
$6,998,393
$7,338,924
$7,359,395
$7,902,384
$10,119,399
$10.11
100.0
(Vacancy/Credit Loss)
0
0
0
0
(1,419,109)
(1.42)
(14.0
Other Income
3,289
24,934
55,412
14,360
0
0.00
0.0
 
Effective Gross Income
$7,001,682
$7,363,858
$7,414,807
$7,916,744
$8,700,290
$8.69
86.0
                 
Total Expenses
$2,502,383
$2,562,258
$2,593,067
$2,606,088
$2,843,271
$2.84
32.7
                 
Net Operating Income
$4,499,299
$4,801,600
$4,821,740
$5,310,656
$5,857,018
$5.85
67.3
                 
Total TI/LC, Capex/RR
0
0
0
0
467,668
0.47
5.4
 
Net Cash Flow
$4,499,299
$4,801,600
$4,821,740
$5,310,656
$5,389,350
$5.38
61.9
(1)  
TTM column represents the trailing twelve month period ending September 30, 2013.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
Underwritten Rents in Place are higher than TTM primarily due to 11 recently executed leases with start dates in 2013 or 2014, totaling 114,504 square feet, which account for $748,221 in underwritten rent.
(4)  
Underwritten Rents in Place include income from Planet Fitness and Dunkin Donuts, which have signed leases at Converse Plaza and Oak Forest, respectively, but have not yet commenced paying rent. The tenants are required to start paying rent in June 2014 and March 2014, respectively.
 
Property Management. The portfolio is managed by an affiliate of the sponsors, Waterstone Retail Development, Inc.

Escrows and Reserves. At origination, the borrower deposited into escrow $1,250,000 for ongoing tenant improvement and leasing commissions, $700,000 to cover the cost of the proposed expansion at Converse Plaza as described below under “Expansion”, $309,480 for immediate repairs, $250,000 for environmental remediation which is 125% of the cost for remediation at Parkmore Plaza, $72,914 for free rent associated with two tenants, $59,496 for outstanding tenant improvement and leasing commissions, $35,078 for real estate taxes, $18,353 for ongoing replacement reserves and $17,500 for environmental reserves.

Tax Escrows - The borrower is required to escrow 1/12 of the annual estimated tax payments monthly, which currently equates to $88,817. The requirement for the borrower to make monthly deposits to the tax escrow for portions of the property is waived so long as no event of default has occurred and is continuing, and the borrower provides satisfactory evidence that (i) such portion is a separate tax lot and (ii) the tenant is responsible under its lease to pay such taxes directly to a governmental agency and the tenant has paid such taxes.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow is waived so long as no event of default has occurred and is continuing and the borrower provides satisfactory evidence that either (i) the property is insured under a blanket policy or (ii) each quarterly installment for the insurance premium is paid as set forth in the loan documents.

Replacement Reserves - On a monthly basis, the borrower is required to escrow $18,353 ($0.22 per square foot annually) for replacement reserves. The reserve is subject to a cap of $660,720 ($0.66 per square foot).

TI/LC Reserves - At origination, the borrower deposited $1.25 million to prefund the TI/LC reserve account.  At any time during the loan term when the amount in the TI/LC reserve account is less than $500,000, the borrower will be required to deposit an amount equal to (i) $41,712 monthly ($0.50 per square foot annually) provided the TI/LC reserve is below $750,000 and (ii) $20,856 monthly ($0.25 per square foot annually) until the amount in the TI/LC reserve is equal to or greater than $750,000 but less than $1,250,000.

Lockbox / Cash Management. The loan is structured with a hard lockbox and in-place cash management. The borrower was required to send tenant direction letters to all tenants instructing them to deposit all rents and payments into the lockbox account controlled by the lender. All funds in the lockbox account are swept daily to a cash management account under the control of the lender and disbursed during each interest period of the loan term in accordance with the loan documents. To the extent (i) the DSCR (including the mezzanine loan) as calculated in the loan documents based on the immediately preceding trailing three-month period falls below 1.05x, (ii) there is an event of default under the loan documents, (iii) the borrower or property manager becomes the subject of a bankruptcy, insolvency or similar action or (iv) there is any bankruptcy, insolvency or similar action of Southeastern Grocers Inc. (the parent company for Bi-Lo and Winn-Dixie), all excess cash flow will be held as additional collateral for the 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.
 
 (barclays)
57 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Waterstone Retail Portfolio
 
Release of Properties. The borrower may release one or more individual properties (with the exception of Converse Plaza, Oak Forest and Westgate Plaza) from the collateral for the loan provided that, among other things; (i) no event of default exists; (ii) the borrower pays a release price of 110% of the applicable allocated loan amount (115% if the unpaid principal balance of the loan after such release is less than $47.6 million) and the applicable yield maintenance premium; (iii) the mezzanine borrowers pay a release price of 110% of the applicable allocated mezzanine loan amount (115% if the unpaid principal balance of the mezzanine loan after such release is less than $8.5 million) and the applicable yield maintenance premium; (iv) the DSCR as calculated in the loan documents (including the mezzanine loan) based on the immediately preceding trailing twelve month period for the properties then remaining subject to the lien of the mortgage after giving effect to such release is equal to or greater than the greater of (a) 1.10x and (b) the DSCR as calculated in the loan documents of the properties based on the immediately preceding trailing twelve month period immediately preceding the release of the individual property; and (v) after giving effect to the release for the applicable individual property, the LTV for the properties then remaining is equal to or less than the lesser of 79.6% (including the mezzanine loan amount) and the LTV of the properties immediately preceding the release.

Release of Outparcels. The borrower may release one or more specified outparcels (located at Carver Marketplace, Pensacola Plaza, North Tower Center, Reidville Circle Center, Oak Forest, Shelby Plaza, Parkmore Plaza and Converse Plaza) from the collateral for the loan provided that, among other things, (i) no event of default exists; and (ii) the borrower and mezzanine borrower pay a combined release price (pro rata between the loans) equal to the net sales proceeds of such outparcel being released and the applicable yield maintenance premium.

Expansion. The borrower may build new improvements or expand existing improvements on one or more specified outparcels or expansion areas (outparcels listed under “Release of Outparcels” above and specified areas at Converse Plaza, North Town Center, Parkmore Plaza and Westgate Plaza) provided that, among other things (i) no event of default exists; (ii) executed leases of at least 50% of the rentable area of any new improvement shall exist, and (iii) the sponsors shall provide the lender a completion guaranty.

Additional Debt. A mezzanine loan of $10.0 million secured by the equity interests in the borrower was provided by JPMCB and is anticipated to be sold to a third party investor. We cannot assure you that the mezzanine loan will be sold to a third party investor or at all. The mezzanine loan has a coterminous maturity with the mortgage loan. The mezzanine loan is interest-only for the term of the loan and has an 11.00000% coupon. Including the mezzanine loan, the Cut-off Date LTV is 81.7%, the UW NCF DSCR is 1.10x and the UW NOI Debt Yield is 8.9%.
 
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.
 
 (barclays)
58 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
(GRAPHIC)
 
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.
 
 (barclays)
59 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
(MAP)
 
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.
 
 (barclays)
60 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
(MAP)
 
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.
 
 (barclays)
61 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance(1):
$54,500,000
 
Title:
Fee
Cut-off Date Principal Balance(1):
$53,776,743
 
Property Type - Subtype:
Retail - Regional Mall
% of Pool by IPB:
5.6%
 
Net Rentable Area (SF):
307,988
Loan Purpose:
Refinance
 
Location:
Las Vegas, NV
Borrower:
GGP Meadows Mall L.L.C.
 
Year Built / Renovated:
1978 / 2003
Sponsor:
GGPLP Real Estate, Inc.
 
Occupancy(2)(3):
96.7%
Interest Rate:
3.96350%
 
Occupancy Date:
10/31/2013
Note Date:
6/3/2013
 
Number of Tenants(2):
116
Maturity Date:
7/1/2023
 
2010 NOI:
$15,177,765
Interest-only Period:
None
 
2011 NOI:
$15,343,532
Original Term:
120 months
 
2012 NOI:
$15,736,553
Original Amortization:
300 months
 
TTM NOI (as of 10/2013):
$16,126,671
Amortization Type:
Balloon
 
UW Economic Occupancy:
92.6%
Call Protection:
L(25),Grtr1%orYM(91),O(4)
 
UW Revenues:
$21,239,383
Lockbox:
CMA
 
UW Expenses:
$4,629,601
Additional Debt:
Yes
 
UW NOI(4):
$16,609,782
Additional Debt Balance:
$108,540,215
 
UW NCF:
$15,965,511
Additional Debt Type:
Pari Passu
 
Appraised Value / Per SF:
$235,000,000 / $763
     
Appraisal Date:
5/14/2013
         
 
Escrows and Reserves(5)
 
Financial Information(1)
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$527
Taxes:
$0
Springing
N/A  
 
Maturity Date Loan / SF:
$384
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
69.1%
Replacement Reserves:
$0
Springing
$92,457  
 
Maturity Date LTV:
50.3%
TI/LC:
$0
Springing
$739,656  
 
UW NCF DSCR:
1.54x
Other:
$0
$0
N/A  
 
UW NOI Debt Yield:
10.2%
 
Sources and Uses
Sources
Proceeds
% of Total   
 
Uses
Proceeds
  % of Total  
Mortgage Loan(1)
$164,500,000
100.0%  
 
Payoff Existing Debt
$94,469,974
57.4%  
       
Return of Equity
69,213,575
         42.1  
       
Closing Costs
816,451
0.5  
Total Sources
$164,500,000
100.0%  
 
Total Uses
$164,500,000
100.0%  
(1)
Meadows Mall is part of a loan evidenced by two pari passu notes with an aggregate original principal balance of $164.5 million. The Financial Information presented in the chart above reflects a Cut-off Date balance of approximately $162.3 million for the Meadows Mall Whole Loan.
(2)
Occupancy and Number of Tenants includes temporary tenants. Ten tenants accounting for 13,556 square feet are considered temporary tenants by the borrower. Excluding temporary tenants, occupancy is 92.3%. No income has been underwritten for the temporary tenants.
(3)
Occupancy includes four tenants, occupying 12,481 square feet, which have executed leases but have not yet taken occupancy. All of the tenants are expected to take occupancy by June 2014. Excluding these tenants the property is 92.6% occupied.
(4)
UW NOI is higher than TTM NOI primarily due to ten new leases signed in the last ten months totaling approximately 30,315 square feet and accounting for $971,083 in annual rent.
(5)
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.

The Loan. The Meadows Mall loan is secured by a first mortgage lien on 307,988 square feet of a regional mall totaling 944,841 square feet located in Las Vegas, Nevada. The whole loan has an outstanding principal balance of approximately $162.3 million (the “Meadows Mall Whole Loan”) and is comprised of two pari passu notes, Note A-1 and Note A-2. Note A-2, with an outstanding principal balance as of the Cut-off Date of approximately $53.8 million, is being contributed to the JPMBB 2014-C18 Trust. The holder of Note A-1 (the “Meadows Mall Controlling Noteholder”), which has an outstanding principal balance as of the Cut-off Date of approximately $108.5 million, is the trustee of the JPMBB 2013-C14 Trust. The Trustee of the JPMBB 2013-C14 Trust (or, prior to the occurrence and continuance of a control event under the JPMBB 2013-C14 pooling and servicing agreement, the directing certificateholder for that securitization) will be entitled to exercise all of the rights of the controlling noteholder with respect to the Meadows Mall Whole Loan; however, the holder of Note A-2 will be entitled, under certain circumstances, to be consulted with respect to certain major decisions. The Meadows Mall Whole Loan has a 10-year term and amortizes on a 25-year schedule. The previously existing debt consisted of pari passu notes that were securitized in the WBCMT 2003-C9 and COMM 2004-LB2 transactions.
 
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.
 
 (barclays)
62 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
The Borrower. The borrowing entity for the Meadows Mall Whole Loan is GGP Meadows Mall L.L.C., a Delaware limited liability company and special purpose entity.

The Sponsor. The loan’s sponsor and nonrecourse carve-out guarantor is GGPLP Real Estate, Inc., an affiliate of General Growth Properties, Inc. (“GGP”). GGP (NYSE: GGP) is a publicly traded, self-managed and self-administered real estate investment trust focused on owning, managing, leasing and redeveloping regional malls throughout the United States. GGP as of the Cut-off Date owns, or has an interest in, 120 regional shopping malls comprising approximately 125 million square feet of gross leasable area. GGP is headquartered in Chicago, Illinois. The related borrower is a subsidiary of General Growth Properties, Inc., which filed for Chapter 11 bankruptcy in 2009, together with approximately 160 property level borrowers. See “Description of the Mortgage Pool Mortgaged Property Considerations-Litigation Considerations; Bankruptcy Issues and Other Proceedings” in the Free Writing Prospectus for additional information.

In October 2013, GGP listed Meadows Mall for sale as part of a 4-property portfolio that included smaller assets in three other states in the Mountain West region of the United States.  In early December 2013, GGP removed Meadows Mall from the sale list and elected to continue with their ownership of the asset.

The Property.  Meadows Mall is a 944,841 square foot enclosed regional mall, of which 307,988 square feet serves as collateral for the loan. The property is situated on approximately 77.0 acres in central Las Vegas, approximately five miles northwest of the Las Vegas strip. Meadows Mall primarily serves year-round residents of Las Vegas who live in the densely populated areas surrounding the property and does not rely on travel and tourism as a primary demand driver. The property is anchored by Dillard’s (182,493 square feet), Macy’s (163,250 square feet), JCPenney (146,519 square feet) and Sears (144,591 square feet). Each of the four anchors owns its own land and improvements and is excluded from the collateral for the Meadows Mall Whole Loan. Additionally, there are 4,597 surface parking spaces at the property which are included in the collateral, resulting in a parking ratio of 4.87 spaces per 1,000 square feet of net rentable area. Constructed in 1978, the property was purchased by the sponsor in 1998 for approximately $182.0 million and subsequently underwent renovations totaling $22.0 million in 2003.

As of October 31, 2013, the mortgaged property was approximately 96.7% occupied by 116 tenants. The property’s tenancy caters to a mid-price point customer, with tenants that include Bath & Body Works, Charlotte Russe, Forever 21, Lane Bryant, Hollister and Victoria’s Secret. Gross mall sales for all tenants that reported in 2013 were approximately $106.6 million. In-line sales per square foot for comparable stores less than 10,000 square feet were approximately $375, $391, $418 and $404 in 2010, 2011, 2012 and 2013, respectively. Occupancy costs for comparable in-line tenants occupying less than 10,000 square feet for the same time periods were approximately 16.7%, 16.8%, 15.9% and 16.4%, respectively.

Meadows Mall is located immediately off of U.S. Route 95, approximately five miles northwest of the Las Vegas Strip. U.S. Route 95 is the main thoroughfare connecting downtown Las Vegas with the western and northwestern portions of the city, and has an average traffic count of approximately 200,000 cars per day. Additionally, the property is located approximately 2.5 miles from Interstate 15, which bisects the city and is the primary north/south route in Las Vegas. According to the appraisal, the property has a primary trade area consisting of a five-mile radius that contains approximately 457,513 people, with an average household income of $47,354 as of 2013. The secondary trade area, defined as being within a seven-mile radius of the property, contains approximately 867,145 people with an average household income of $52,335 as of 2013. The appraisal concluded that rents in the market average approximately $26.59 per square foot and range from $20.00 to $60.00 per square foot. The appraisal concluded per square foot market rents of $60.00 for spaces less than 1,200 square feet, $40.00 for spaces between 1,201 and 2,000 square feet, $25.00 for spaces between 2,001 and 3,500 square feet, $22.00 for spaces between 3,501 and 5,000 and $20.00 for spaces greater than 5,000 square feet. According to the appraisal, the property’s primary competition consists of the four properties that are detailed in the table below.

Meadows Mall is a mid-price point oriented regional mall that mostly caters to the local, largely working class population in the northwest Las Vegas area. The customer base is primarily concentrated in a five-mile radius around the property along the Route 95 corridor to the northwest of the Las Vegas Strip. Much of the retail development and concentration in Las Vegas caters to a tourism driven customer base which is not the focus of Meadows Mall. There is a single new retail development known as the Shops at Summerlin that is currently being developed in Summerlin, a 22,500 acre master planned development, approximately nine miles south-west of Meadows Mall in the far west periphery of the Las Vegas MSA. The upscale, open-air center is expected to open in 2014 and reportedly will feature 125 stores and restaurants. The center will cater to the growing, higher income demographic base in Summerlin which is among the most affluent communities in Nevada with an average household income of over $120,000.
 
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.
 
 (barclays)
63 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
Competitive Set Summary(1)
 
Property
Year Built / Renovated
Total GLA
Est. 2012
Sales PSF
Est. 2012
Occ.
Proximity
Anchor Tenants
Fashion Show Mall(2)
1981 / 2003
1,890,000
 
$900
 
95.0%
 
5 Miles
Neiman Marcus, Dillard's, Macy's, Saks Fifth Avenue, Bloomingdales
Las Vegas Premium Outlets
2003 / 2007
538,660
 
N/A
 
100.0%
 
3 Miles
Ann Taylor Factory Outlet, Nike Factory Outlet, Polo Ralph Lauren Factory Outlet
Best In The West
1996 / 2002
428,108
 
N/A
 
90.0%
 
4 Miles
Bed Bath & Beyond, Best Buy, DSW, Old Navy, Sports Authority
Boca Park
2000 / 2003
745,478
 
N/A
 
98.0%
 
5 Miles
Target, REI, Ross Vons, Office Max
                   
Total / Weighted Average
 
3,602,246
 
N/A
 
95.8%
     
(1)
Per the appraisal.
(2)
Fashion Show Mall is a GGP controlled property.
 
Historical Occupancy, In-line Sales and Occupancy Costs
 
 
 
2010
2011
2012
TTM(1)(2)
Occupancy(3)(4)
93.8%
 
98.4%
 
96.2%
 
96.7%
 
In-line Sales PSF(5)
$375
 
$391
 
$418
 
$404
 
Occupancy Costs(5)
16.7%
 
16.8%
 
15.9%
 
16.4%
 
(1)
TTM Occupancy as of October 31, 2013.
(2)
TTM In-line Sales PSF and Occupancy Costs are as of December 31, 2013.
(3)
Historical Occupancies are as of December 31 of each respective year.
(4)
Occupancy includes temporary tenants. Occupancy also includes four tenants, occupying 12,481 square feet, which have executed leases but have not yet taken occupancy. All of the tenants are expected to take occupancy by June 2014. Excluding these tenants the property is 92.6% occupied.
(5)
In-line Sales PSF and Occupancy Costs are for comparable tenants less than 10,000 square feet.
 
Tenant Summary(1)
 
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total NRA
Base
Rent PSF
Sales
PSF(3)
Occupancy
Costs(3)
Lease
Expiration Date
 
Non-Collateral Anchors
                         
Dillards(4)
Ba3 / BB+ / BBB-
182,493
 
N/A
 
N/A
 
N/A
 
N/A
 
N/A
 
Macy’s(4)
Baa3 / BBB+ / BBB
163,250
 
N/A
 
N/A
 
N/A
 
N/A
 
N/A
 
JCPenney(4)
Caa1 / CCC+ / CCC
146,519
 
N/A
 
N/A
 
N/A
 
N/A
 
N/A
 
Sears(4)
Caa1 / CCC+ / CCC
144,591
 
N/A
 
N/A
 
N/A
 
N/A
 
N/A
 
Total:
 
636,853
                     
                           
Forever 21(5)
NA / NA / NA
16,957
 
5.5%
 
$27.99
 
$199
 
11.8%
 
6/30/2019
 
Victoria's Secret
Ba2 / BB+ / BB+
11,904
 
3.9%
 
$40.00
 
$723
 
10.4%
 
1/31/2019
 
Rainbow
NA / NA / NA
7,960
 
2.6%
 
$20.00
 
$139
 
12.4%
 
1/31/2019
 
Charming Charlies(6)
B2 / B- / NA
7,693
 
2.5%
 
$37.54
 
N/A
 
N/A
 
6/30/2024
 
Hollister(7)
NA / NA / NA
7,538
 
2.4%
 
$22.00
 
$368
 
8.0%
 
1/31/2014
 
Tilly's
NA / NA / NA
7,500
 
2.4%
 
$24.00
 
$352
 
14.1%
 
10/31/2015
 
New York & Company
NA / NA / NA
7,379
 
2.4%
 
$24.00
 
$233
 
21.1%
 
1/31/2017
 
Express
NA / BB / NA
7,372
 
2.4%
 
$33.48
 
$249
 
13.7%
 
1/31/2023
 
Lane Bryant
NA / NA / NA
7,005
 
2.3%
 
$36.00
 
$166
 
41.9%
 
1/31/2017
 
Rue 21
NA / NA / NA
6,759
 
2.2%
 
$12.46
 
$339
 
4.1%
 
11/30/2023
 
(1)
Based on the underwritten rent roll.
(2)
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)
Sales PSF and Occupancy Costs represent sales as of December 31, 2013 for all tenants.
(4)
Each tenant owns its own land and improvements and is excluded from the collateral for the Meadows Mall Whole Loan.
(5)
Forever 21 pays percentage rent of 14.0% of gross sales in lieu of base rent. Base Rent PSF represents percentage rent based on trailing twelve-month sales as of October 2013.
(6)
Charming Charlies took occupancy in January 2014, therefore Sales PSF and Occupancy Costs are not available.
(7)
Hollister is currently in negotiations with the borrower to extend its lease beyond the current term and is expected to continue to operate until an agreement is executed.
 
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.
 
 (barclays)
64 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
Lease Rollover Schedule(1)
 
 
Year
Number
of
Leases Expiring
Net
Rentable
Area
Expiring
% of
NRA
Expiring
Base Rent
Expiring
% of Base
Rent
Expiring
Cumulative
Net Rentable
Area
Expiring
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
10,224
 
3.3%
 
NAP
 
NAP
 
10,224
 
3.3%
 
NAP
 
NAP
 
2014 & MTM(2)
17
44,151
 
14.3
 
$1,321,388
 
10.9%
 
54,375
 
17.7%
 
$1,321,388
 
10.9%
 
2015
23
44,162
 
14.3
 
1,813,577
 
15.0
 
98,537
 
32.0%
 
$3,134,965
 
25.9%
 
2016
11
19,788
 
6.4
 
930,818
 
7.7
 
118,325
 
38.4%
 
$4,065,783
 
33.6%
 
2017
16
41,492
 
13.5
 
2,047,888
 
16.9
 
159,817
 
51.9%
 
$6,113,671
 
50.6%
 
2018
7
13,109
 
4.3
 
635,322
 
5.3
 
172,926
 
56.1%
 
$6,748,993
 
55.8%
 
2019
12
49,264
 
16.0
 
1,811,016
 
15.0
 
222,190
 
72.1%
 
$8,560,009
 
70.8%
 
2020
3
9,520
 
3.1
 
336,949
 
2.8
 
231,710
 
75.2%
 
$8,896,958
 
73.6%
 
2021
3
7,413
 
2.4
 
338,459
 
2.8
 
239,123
 
77.6%
 
$9,235,417
 
76.4%
 
2022
7
9,928
 
3.2
 
522,665
 
4.3
 
249,051
 
80.9%
 
$9,758,082
 
80.7%
 
2023
12
40,750
 
13.2
 
1,526,032
 
12.6
 
289,801
 
94.1%
 
$11,284,114
 
93.3%
 
2024
5
18,187
 
5.9
 
804,221
 
6.7
 
307,988
 
100.0%
 
$12,088,335
 
100.0%
 
2025 & Beyond
0
0
 
0.0
 
0
 
0.0
 
307,988
 
100.0%
 
$12,088,335
 
100.0%
 
Total
116
307,988
 
100.0%
 
$12,088,335
 
100.0%
                 
(1)
Based on the underwritten rent roll.
(2)
Includes ten tenants accounting for 13,556 square feet that are considered temporary tenants by the borrower. No income has been underwritten for these tenants.
 
Operating History and Underwritten Net Cash Flow
 
 
 
2010
2011
2012
TTM(1)
Underwritten
Per Square
Foot
%(2)
Rents in Place(3)
$10,692,768
 
$11,003,674
 
$11,171,955
 
$11,575,168
 
$12,088,335
 
$39.25
 
60.9%
 
Vacant Income
0
 
0
 
0
 
0
 
775,319
 
2.52
 
3.9
 
Gross Potential Rent
$10,692,768
 
$11,003,674
 
$11,171,955
 
$11,575,168
 
$12,863,654
 
$41.77
 
64.8%
 
Total Reimbursements
6,207,705
 
5,990,933
 
6,079,292
 
5,911,122
 
7,001,977
 
22.73
 
35.2
 
Net Rental Income
$16,900,474
 
$16,994,607
 
$17,251,247
 
$17,486,290
 
$19,865,631
 
$64.50
 
100.0%
 
(Vacancy/Credit Loss)
(108,512)
 
(109,258)
 
(143,646)
 
42,162
 
(1,461,115)
 
(4.74)
 
(7.4)
 
Other Income(4)
3,095,304
 
2,964,743
 
2,933,656
 
2,871,263
 
2,834,866
 
9.20
 
14.3
 
Effective Gross Income
$19,887,266
 
$19,850,092
 
$20,041,258
 
$20,399,715
 
$21,239,383
 
$68.96
 
106.9%
 
                             
Total Expenses
$4,709,502
 
$4,506,560
 
$4,304,705
 
$4,273,044
 
$4,629,601
 
$15.03
 
21.8%
 
                             
Net Operating Income
$15,177,765
 
$15,343,532
 
$15,736,553
 
$16,126,671
 
$16,609,782
 
$53.93
 
78.2%
 
                             
Total TI/LC, Capex/RR
0
 
0
 
0
 
0
 
644,270
 
2.09
 
3.0
 
Net Cash Flow
$15,177,765
 
$15,343,532
 
$15,736,553
 
$16,126,671
 
$15,965,511
 
$51.84
 
75.2%
 
(1)
TTM column represents the trailing twelve-month period ending October 31, 2013.
(2)
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)
Underwritten Rents in Place is higher than historical primarily due to ten new leases signed in the last ten months totaling approximately 30,315 square feet and accounting for $971,083 in annual rent.
(4)
Other Income primarily includes rent from temporary tenants, storage rent, antenna rent and vending revenue.

Property Management. The property is managed by an affiliate of the sponsor.

Escrows and Reserves. No upfront escrows were taken at origination.

Tax Escrows - The requirement for the borrower to make monthly deposits to the tax escrow is waived so long as no Cash Sweep Event exists.

A “Cash Sweep Event” means: (i) the occurrence and continuance of an event of default, (ii) any bankruptcy action of the property manager not dismissed within 90 days, (iii) the DSCR as calculated in the loan documents based on the trailing twelve-month period falls below 1.20x or (iv) any combination of at least two of the anchors (JCPenney, Sears, Macy’s and Dillard’s) goes dark or vacates during the same period.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow is waived so long as no Cash Sweep Event exists. In addition, borrower is not required to make deposits for insurance premiums so long as the borrower provides satisfactory evidence that the property is insured under an acceptable blanket policy.

Replacement Reserves - The requirement for the borrower to make monthly deposits to the replacement reserve is waived so long as no Cash Sweep Event exists. Following the occurrence and during the continuance of a Cash Sweep Event, the borrower is required to deposit $7,705 per month (approximately $0.30 per square foot annually) for replacement reserves. The reserve is subject to a cap of $92,457 (approximately $0.30 per square foot).
 
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.
 
 (barclays)
65 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Meadows Mall
 
TI/LC Reserves - The requirement for the borrower to make monthly deposits into the TI/LC reserve is waived so long as no Cash Sweep Event exists. Following the occurrence and during the continuance of a Cash Sweep Event, the borrower is required to deposit $61,638 per month (approximately $2.40 per square foot annually) for TI/LC reserves. The reserve is subject to a cap of $739,656 (approximately $2.40 per square foot).

Lockbox / Cash Management. The loan is structured with a CMA lockbox. At origination, the borrower was required to send tenant direction letters to the tenants at the property instructing them to deposit all rents and payments into the lockbox account. All funds in the lockbox account are swept daily to a segregated cash management account set up at origination and, until the occurrence of a Cash Sweep Event, are then returned to an account controlled by the borrower. During a Cash Sweep Event, all excess cash flow after payments of debt service, operating expenses and required reserves are swept to the segregated cash management account will be held in trust for the benefit of the lender as additional security for the loan. The lender will have a first priority security interest in the cash management account.

Release of Property. The borrower is permitted to release non-income producing portions of the property to third parties or affiliates in accordance with certain terms and conditions set forth in the loan documents.

Future Additional Debt. A mezzanine loan may be obtained by the borrower’s affiliates, provided certain terms and conditions are satisfied, including, but not limited to, the following: (i) no event of default exists, (ii) the LTV of the mortgage and mezzanine loans does not exceed 63.0% based on a recent appraisal, (iii) the DSCR as calculated in the loan documents is not less than 1.57x (taking into account the mezzanine loan), (iv) the debt yield (taking into account the mezzanine loan) is not less than 9.47%, (v) the maturity date of the mezzanine loan will be no earlier than the final maturity date of the mortgage loan or is freely prepayable from and after the maturity date of the mortgage loan and (vi) after securitization, the borrower is required to deliver a rating agency confirmation with respect to the mezzanine loan. Additionally, the sponsor and certain of its affiliates are permitted to pledge their direct or indirect equity interests in the borrower as part of a corporate financing.  In connection with this financing, the loan documents require, among other things, that the net asset value of the pledgor (together with any other co-borrowers or guarantors) be at least $600 million, and that there be no change in the property management or the property will be managed by a qualified manager, as provided in the loan documents, as a result of the pledge or the exercise of any remedies.
 
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.
 
 (barclays)
66 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
(PHOTO)
 
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.
 
 (barclays)
67 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
(MAP)
 
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.
 
 (barclays)
68 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
(MAP)
 
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.
 
 (barclays)
69 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
Barclays
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance(1):
$50,000,000
 
Title:
Fee
Cut-off Date Principal Balance(1):
$50,000,000
 
Property Type - Subtype:
Retail - Lifestyle Center
% of Pool by IPB:
5.2%
 
Net Rentable Area (SF):
456,637
Loan Purpose:
Refinance
 
Location:
Wesley Chapel, FL
Borrower:
FC Wiregrass SPE, LLC
 
Year Built / Renovated:
2008 / N/A
Sponsor:
Forest City Enterprises, Inc.
 
Occupancy:
94.2%
Interest Rate:
4.83800%
 
Occupancy Date:
1/1/2014
Note Date:
1/24/2014
 
Number of Tenants:
81
Maturity Date:
2/6/2024
 
2011 NOI:
$9,155,648
Interest-only Period:
None
 
2012 NOI:
$9,253,362
Original Term:
120 months
 
2013 NOI(2):
$9,239,990
Original Amortization:
360 months
 
UW Economic Occupancy:
88.6%
Amortization Type:
Balloon
 
UW Revenues:
$14,132,579
Call Protection(1):
L(24),Def(92),O(4)
 
UW Expenses:
$5,365,620
Lockbox:
CMA
 
UW NOI(2):
$8,766,959
Additional Debt:
Yes
 
UW NCF:
$8,196,163
Additional Debt Balance:
$36,000,000
 
Appraised Value / Per SF:
$154,000,000 / $337
Additional Debt Type:
Pari Passu
 
Appraisal Date:
1/2/2014
         
 
Escrows and Reserves(3)
 
Financial Information(1)
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
 
$188
Taxes:
$346,320
$115,440
N/A  
 
Maturity Date Loan / SF:
 
$154
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
 
55.8%
Replacement Reserves:
$0
$9,513
$228,319  
 
Maturity Date LTV:
 
45.7%
TI/LC:
$423,309
$38,053
$913,637  
 
UW NCF DSCR:
 
1.51x
Other:
$0
Springing
N/A  
 
UW NOI Debt Yield:
 
10.2%
               
 
Sources and Uses
Sources
Proceeds
% of Total
 
Uses
Proceeds
% of Total   
Mortgage Loan (1)
$86,000,000
95.1%
 
Payoff Existing Debt
$89,120,319
98.6%   
Sponsor Equity
4,401,571
 4.9   
 
Upfront Reserves
769,629
0.9      
       
Closing Costs
511,623
0.6      
Total Sources
$90,401,571
100.0%
 
Total Uses
$90,401,571
100.0%   
(1)
The Shops at Wiregrass Mall is part of a loan evidenced by two pari passu notes with an aggregate original principal balance of $86.0 million. The Financial Information presented in the chart above reflects a Cut-off Date balance of the $86.0 million for The Shops at Wiregrass Mall Whole Loan.  The lockout period will be at least 24 payment dates beginning with and including the first payment date of March 6, 2014. Defeasance of the full $86.0 million The Shops at Wiregrass Whole Loan is permitted after the date that is the earlier to occur of (i) two years from the closing date of the securitization that includes the last pari passu note to be securitized and (ii) January 24, 2017.
(2)
UW NOI is less than 2013 NOI due to a $577,555 mark to market rent adjustment to reduce UW occupancy cost of several tenants.
(3)
For a full description of escrows and reserves, please refer to “Escrows and Reserves” below.
 
The Loan. The Shops at Wiregrass loan is secured by a first mortgage lien on 456,637 square feet of an outdoor anchored lifestyle center built in 2008 totaling 742,367 square feet located in Wesley Chapel, Florida, approximately 20 miles from downtown Tampa. The whole loan has an outstanding principal balance of $86.0 million (the “The Shops at Wiregrass Whole Loan”) and is comprised of two pari passu notes, Note A-1 and Note A-2. Note A-1 has an outstanding principal balance as of the Cut-off Date of $50.0 million and is being contributed to the JPMBB 2014-C18 Trust. Note A-2, with an outstanding principal balance as of the Cut-off Date of $36.0 million, is currently held by Barclays and is expected to be contributed to a future securitized trust. The holder of Note A-1 (the “Controlling Noteholder”) will be the Trustee of the JPMBB 2014-C18 Trust (or, prior to the occurrence and continuance of a control event, the Directing Certificateholder) and will be entitled to exercise all of the rights of the Controlling Noteholder with respect to The Shops at Wiregrass Whole Loan; however, the holder of Note A-2 will be entitled, under certain circumstances, to be consulted with respect to certain major decisions.
 
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.
 
 (barclays)
70 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
The Shops at Wiregrass Whole Loan has a 10-year term and amortizes on a 30-year schedule. The loan’s sponsor developed the property in 2008 and used the proceeds as well as approximately $4.4 million of equity to pay off the existing balance sheet loan and pay closing costs.  In addition, the sponsor contributed additional equity by purchasing its equity partner’s remaining equity stake for $8.125 million in December 2013.
 
The Borrower. The borrowing entity for the loan is FC Wiregrass SPE, LLC, a Florida limited liability company and a special purpose entity.
 
The Sponsor. The loan’s sponsor and nonrecourse carve-out guarantor is Forest City Enterprises, Inc. (“Forest City”) Forest City Enterprises, Inc. is an NYSE-listed national real estate company with $9.3 billion in total assets in 26 states and Washington D.C. as of October 31, 2013. Forest City is principally engaged in the ownership, development, management and acquisition of commercial and residential real estate and land throughout the United States. Their core markets include Boston, Chicago, Dallas, Denver, Los Angeles, New York City, Philadelphia, the greater San Francisco metropolitan area and the greater Washington D.C. metropolitan area. Forest City core markets accounted for approximately 79.0% of the cost of their real estate portfolio as of October 31, 2013. The related guarantor’s liability under the mortgage loan is limited to bankruptcy-related matters and is capped at the lesser of the outstanding principal balance of the mortgage loan and $17,200,000.
 
The Property. The Shops at Wiregrass is a one-story upscale anchored outdoor lifestyle center containing 742,367 square feet of net rentable area on a 66.9-arce parcel of land. The property is anchored by Dillards (145,730 square feet), Macy’s (140,000 square feet) and JCPenney (98,850 square feet). Macy’s and Dillards own their respective site and comprise approximately 38.5% of the total NRA. The collateral consists of 456,637 square feet featuring 81 retailers including Pottery Barn, Barnes & Noble, Forever 21, Coach, Williams-Sonoma and Bath & Body Works and seven restaurants including Prime Bar, Cantina Laredo, Grillsmith New American Grill, Pincher’s Crab Shack and The Brass Tap. As of the January 1, 2014 rent roll, the collateral was 94.2% occupied.
 
Based on 2012 third party estimates, Macy’s, Dillards and JCPenney generated sales of approximately $16.6 million ($119 per square foot), $14.3 million ($98 per square foot) and $17.2 million ($174 per square foot and 2.0% occupancy costs). Gross sales for all tenants that reported full-year sales as of the trailing twelve-month ending October 31, 2013 was approximately $104.8 million. In-line sales per square foot for comparable stores less than 10,000 square feet were approximately $293, $312, $323 and $331 in 2010, 2011, 2012 and trailing twelve-month ending October 31, 2013, respectively. Occupancy costs for comparable in-line tenants occupying less than 10,000 square feet for the same time periods were approximately 19.2%, 16.1%, 14.5% and 14.0% respectively.
 
The property is located in the suburb of Wesley Chapel and is northeast of Tampa. The property is situated on the corner of State Route 56 and Bruce B. Downs Boulevard, with direct access to Interstate 75. The immediate area contains primarily commercial use properties, including the recently developed Florida Hospital at Wesley Chapel, a 200 bed facility which opened in 2010. In addition, the Pasco-Hernando Community College is scheduled to open in 2014.  Additionally, Raymond James Financial Inc. is in the final stages of planning a new office development which is expected to bring over 750 new jobs to the area.  All three properties are within a five-mile radius of the property. As of 2013, total population within a one-, three- and five- mile radius was 3,145, 38,655 and 109,060 with average household income of $75,897, $80,338 and $80,382, respectively.  The area has outpaced the nation’s population and household income growth since 2010.
 
The appraisal concluded market rents of $50.00 per square foot for in-line spaces with less than 1,000 square feet, $30.00 per square foot for in-line spaces between 1,000 and 2,000 square feet, $27.00 per square foot for in-line spaces between 2,001 and 5,000 square feet, $26.00 per square foot for in-line spaces between 5,001 and 7,000 square feet, $25.00 per square foot for in-line spaces between 7,001 and 10,000 square feet, $60.00 per square foot for jewelry space, $25.00 per square foot for outparcels, $350.00 per square foot for kiosks, $18.00 per square foot for major tenant space and $3.00 per square foot for anchors. According to the appraisal, the property’s submarket vacancy rate was 13.6% as of the third quarter of 2013. According to the appraisal, the property’s primary competition consists of two properties and secondary competition consists of five properties, which are detailed in the table 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.
 
 (barclays)
71 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
Competitive Set Summary(1)
           
Property
Year Built
Total GLA
Est. Occ.
Proximity
Anchor Tenants
Primary Competition
             
Westfield Brandon Town Center
1995
1,154,486
 
95%
 
22.0 miles
Dillard’s, JCPenney, Macy’s, Sears
Westfield Citrus Park
1999
1,143,377
 
88%
 
21.0 miles
Dillard’s, Macy’s, JCPenney, Sears, Dick’s Sporting Goods
Secondary Competition
             
International Plaza
2001
1,264,880
 
80%
 
25.0 miles
Dillard’s, Neiman Marcus, Nordstrom, Forever XXI
University Mall
1974
1,738,000
 
74%
 
10.0 miles
Burlington Coat Factory, Dillard’s, Macy’s, Sears
Lakeside Village
2005
470,535
 
93%
 
25.0 miles
Cobb Theatres, Belk, Bed Bath & Beyond, Books A Million
Grove at Wesley Chapel
2008
443,033
 
89%
 
4.0 miles
Cobb Theatres, Toys ‘R Us, Dick’s Sporting Goods, Ross Dress For Less, Best Buy, Bed Bath & Beyond
Westshore Plaza
1967
1,036,322
 
93%
 
26.0 miles
JCPenney, Macy’s, Dick’s Sporting Goods, Sears
Total / Weighted Average
 
7,250,633
 
85%
     
(1)
Per the appraisal.
 
Historical Occupancy, In-line Sales and Occupancy Costs
 
 
2010
2011
2012
TTM
Occupancy(1)
91.7%
94.4%
92.7%
94.2%
In-line Sales PSF(2)(3)
$293
$312
$323
$331
Occupancy Costs(2)(4)
19.2%
16.1%
14.5%
14.0%
(1)
2010, 2011 and 2012 Occupancies are as of December 1 of each respective year. TTM Occupancy is as of January 1, 2014.
(2)
Based on tenants who report sales annually.
(3)
In-line Sales PSF are for comparable tenants occupying less than 10,000 square feet with full year reported sales figures.
(4)
2010, 2011, 2012 and TTM Occupancy Costs were based on actual historical in-line sales and underwritten in-line occupancy costs.  TTM In-line Sales PSF and Occupancy Costs is as of the trailing twelve month period ending October 31, 2013. Certain tenants underwritten rents were marked-to-market based on the occupancy costs.
 
Tenant Summary(1)
Tenant
Ratings(2)
Moody’s/S&P/Fitch
 
Net
Rentable
Area (SF)
% of
Total NRA
UW Base
Rent PSF
Sales
PSF
(3)
Occupancy
Costs
(3)
Lease
Expiration
Date
Non-Collateral Anchors
                       
Dillards(4)
Ba3 / BB+ / BBB-
145,730
 
N/A
 
N/A
 
$96
 
N/A
 
N/A  
Macy’s(4)
Baa3 / BBB+ / BBB
140,000
 
N/A
 
N/A
 
$118
 
N/A
 
N/A  
Total:
 
285,730
                   
                         
Top 10 Collateral Tenants
                       
JCPenney
Caa1 / CCC+ / CCC
98,850
 
21.6%
 
$2.75
 
$174
 
2.0%
 
10/31/2035  
Barnes & Noble
NA / NA / NA
34,865
 
7.6%
 
$17.21
 
$175
 
9.8%
 
10/31/2018  
Forever 21(5)
NA / NA / NA
20,364
 
4.5%
 
$31.34
 
$147
 
23.9%
 
10/31/2023  
Pottery Barn(6)
NA / NA / NA
12,058
 
2.6%
 
$13.75
 
$229
 
6.0%
 
3/31/2021  
Victoria’s Secret
Ba2 / BB+ / BB+
8,956
 
2.0%
 
$30.00
 
$462
 
10.0%
 
01/31/2019  
Charming Charlies(7)
B2 / B- / NA
8,589
 
1.9%
 
$20.37
 
$191
 
10.7%
 
06/30/2021  
Express
NA / NA / NA
8,026
 
1.8%
 
$32.00
 
$281
 
17.3%
 
01/31/2019  
Yamato Japanese Steak House
NA / NA / NA
7,593
 
1.7%
 
$26.89
 
$211
 
17.9%
 
1/31/2019  
Prime Bar
NA / NA / NA
7,500
 
1.6%
 
$15.32
 
$473
 
7.4%
 
11/30/2019  
Cantina Laredo
NA / NA / NA
7,344
 
1.6%
 
$32.00
 
$342
 
12.8%
 
10/31/2023  
(1)
Based on the underwritten rent roll.
(2)
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)
Sales PSF represent sales for the trailing 12-month period ending October 31, 2013, for all tenants except JCPenney, which is based on 2012 third party estimates.
(4)
Tenant owns its own land and improvements and is excluded from the collateral for The Shops at Wiregrass loan.
(5)
Forever 21 has the one-time right to terminate its lease if it fails to attain gross sales of $5,000,000 during the sixth lease year which commences in November 2014 by providing six months prior written notice.  Forever 21’s UW rent has been adjusted downward to reduce their UW occupancy cost to 17.3%.
(6)
Pottery Barn pays percentage rent in lieu of rent. Pottery Barn also has the right to terminate its lease if it fails to attain a gross revenue amount derived by dividing the original base rent (initially $28.00 per square foot), subject to annual CPI increases, by 6.0% and providing 60 days prior written notice after the end of the sixth lease year which commences in November 2014. The lender has underwritten rents at 6.0% of sales.
(7)
Charming Charlies has the one-time right to terminate its lease if it fails to attain gross sales of $250 per square foot at the end of the fifth lease year which commences on June 22, 2016. Such right must be exercised within three months following the fifth lease year. If the tenant exercises its option to terminate, the tenant must pay the landlord 50.0% of the unamortized portion of the construction allowance.
 
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.
 
 (barclays)
72 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
Lease Rollover Schedule(1)
 
Year
Number
of
Leases Expiring
Net
Rentable
Area
Expiring
(SF)
% of
NRA
Expiring
Base Rent Expiring
% of Base
Rent
Expiring
Cumulative
Net Rentable
Area
Expiring (SF)
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
26,489
 
5.8%
 
NAP
 
NAP
 
26,489
 
5.8%
 
NAP
 
NAP
 
2014 & MTM
5
5,898
 
1.3
 
$170,415
 
1.7%
 
32,387
 
7.1%
 
$170,415
 
1.7%
 
2015
6
11,351
 
2.5
 
382,619
 
3.9
 
43,738
 
9.6%
 
$553,035
 
5.6%
 
2016
2
7,416
 
1.6
 
248,550
 
2.5
 
51,154
 
11.2%
 
$801,585
 
8.2%
 
2017
1
6,026
 
1.3
 
166,197
 
1.7
 
57,180
 
12.5%
 
$967,782
 
9.9%
 
2018
19
82,183
 
18.0
 
2,492,706
 
25.4
 
139,363
 
30.5%
 
$3,460,489
 
35.3%
 
2019
34
136,923
 
30.0
 
4,294,145
 
43.7
 
276,286
 
60.5%
 
$7,754,633
 
79.0%
 
2020
1
6,388
 
1.4
 
122,458
 
1.2
 
282,674
 
61.9%
 
$7,877,091
 
80.3%
 
2021
5
30,080
 
6.6
 
301,299
 
3.1
 
312,754
 
68.5%
 
$8,178,390
 
83.3%
 
2022
1
1,200
 
0.3
 
69,912
 
0.7
 
313,954
 
68.8%
 
$8,248,302
 
84.0%
 
2023
4
32,267
 
7.1
 
1,010,866
 
10.3
 
346,221
 
75.8%
 
$9,259,168
 
94.3%
 
2024
1
5,835
 
1.3
 
154,628
 
1.6
 
352,056
 
77.1%
 
$9,413,796
 
95.9%
 
2025 & Beyond
2
104,581
 
22.9
 
401,817
 
4.1
 
456,637
 
100.0%
 
$9,815,612
 
100.0%
 
Total
81
456,637
 
100.0%
 
$9,815,612
 
100.0%
                 
(1)
Based on the underwritten rent roll.
 
Operating History and Underwritten Net Cash Flow
 
 
2011
2012
2013
Underwritten
Per Square Foot
%(1)
Rents in Place
$9,519,258
$9,720,506
$9,802,511
$9,815,612
$21.50
62.9%  
Vacant Income
0
0
0
1,197,425
2.62
7.7  
Percentage Rent
41,484
140,391
163,452
438,387
0.96
2.8  
Specialty Income
324,698
470,395
400,302
408,000
0.89
2.6  
Gross Potential Rent
$9,885,440
$10,331,292
$10,366,265
$11,859,424
$25.97
76.0%  
Total Reimbursements
3,519,368
3,550,566
3,715,852
3,754,935
8.22
24.0  
Net Rental Income
$13,404,808
$13,881,858
$14,082,117
$15,614,359
$34.19
100.0%  
(Vacancy/Credit Loss)
0
0
0
(1,197,425)
(2.62)
(7.7)  
Mark-to-Market
0
0
0
(577,555)
(1.26)
(3.7)  
Other Income
566,382
478,036
414,633
293,200
0.64
1.9  
Effective Gross Income
$13,971,190
$14,359,894
$14,496,750
$14,132,579
$30.95
90.5%  
                
Total Expenses
$4,815,542
$5,106,532
$5,256,760
$5,365,620
$11.75
38.0%  
             
Net Operating Income(2)
$9,155,648
$9,253,362
$9,239,990
$8,766,959
$19.20
62.0%  
             
Total TI/LC, Capex/RR
0
0
0
570,796
1.25
4.0  
Net Cash Flow
$9,155,648
$9,253,362
$9,239,990
$8,196,163
$17.95
58.0%  
(1)
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(2)
Underwritten Net Operating Income is less than 2013 due to a $577,555 mark to market adjustment for certain tenants to reduce their occupancy costs.
 
Property Management. The property is managed by Forest City Commercial Management, Inc., an affiliate of the sponsor.
 
Escrows and Reserves. At origination, the borrower deposited into escrow $423,309 for the initial deposits to the TI/LC reserve and $346,320 for real estate taxes.
 
Tax Escrows - The borrower is required to escrow 1/12 of the annual estimated tax payments monthly, which currently equates to $115,440.
 
Insurance Escrows - The borrower is not required to make deposits for insurance premiums so long as the borrower provides satisfactory evidence that the property is insured under an acceptable blanket policy.
 
TI/LC Reserves - The borrower is required to make monthly deposits into the TI/LC reserve in the amount of $38,053 (approximately $1.00 per square foot annually). The reserve may become subject to a cap of $913,637 (approximately $2.00 per square foot) provided the Rollover Reserve Cap Conditions described below have been satisfied.
 
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.
 
 (barclays)
73 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
The Shops at Wiregrass
 
Rollover Cash Sweep Reserves - Commencing on January 6, 2017, all excess cash flows pursuant to the loan documents must be deposited into the Rollover Cash Sweep Reserve provided that the Rollover Reserve Cap Conditions have not been satisfied (a “Rollover Trigger”).
 
A “Rollover Reserve Cap Conditions” means (i) borrower has caused 90% of leases expiring in the calendar years 2018 and 2019 to be renewed or replaced with the weighted average term for such renewed or replaced leases being not less than five years, (ii) occupancy is greater than or equal to 92% and (iii) net operating income is greater than or equal to $8,750,000.
 
Lease Termination Deposits - The borrower will deliver to the lender $30,000 per 3,000 square feet of space at the property for any lease that is terminated pursuant to certain termination provisions.  Deposits will not be due until there is 3,000 rentable square feet or more that is terminated.  The termination provisions for several of these tenants are more fully described in the footnotes to the Tenant Summary chart above.
 
Replacement Reserves - On a monthly basis, the borrower is required to deposit $9,513 (approximately $0.25 per square foot annually) for replacement reserves. The reserve is subject to a cap of $228,319 (approximately $0.50 per square foot).
 
Lockbox / Cash Management.  The loan is structured with a CMA lockbox. At origination, the borrower was required to send tenant direction letters to the tenants at the property instructing them to deposit all rents and payments into the lockbox account. The funds are then returned to an account controlled by the borrower until the occurrence of a Triggering Event. During the continuance of a Triggering Event, all rents will be swept to a segregated cash management account and all excess cash flow after payment of debt service, required reserves and budgeted operating expenses will be held as additional security for the loan.
 
A “Triggering Event” means a period commencing upon the earliest of (i) the occurrence of an event of default, (ii) the debt service coverage ratio being less than 1.20x for the trailing twelve month period or (iii) a Rollover Trigger.
 
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.
 
 (barclays)
74 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex
 
(PHOTO)
 
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.
 
 (barclays)
75 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex
 
(MAP)
 
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.
 
 (barclays)
76 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex
 
 
Mortgage Loan Information
 
Property Information
 
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Portfolio
 
Original Principal Balance:
$45,000,000
 
Title:
Fee
 
Cut-off Date Principal Balance:
$45,000,000
 
Property Type - Subtype:
Industrial - Various
 
% of Pool by IPB:
4.7%
 
Net Rentable Area (SF):
703,602
 
Loan Purpose:
Acquisition
 
Location:
Las Vegas, NV
 
Borrower:
Hughes Airport Realty Owner, LLC
 
Year Built / Renovated:
Various / N/A
 
Sponsors(1):
Various
 
Occupancy(2):
69.3%
 
Interest Rate:
4.82000%
 
Occupancy Date:
10/17/2013
 
Note Date:
12/24/2013
 
Number of Tenants:
 32
 
Maturity Date:
1/1/2019
 
2010 NOI:
$6,964,433
 
Interest-only Period:
60 months
 
2011 NOI:
$6,521,430
 
Original Term:
60 months
 
2012 NOI:
$6,343,084
 
Original Amortization:
None
 
TTM NOI (as of 9/2013)(3):
$5,795,132
 
Amortization Type:
Interest Only
 
UW Economic Occupancy:
71.4%
 
Call Protection:
L(13),Grtr1%orYM(34),O(13)
 
UW Revenues:
$7,011,181
 
Lockbox:
Hard
 
UW Expenses:
$1,774,288
 
Additional Debt:
Yes
 
UW NOI(3):
$5,236,893
 
Additional Debt Balance:
$17,000,000
 
UW NCF:
$4,385,534
 
Additional Debt Type:
Mezzanine Loan
 
Appraised Value / Per SF:
$74,810,000 / $106
       
Appraisal Date:
9/17/2013
           
 
Escrows and Reserves(4)
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
 
$64
Taxes:
$75,341
$37,671
N/A  
 
Maturity Date Loan / SF:
 
$64
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
 
60.2%
Replacement Reserves:
$0
$5,863
N/A  
 
Maturity Date LTV:
 
60.2%
TI/LC:
$1,883,000
Springing
$1,000,000  
 
UW NCF DSCR:
 
1.99x
Other:
$117,000
$0
N/A  
 
UW NOI Debt Yield:
 
11.6%
               
 
Sources and Uses
Sources
Proceeds
% of Total  
 
Uses
Proceeds
% of Total   
Mortgage Loan
$45,000,000
55.3%
 
Purchase Price
$76,981,104
94.7%   
Mezzanine Loan
17,000,000
20.9
 
Closing Costs
2,258,605
2.8      
Sponsor Equity
19,315,051
23.8
 
Upfront Reserves
2,075,341
2.6      
Total Sources
$81,315,051
100.0%
 
Total Uses
$81,315,051
100.0%   
(1)
For a full description of the sponsors, please refer to “The Sponsors” below.
(2)
Occupancy incorporates expected downsizing of three tenants within the portfolio. MGM Mirage Operations, Inc., currently leases 37,097 square feet of which 24,925 square feet was underwritten as vacant. Terracon Consulting, Inc., currently leases 22,298 square feet of which 12,298 was underwritten as vacant. LECO Corporation currently leases 10,163 square feet of which 5,663 was underwritten as vacant.
(3)
UW NOI is lower than TTM NOI due to mark to market rent adjustments as well as additional underwritten vacancy on three tenants which are expected to reduce their leased square footage.
(4)
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.
 
The Loan. The Hughes Airport Complex loan has an outstanding principal balance of $45.0 million and is secured by a first mortgage lien on 14 flex/warehouse buildings totaling 703,602 square feet that are located in Las Vegas, Nevada. The loan has a five-year term and is interest only for the entire term of the loan. The previously existing debt which had an original principal balance of $84.0 million, was securitized in GSMS 2006-GG6 transaction and has been in maturity default since January 2011. In 2013, the special servicer under the prior securitization exercised its right to purchase the loan from the related trust at par with financing provided through a senior participation of $40.0 million, which was sold to JPMCB. The special servicer held a junior participation in the amount of $44.3 million. Proceeds from the mortgage loan were used to pay off the existing debt which had a balance at the time of payoff, including accrued interest, special servicing expenses and legal fees, of approximately $79.0 million at a discount of 2.6%.
 
The Borrower. The borrowing entity for the loan is Hughes Airport Realty Owner, LLC, a Delaware limited liability company and special purpose entity.
 
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.
 
 (barclays)
77 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex
 
The Sponsors.  The loan’s sponsors and nonrecourse carve-out guarantors are Oaktree Real Estate Opportunities Fund VI, L.P., Charles A. McKenna, Jr., Eric C. Smyth, Robert Y. Strom and Hughes Airport Project Owner, LLC. Oaktree Capital Management (“Oaktree”) is a global alternative investment management firm that invests in high yield bonds, convertible securities, distressed debt, real estate and control investments. Oaktree’s Real Estate Opportunities strategy has $5.5 billion under management. Charles A. McKenna, Jr., Eric C. Smyth and Robert Y. Strom each serve as principals of California Industrial Properties, LLC (“CIP”). CIP is a full service real estate investment and management company that owns and manages more than 5 million square feet of real estate in California, Nevada and North Carolina.
 
The Properties. The Hughes Airport Complex loan consists of a 14-building flex/warehouse development located in Las Vegas, Nevada. The properties, which are located less than one mile from McCarran International Airport, are situated on approximately 53.3 acres and total 703,602 square feet. The properties were constructed between 1987 and 1998 with uses consisting of office, warehouse and distribution. The properties were 69.3% occupied by 32 tenants as of October 2013.
 
The largest tenant at the complex, Sitel Operating Corporation (“Sitel”), leases a total of approximately 10.0% of the combined net rentable area of the portfolio. Sitel has two leases at the complex, one for 50,536 square feet at 420 Pilot Road which has an expiration of November 2015 and a newly signed expansion for 19,833 square feet at 750 Pilot Road which has an expiration of November 2017. The lease at 750 Pilot Road has two, two-year extension options. Sitel is a global business process outsourcing provider of customer care and complementary back-office processes with approximately 58,000 employees and over 27 years of experience. The second largest tenant at the complex, Franklin Machine Products, Inc. (“Franklin Machine”), occupies approximately 6.7% of the combined net rentable area through June 2019. Founded in 1918, Franklin Machine is a distributor and manufacturer of small equipment, replacement parts and food service accessories. The third largest tenant at the complex, United Coin Machine Co. (“United Coin”), leases approximately 4.8% of the combined net rentable area through April 2017 with one, five-year extension option. Franklin Machine recently expanded by 10,967 square feet at the property. Founded in 1957, United Coin is a provider of multi-denomination video poker machines, online game management systems, networked multi-site player tracking systems and automated promotional systems.
 
The properties are each located within one-mile radius of each other just south of McCarran International Airport. Additionally, the properties are located less than one mile from Interstate 215 and approximately 1.5 miles from Interstate 15 which links Las Vegas to Los Angeles, California. According to the appraisal, the properties are located in Airport/East Las Vegas industrial submarket which reported a vacancy rate of 22.3% and triple net asking rents for flex space of $9.36 per square foot as of the second quarter of 2013. The submarket identified by the appraisal contains 170 flex buildings with a total of approximately 21.4 million square feet.
 
Portfolio Summary
 
Address
Location
Net Rentable
Area (SF)
Year
Built
Allocated Loan 
Amount
% of Allocated
Loan Amount
Appraised
 Value
Underwritten Net
Cash Flow
750 Pilot Road
Las Vegas, NV
56,416
 
1998
$4,590,000
 
10.2%
 
$7,200,000
 
$419,279
 
770 Pilot Road
Las Vegas, NV
53,178
 
1998
4,271,000
 
9.5
 
6,700,000
 
372,186
 
815 Pilot Road
Las Vegas, NV
55,005
 
1995
4,271,000
 
9.5
 
6,700,000
 
449,452
 
420 Pilot Road
Las Vegas, NV
50,536
 
1996
4,230,000
 
9.4
 
7,500,000
 
800,291
 
731 Pilot Road
Las Vegas, NV
64,534
 
1995
3,889,000
 
8.6
 
6,100,000
 
285,491
 
711 Pilot Road
Las Vegas, NV
75,886
 
1995
3,627,000
 
8.1
 
5,690,000
 
177,831
 
823 Pilot Road
Las Vegas, NV
62,860
 
1994
3,576,000
 
7.9
 
5,610,000
 
335,799
 
751 Pilot Road
Las Vegas, NV
47,235
 
1995
2,996,000
 
6.7
 
4,700,000
 
329,359
 
600 Pilot Road
Las Vegas, NV
37,526
 
1997
2,971,000
 
6.6
 
4,660,000
 
368,126
 
500 Pilot Road
Las Vegas, NV
34,493
 
1997
2,786,000
 
6.2
 
4,750,000
 
273,650
 
839 Pilot Road
Las Vegas, NV
47,210
 
1994
2,678,000
 
6.0
 
4,200,000
 
311,206
 
680 Pilot Road
Las Vegas, NV
50,950
 
1997
1,820,000
 
4.0
 
4,690,000
 
15,721
 
831 Pilot Road
Las Vegas, NV
35,073
 
1994
1,677,000
 
3.7
 
2,630,000
 
170,877
 
6600 Bermuda Road
Las Vegas, NV
32,700
 
1987
1,618,000
 
3.6
 
3,680,000
 
76,266
 
Total
 
703,602
   
$45,000,000
 
100.0%
 
$74,810,000
 
$4,385,534
 
 
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.
 
 (barclays)
78 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex
 
Historical and Current Occupancy(1)
 
Property
Single Tenant
(Yes / No)
2009
2010
2011
2012
Current(2)
750 Pilot Road(3)
No
100.0%
 
100.0% 
 
100.0% 
 
64.8% 
 
68.5%  
 
770 Pilot Road(4)
No
100.0%
 
100.0% 
 
100.0% 
 
100.0% 
 
53.1%  
 
815 Pilot Road(5)
No
100.0%
 
70.9% 
 
53.0% 
 
94.5% 
 
84.2%  
 
420 Pilot Road
Yes
100.0%
 
100.0% 
 
100.0% 
 
100.0% 
 
100.0%  
 
731 Pilot Road
No
100.0%
 
56.6% 
 
48.0% 
 
48.0% 
 
48.0%  
 
711 Pilot Road
No
53.4%
 
52.1% 
 
52.1% 
 
68.2% 
 
60.3%  
 
823 Pilot Road
No
79.1%
 
80.4% 
 
70.4% 
 
70.4% 
 
70.4%  
 
751 Pilot Road
No
70.6%
 
70.6% 
 
100.0% 
 
100.0% 
 
100.0%  
 
600 Pilot Road
No
63.5%
 
63.5% 
 
63.5% 
 
63.5% 
 
100.0%  
 
500 Pilot Road
No
86.6%
 
100.0% 
 
100.0% 
 
53.5% 
 
67.0%  
 
839 Pilot Road
Yes
76.8%
 
100.0% 
 
100.0% 
 
100.0% 
 
  100.0%  
 
680 Pilot Road
No
87.3%
 
87.3% 
 
  38.0% 
 
22.2% 
 
22.2%  
 
831 Pilot Road
No
70.3%
 
70.3% 
 
70.3% 
 
70.3% 
 
70.3%  
 
6600 Bermuda Road
No
53.5%
 
0.0% 
 
32.3% 
 
32.3% 
 
35.6%  
 
 Weighted Average
 
82.4%
 
75.9% 
 
72.7% 
 
71.4% 
 
69.3%  
 
(1)
Historical Occupancies are as of December 31 of each respective year.
(2)
Current Occupancy is as of October 17, 2013.
(3)
Current Occupancy at 750 Pilot Road incorporates expected downsizing of Terracon Consulting, Inc., which currently leases 22,298 square feet of which 12,298 was underwritten as vacant.
(4)
Current Occupancy at 770 Pilot Road incorporates expected downsizing of MGM Mirage Operations, Inc., which currently leases 37,097 square feet of which 24,925 was underwritten as vacant.
(5)
Current Occupancy at 815 Pilot Road incorporates expected downsizing of LECO Corporation, which currently leases 10,163 square feet of which 5,663 was underwritten as vacant.
 
Property Summary
Property
Building Type / Subtype
# of
Buildings
Clear
Heights
# of
Dock Doors
%
 Office
Largest Tenant
Largest
Tenant Expiration
Largest Tenant
% of NRA
750 Pilot Road
Flex
1
N/A
0
100.0%
Sitel Operating Corporation
11/30/2017
35.2%
 
770 Pilot Road
Flex
1
N/A
2
100.0%
MGM Mirage Operations, Inc.(1)
3/31/2014
22.9%
 
815 Pilot Road
Flex
1
16
13
79.1%
BMM North America, Inc.
9/30/2019
58.9%
 
420 Pilot Road
Flex
1
16
2
100.0%
Sitel Operating Corporation
11/30/2015
100.0%
 
731 Pilot Road
Flex
1
20
10
61.7%
The Converse Professional Group
11/30/2016
23.7%
 
711 Pilot Road
Warehouse
1
24
18
25.3%
Otis Elevator Company
11/30/2023
16.2%
 
823 Pilot Road
Warehouse
1
24
15
19.5%
Coloxchange LLC
12/31/2019
31.8%
 
751 Pilot Road
Warehouse
1
24
8
17.8%
Creative Electronics and Software, Inc.
1/31/2016
70.6%
 
600 Pilot Road
Flex
1
16
2
87.9%
United Coin Machine Co.
4/30/2017
63.5%
 
500 Pilot Road
Flex
1
16
2
97.0%
Entravision Communication Corp
11/30/2017
33.9%
 
839 Pilot Road
Warehouse
1
24
11
16.6%
Franklin Machine Products, Inc.
6/30/2019
100.0%
 
680 Pilot Road
Flex
1
17
2
94.3%
Ricoh Americas Corporation
11/30/2016
22.2%
 
831 Pilot Road
Warehouse
1
24
5
30.5%
Candid Litho Printing, Ltd.
8/31/2014
70.3%
 
6600 Bermuda Road
Flex
1
N/A
0
100.0%
Bally Gaming, Inc.
4/30/2014
35.6%
 
(1)
MGM Operations, Inc. currently leases 37,097 square feet at the property, but is expected to vacate 24,925 square feet of that space. Xerox is currently using the remaining 12,172 square feet of MGM Mirage Operations, Inc.’s space at the 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.
 
 (barclays)
79 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex
 
Tenant Summary(1)
Tenant
Property
 Ratings(2)
 Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of Total
NRA
Base
Rent PSF
Lease Expiration Date
Sitel Operating Corporation(3)
Various
NA / NA / NA
70,369
 
10.0%
 
$15.71
 
Various
 
Franklin Machine Products, Inc.
839 Pilot Road
NA / NA / NA
47,210
 
6.7%
 
$7.29
 
6/30/2019
 
United Coin Machine Co.(4)
Various
NA / NA / NA
33,843
 
4.8%
 
$11.60
 
Various
 
Creative Electronics and Software, Inc.
751 Pilot Road
NA / NA / NA
33,363
 
4.7%
 
$6.00
 
1/31/2016
 
BMM North America, Inc.
815 Pilot Road
NA / NA / NA
32,411
 
4.6%
 
$8.76
 
9/30/2019
 
Candid Litho Printing, Ltd.
831 Pilot Road
NA / NA / NA
24,665
 
3.5%
 
$9.05
 
8/31/2014
 
Coloxchange LLC
823 Pilot Road
NA / NA / NA
20,019
 
2.8%
 
$10.20
 
12/31/2019
 
The Converse Professional Group(5)
731 Pilot Road
NA / NA / NA
15,299
 
2.2%
 
$10.80
 
11/30/2016
 
Navistar, Inc.
751 Pilot Road
B3 / CCC+/ CCC
13,872
 
2.0%
 
$7.75
 
3/31/2018
 
MMP Partners, LLC
600 Pilot Road
NA / NA / NA
13,708
 
1.9%
 
$6.60
 
4/30/2019
 
(1)
Based on the underwritten rent roll.
(2)
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)
Sitel Operating Corporation leases 50,536 square feet at 420 Pilot Road at a rate of $16.69 per square foot through November 2015 and 19,833 square feet at 750 Pilot Road at a rate of $13.20 per square foot through November 2017.
(4)
United Coin Machine Co. leases 23,818 square feet at 600 Pilot Road at a rate of $13.20 per square foot through April 2017 and 10,025 square feet at 711 Pilot Road at a rate of $7.80 per square foot through April 2017.
(5)
The Converse Professional Group has the right to terminate its lease on November 30, 2014 with notice by February 28, 2014 and payment of a termination fee.
 
Lease Rollover Schedule(1)
Year
Number
of Leases Expiring
Net Rentable Area
Expiring
% of NRA Expiring
Base Rent Expiring
% of Base
Rent
Expiring
Cumulative
Net Rentable Area
Expiring
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
216,131
 
30.7%
 
NAP
 
NAP
 
216,131
 
30.7%
 
NAP
 
NAP
 
2014 & MTM
8
78,122
 
11.1
 
$1,028,862
 
18.2%
 
294,253
 
41.8%
 
$1,028,862
 
18.2%
 
2015
5
95,748
 
13.6
 
1,325,845
 
23.4
 
390,001
 
55.4%
 
$2,354,707
 
41.6%
 
2016
5
73,149
 
10.4
 
665,663
 
11.8
 
463,150
 
65.8%
 
$3,020,370
 
53.4%
 
2017
5
81,058
 
11.5
 
1,102,072
 
19.5
 
544,208
 
77.3%
 
$4,122,442
 
72.9%
 
2018
1
13,872
 
2.0
 
107,508
 
1.9
 
558,080
 
79.3%
 
$4,229,950
 
74.8%
 
2019
5
122,139
 
17.4
 
1,112,633
 
19.7
 
680,219
 
96.7%
 
$5,342,583
 
94.4%
 
2020
0
0
 
0.0
 
0
 
0.0
 
680,219
 
96.7%
 
$5,342,583
 
94.4%
 
2021
1
0
 
0.0
 
121,440
 
2.1
 
680,219
 
96.7%
 
$5,464,023
 
96.6%
 
2022
0
0
 
0.0
 
0
 
0.0
 
680,219
 
96.7%
 
$5,464,023
 
96.6%
 
2023
2
23,383
 
3.3
 
193,699
 
3.4
 
703,602
 
100.0%
 
$5,657,722
 
100.0%
 
2024
0
0
 
0.0
 
0
 
0.0
 
703,602
 
100.0%
 
$5,657,722
 
100.0%
 
2025 & Beyond
0
0
 
0.0
 
0
 
0.0
 
703,602
 
100.0%
 
$5,657,722
 
100.0%
 
Total
32
703,602
 
100.0%
 
$5,657,722
 
100.0%
                 
(1)
Based on the underwritten rent roll.
 
Operating History and Underwritten Net Cash Flow
 
2010
2011
2012
TTM(1)
Underwritten
Per Square
Foot
%(2)
Rents in Place(3)
$7,450,397
 
$6,743,038
 
$6,555,419
 
$6,132,282
 
$5,657,722
$8.04
57.6%  
Vacant Income
0
 
0
 
0
 
0
 
2,222,381
3.16
22.6  
Gross Potential Rent
$7,450,397
 
$6,743,038
 
$6,555,419
 
$6,132,282
 
$7,880,103
$11.20
80.3%  
Total Reimbursements
1,816,415
 
1,589,516
 
1,380,477
 
1,279,327
 
1,936,408
2.75
19.7  
Net Rental Income
$9,266,812
 
$8,332,554
 
$7,935,896
 
$7,411,609
 
$9,816,511
$13.95
100.0%  
(Vacancy/Credit Loss)
(212,703)
 
0
 
0
 
(29,649)
 
(2,805,330)
(3.99)
(28.6)  
Other Income
48,722
 
46,133
 
184,619
 
160,015
 
0
0.00
0.0  
Effective Gross Income
$9,102,831
 
$8,378,686
 
$8,120,515
 
$7,541,975
 
$7,011,181
$9.96
71.4%  
                       
Total Expenses
$2,138,398
 
$1,857,256
 
$1,777,430
 
$1,746,843
 
$1,774,288
$2.52
25.3%  
                       
Net Operating Income
$6,964,433
 
$6,521,430
 
$6,343,084
 
$5,795,132
 
$5,236,893
$7.44
74.7%  
                          
Total TI/LC, Capex/RR
0
 
0
 
0
 
0
 
851,358
1.21
12.1  
Net Cash Flow
$6,964,433
 
$6,521,430
 
$6,343,084
 
$5,795,132
 
$4,385,534
$6.23
62.6%  
(1)
TTM column represents the trailing twelve month period ending in September 2013.
(2)
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)
Underwritten Rents in Place is lower than TTM due to mark to market rent adjustments as well as additional underwritten vacancy on three tenants (MGM Mirage Operations, Inc., Terracon Consulting, Inc. and LECO Corporation) which are expected to reduce their leased square footage.
 
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.
 
 (barclays)
80 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Hughes Airport Complex

Property Management. The property is managed by CIP Real Estate Property Services, which is an affiliate of the sponsors.

Escrows and Reserves. At origination, the borrower deposited into escrow approximately $1.9 million for outstanding tenant improvements and leasing commissions, $117,000 for free rent associated with three tenants and $75,341 for real estate taxes.

Tax Escrows - The borrower is required to escrow 1/12 of the annual estimated tax payments monthly, which currently equates to a monthly payment of $37,671.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow will be waived so long as there is no event of default and (i) the borrower provides the lender with evidence that the properties are insured pursuant to an acceptable blanket insurance policy or (ii) for an individual property, the borrower provides the lender with evidence that such individual property is insured by a tenant in accordance with the loan documents.

Replacement Reserves - On a monthly basis, the borrower is required to escrow $5,863 ($0.10 per square foot annually) for replacement reserves.

TI/LC Reserves - At origination, the borrower deposited approximately $1.9 million for outstanding tenant improvement and leasing commissions. At any time during the term of the loan if the balance in the TI/LC Reserve balance falls below $1.0 million, on a monthly basis, the borrower will be required to deposit approximately $58,634 ($1.00 per square foot annually) into the TI/LC escrow.  The reserve is subject to a cap of $1.0 million (approximately $1.42 per square foot).

Lockbox / Cash Management. The loan is structured with a hard lockbox and in-place cash management. The borrower was required to send tenant direction letters to tenants instructing them to deposit all rents and payments into the lockbox account controlled by the lender. All funds in the lockbox account are swept daily to a cash management account under the control of the lender and disbursed during each interest period of the term of the loan in accordance with the loan documents. To the extent that (i) the DSCR as calculated in the loan documents, including the mezzanine loan, based on the trailing three-month period falls below 1.25x, (ii) there is an event of default under the loan documents or (iii) the borrower or property manager becomes the subject of a bankruptcy, insolvency or similar action, then all excess cash flow after payments of debt service, operating expenses and required reserves will be deposited into the cash management account and will be held as additional collateral for the loan.

Release of Property. The borrower may release a property or properties from the collateral for the loan any time after the payment date in February 2015 provided that, among other things, (i) no event of default exists; (ii) payment of 115% of the allocated mortgage loan amount and 100% of the allocated mezzanine loan amount; and (iii) the DSCR as calculated in the loan documents (including the mezzanine loan) for the properties then remaining subject to the lien of the mortgage after giving effect to such release is equal to the greater of a minimum of 1.28x or the lesser of (a) 1.43x and (b) the DSCR as calculated in the loan documents immediately preceding the release of the individual property.

Additional Debt. A mezzanine loan of $17.0 million secured by the equity interests in the borrower was provided by an affiliate of Torchlight Investors. The mezzanine loan has a coterminous maturity with the mortgage loan. The mezzanine loan is interest-only for the term of the loan and has a 10.50000% coupon. Including the mezzanine loan, the Cut-off Date LTV is 82.9%, the UW NCF DSCR is 1.11x and the UW NOI Debt Yield is 8.6%.
 
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.
 
 (barclays)
81 of 118
(j.p morgan) 
 
 
 

 
 
[THIS PAGE INTENTIONALLY LEFT BLANK]
 
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.
 
 (barclays)
82 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
(GRAPHIC)
 
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.
 
 (barclays)
83 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
(MAP)
 
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.
 
 (barclays)
84 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
(CHART)
 
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.
 
 (barclays)
85 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
Barclays
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$30,000,000
 
Title:
Leasehold
Cut-off Date Principal Balance:
$30,000,000
 
Property Type - Subtype:
Office - CBD
% of Pool by IPB:
3.1%
 
Net Rentable Area (SF):
139,537
Loan Purpose:
Acquisition       
 
Location:
New York, NY
Borrower:
Thor 545 Madison LLC
 
Year Built / Renovated:
1956 / 2008
Sponsor:
Joseph J. Sitt
 
Occupancy:
93.3%
Interest Rate:
5.21000%
 
Occupancy Date:
11/30/2013
Note Date:
12/20/2013
 
Number of Tenants:
15
Maturity Date:
1/6/2024
 
2010 NOI(1):
($3,216,711)
Interest-only Period:
120 months
 
2011 NOI(1):
($1,609,221)
Original Term:
120 months
 
2012 NOI(1):
($169,460)
Original Amortization:
None
 
Annualized NOI (as of 6/2013) (1):
$1,617,387
Amortization Type:
Interest Only
 
UW Economic Occupancy:
94.7%
Call Protection:
L(25),Def(91),O(4)
 
UW Revenues:
$12,739,619
Lockbox:
Hard
 
UW Expenses:
$9,278,195
Additional Debt:
Yes
 
UW NOI(1):
$3,461,424
Additional Debt Balance:
$5,000,000
 
UW NCF:
$3,239,561
Additional Debt Type:
Mezzanine Loan
 
Appraised Value / Per SF:
$55,000,000 / $394
     
Appraisal Date:
12/1/2013
         

Escrows and Reserves(2)
 
Financial Information
  
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
 
$215
Taxes:
$201,041
$33,697
N/A  
  
Maturity Date Loan / SF:
 
$215
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
 
54.5%
Replacement Reserves:
$0
$2,907
N/A  
 
Maturity Date LTV:
 
54.5%
TI/LC:
$175,364
$15,814
N/A  
 
UW NCF DSCR:
 
2.04x
Other:
$0
$504,167
N/A  
 
UW NOI Debt Yield:
 
11.5%
               
 
Sources and Uses
Sources
Proceeds
% of Total   
 
Uses
Proceeds
% of Total   
Mortgage Loan
$30,000,000
53.3% 
 
Purchase Price
$53,000,000
94.2%  
Mezzanine Loan
5,000,000
8.9 
 
Closing Costs
2,876,021
5.1  
Sponsor Equity
21,252,426
37.8 
 
Upfront Reserves
376,405
0.7  
Total Sources
$56,252,426
100.0% 
 
Total Uses
$56,252,426
100.0%  
(1)  
The property underwent a gut renovation that was completed in 2008. The renovation required the previous owner to vacate tenants. The increase in NOI is due to the lease up of vacant space post-renovation. See “The Property” section below.
(2)  
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.

The Loan. The 545 Madison Avenue loan has an outstanding principal balance of $30.0 million and is secured by a first mortgage lien on the leasehold interest of a 18-story, 139,537 square foot office building located on the southeast corner of Madison Avenue and 55th Street in New York, NY. The 545 Madison Avenue loan has a 10-year term and will be interest-only for the entire term of the loan.

The Borrower. The borrowing entity for the 545 Madison Avenue loan is Thor 545 Madison LLC, a Delaware limited liability company and special purpose entity.

The Sponsor. The loan’s sponsor and nonrecourse carve-out guarantor is Joseph J. Sitt. Mr. Sitt is the Chief Executive Officer of Thor Equities, LLC (“Thor Equities”). Thor Equities is a privately held commercial real estate firm headquartered in New York, NY. Thor Equities has an international retail, office, hotel and residential portfolio valued at more than $5.0 billion and totaling more than 15 million square feet. Thor Equities focuses on urban real estate development, leasing and management, pursuing premier retail and mixed-use assets in high-density locations.
 
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.
 
 (barclays)
86 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
The Property. 545 Madison Avenue is a 139,537 square foot Class A office building located in Midtown Manhattan. The 18-story building was constructed in 1956 and was renovated in 2008. The property features 50 feet of Madison Avenue retail frontage and 125 feet of 55th Street retail frontage. The property is divided into two ownership positions. The leased fee estate in the land is owned by the Joseph E. Marx Company, Inc. The borrower, Thor 545 Madison LLC, acquired the leasehold estate for a total cost of approximately $56.3 million contributing approximately $21.3 million of equity. The total cost of approximately $56.3 million represents a 40.2% discount of the $94.1 million ($675 per square foot) invested by the seller in hard and soft costs alone during the 2008 renovation. The renovation of the building included a complete removal of existing facades which were replaced with a new glass curtain wall. The new facade features floor to ceiling glass offering expansive views out from all corners of the floor. Additionally, the previous owner completed a gut rehabilitation of the property under the guidelines of the Leadership in Energy and Environmental Design (“LEED”) system. 545 Madison Avenue received Gold certification from the U.S. Green Building Council. Due to the property’s renovation, the previous owner vacated tenants, and as a result the property occupancy rate was 5.2%, 14.5% and 25.9% in 2008, 2009 and 2010, respectively. Additional occupancy figures are detailed in the table below.

Historical and Current Occupancy(1)
 
2010
2011
2012
Current(2)(3)
25.9%
55.5%
68.5%
93.3%
(1)  
Historical Occupancies are as of December of each respective year.
(2)  
Current Occupancy is as of November 30, 2013.
(3)  
The increase in Current Occupancy from historical occupancy levels is primarily due to the lease-up after the renovation.
 
As of November 2013, the property was 93.3% leased by 15 tenants. The ground floor and second floor of the property are occupied by two retail tenants totaling 16,518 square feet or 11.8% of the net rentable area. Office suites are located on floors three through 18 totaling 123,019 square feet or 88.2% of the net rentable area. The retail component is 100.0% occupied and the office component is 92.5% occupied. The largest office tenant, Ogden Capital Properties, leases 19.9% of the net rentable area through March 2023 and occupies the entire fourth, fifth and sixth floors. Ogden Capital Properties is a New York City residential real estate owner and manager focusing on luxury apartments in Manhattan. The second largest office tenant, Strike Holdings Group LLC, a financial services firm, leases 9.9% of the net rentable area through December 2023 and occupies the entire fifteenth and sixteenth floors. The largest retail tenant at the property, Oscar Blandi Salon Inc., an upscale hair salon catering to celebrities and other high-end clientele, leases 6.7% of the net rentable area through October 2019 and occupies the entire second floor of the property. The second largest retail tenant at the property, Richemont North America, Inc, leases 5.2% of the net rentable area through January 2019 and occupies the entire ground floor. Richemont’s leased space at the property is dedicated to Alfred Dunhill, a luxury menswear retailer, and Panerai, a luxury Swiss-based watchmaker. Including Alfred Dunhill and Panerai, Richemont owns several companies in the field of luxury goods, including Cartier, Piaget, Vacheron Constantin, Jaeger-LeCoultre, IWC and Montblanc.

According to the appraisal’s market rent conclusions, in general, rental rates at 545 Madison Avenue are below market. The current weighted average office rent at 545 Madison Avenue is $69.66 per square foot and the appraiser concluded a weighted average market rent of $87.59 per square foot, a total dollar value difference of approximately $2,039,000. Every office tenant at 545 Madison Avenue is paying less than the appraisals concluded market rent for each respective space. The current weighted average retail rent at 545 Madison Avenue is $229.10 per square foot and the appraiser concluded a weighted average market rent of $271.16 per square foot, a total dollar value difference of approximately $695,000.

The property is located in Midtown Manhattan on the southeast corner of Madison Avenue and 55th Street. Midtown is the largest office market in Manhattan, containing 242.7 million square feet within its ten submarkets. Almost all of the Midtown submarkets are home to trophy office properties and/or historic landmarks, containing 182.9 million square feet of Class A office space, approximately 75.4% of the Midtown market. According to the appraisal, 545 Madison Avenue is located within the Plaza District, and more specifically the Madison/Fifth Avenue submarket. The Plaza District contained 81.7 million square feet of Class A office space as of the third quarter 2013. Class A office direct vacancy in the Plaza District was estimated at 9.5% with asking rents of $88.45 per square foot, greater than the Midtown average of $75.34 per square foot. The appraisal identified eight directly competitive properties built between 1921 and 1971 that range in size from approximately 135,000 square feet and 605,000 square feet and reported a weighted average direct occupancy of 96.7%.
 
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.
 
 (barclays)
87 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
Tenant Summary(1)
 
Tenant
Tenant Type
Ratings
Moody’s/S&P/Fitch(2)
Net Rentable
Area (SF)
% of
Total NRA
Base Rent
PSF(3)
Lease Expiration Date
Ogden Capital Properties
Office
NA / NA / NA
27,808
 
19.9%
 
$65.00
 
3/1/2023
Strike Holdings Group LLC(4)
Office
NA / NA / NA
13,754
 
9.9%
 
$79.00
 
12/1/2023
Oscar Blandi Salon Inc.
Retail
NA / NA / NA
9,282
 
6.7%
 
$91.00
 
10/1/2019
Cliffwater LLC
Office
NA / NA / NA
9,264
 
6.6%
 
$64.00
 
5/1/2022
Peter B Cannell & Co
Office
NA / NA / NA
8,802
 
6.3%
 
$75.00
 
5/1/2025
BHR Capital LLC
Office
NA / NA / NA
8,802
 
6.3%
 
$73.00
 
3/1/2016
Richemont North America, Inc
Retail
NA / NA / NA
7,236
 
5.2%
 
$425.74
 
1/1/2019
JAE Credit Management(5)
Office
NA / NA / NA
7,175
 
5.1%
 
$72.00
 
6/1/2021
RNK Capital LLC
Office
NA / NA / NA
7,175
 
5.1%
 
$70.00
 
6/1/2016
Home Shopping Network
Office
NA / NA / NA
7,114
 
5.1%
 
$66.00
 
8/1/2017
(1)  
Based on the underwritten rent roll.
(2)  
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)  
Base Rent PSF reflects contractual rent steps underwritten through December 2014.
(4)  
Strike Holdings Group LLC has a one-time right to terminate its lease on December 31, 2018 with 12 months notice and payment of a termination fee equal to (i) the unamortized costs incurred and paid by the landlord and (ii) a sum equal to four months of fixed rent and escalation rent payable at the time of termination utilizing an 8.0% interest rate.
(5)  
JAE Credit Management has a one-time right to terminate its lease on May 31, 2016 with 12 months notice and payment of a $794,289 termination fee.
 
Lease Rollover Schedule(1)
 
Year
Number
of Leases
Expiring
Net
Rentable
Area
Expiring
% of
NRA
Expiring
Base Rent
Expiring
% of Base
Rent
Expiring
Cumulative
Net Rentable
Area
Expiring
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
9,282
 
6.7
NAP
 
NAP
 
9,282
 
6.7%
 
NAP
 
NAP  
2014
0
0
 
0.0
 
$0
 
0.0
9,282
 
6.7%
 
$0
 
0.0%  
2015
2
8,754
 
6.3
 
622,735
 
5.2
 
18,036
 
12.9%
 
$622,735
 
5.2%  
2016
2
15,977
 
11.5
 
1,144,796
 
9.6
 
34,013
 
24.4%
 
$1,767,531
 
14.9%  
2017
3
15,986
 
11.5
 
1,099,632
 
9.3
 
49,999
 
35.8%
 
$2,867,163
 
24.2%  
2018
0
0
 
0.0
 
0
 
0.0
 
49,999
 
35.8%
 
$2,867,163
 
24.2%  
2019
2
16,518
 
11.8
 
3,925,317
 
33.1
 
66,517
 
47.7%
 
$6,792,480
 
57.2%  
2020
0
0
 
0.0
 
0
 
0.0
 
66,517
 
47.7%
 
$6,792,480
 
57.2%  
2021
2
13,392
 
9.6
 
926,922
 
7.8
 
79,909
 
57.3%
 
$7,719,402
 
65.1%  
2022
1
9,264
 
6.6
 
592,896
 
5.0
 
89,173
 
63.9%
 
$8,312,298
 
70.0%  
2023
2
41,562
 
29.8
 
2,894,086
 
24.4
 
130,735
 
93.7%
 
$11,206,384
 
94.4%  
2024
0
0
 
0.0
 
0
 
0.0
 
130,735
 
93.7%
 
$11,206,384
 
94.4%  
2025 & Beyond
1
8,802
 
6.3
 
660,150
 
5.6
 
139,537
 
100.0%
 
$11,866,534
 
100.0%  
Total
15
139,537
 
100.0
$11,866,534
 
100.0
             
(1)  
Based on the underwritten rent roll.
 
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.
 
 (barclays)
88 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
Operating History and Underwritten Net Cash Flow
 
 
            2010
            2011
            2012
 
                YTD(1)
         Underwritten
       Per
       Square
       Foot
         %(2)
Rents in Place(3)(4)
$4,217,935
$6,276,857
$8,124,960
$9,673,948
$11,866,534
$85.04
89.5%
Vacant Income
0
0
0
0
807,720
5.79
6.1
Gross Potential Rent
$4,217,935
$6,276,857
$8,124,960
$9,673,948
$12,674,253
$90.83
95.6%
Total Reimbursements
196,329
376,637
564,519
617,987
586,972
4.21
4.4
Net Rental Income
$4,414,264
$6,653,494
$8,689,479
$10,291,935
$13,261,226
$95.04
100.0%
(Vacancy/Credit Loss)
0
0
0
0
(697,879)
(5.00)
(5.3)
Other Income
257,452
129,573
154,186
156,487
176,273
1.26
1.3
Effective Gross Income
$4,671,716
$6,783,067
$8,843,665
$10,448,422
$12,739,619
$91.30
96.1%
               
Total Expenses(5)(6)
$7,888,427
$8,392,288
$9,013,125
$8,831,035
$9,278,195
$66.49
72.8%
               
Net Operating Income
($3,216,711)
($1,609,221)
($169,460)
$1,617,387
$3,461,424
$24.81
27.2%
               
Total TI/LC, Capex/RR
0
0
0
0
221,864
1.59
1.7
               
Net Cash Flow
($3,216,711)
($1,609,221)
($169,460)
$1,617,387
$3,239,561
$23.22
25.4%
               
(1)  
YTD column represents the six month annualized figures ending in June 2013.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
Underwritten Rents in Place include $163,590 of contractual rent steps underwritten through December 2014. There is $817,531 of additional contractual rent steps through the loan term which are not being underwritten. Additionally, the appraisal concluded that in place rents are approximately $2,734,000 below market rents.
(4)  
The increase in Rents in Place is a result of the increase in occupancy. The increase in occupancy from historical levels is primarily due to the previous owner’s lease up of the property after a $94.1 million gut renovation in 2008. The renovation required the previous owner to vacate tenants as discussed above.
(5)  
Included in Underwritten Total Expenses is a real estate tax expense of $577,510. Real estate taxes for the 2013 calendar year were $577,510 and are expected to increase to $2,014,184 in the 2020 calendar year (based on the current assessed value) when the abatement expires. See “Industrial and Commercial Incentive Plan Tax Exemption” below.
(6)  
Included in Underwritten Total Expenses is a ground lease expense of $6,050,000. The ground lease payment is currently $6,050,000 and will step up to $6,655,000 starting October 2016 and $7,320,500 starting October 2021. See “Ground Lease” below.

Property Management. The property is managed by Thor Management Company LLC, an affiliate of the sponsor.

Ground Lease. 545 Madison Avenue is encumbered by a ground lease. The land is owned by Joseph E. Marx Company, Inc. The ground lease commenced October 2006 and expires October 2081, a term of 75 years. The current ground lease payment is $6,050,000 with 10.0% increases every five years.

Industrial and Commercial Incentive Plan Tax Exemption. Due to 545 Madison Avenue’s increase in value of improvements as a result of recent renovations, the property has been granted a property tax abatement. For the first eight years beginning in the 2008/2009 tax year, the tax payment on 100.0% of the exemption base will be exempt. For the following four tax years, the exemption amount decreases by 20.0% per year, until entirely phased out after year 12 or the 2019/2020 tax year. Real estate taxes for the 2013 calendar year were $577,510 and are expected to increase to $2,014,184 in the 2020 calendar year (based on the current assessed value) when the abatement expires.

Escrows and Reserves. At origination, the borrower deposited into escrow $201,041 for real estate taxes and $175,364 for the payment of tenant improvement costs, leasing commissions and free rent obligations associated with the tenant Strike Holdings Group.

Tax Escrows - On a monthly basis, the borrower is required to escrow 1/12 of the annual estimated tax payments, which currently equates to $33,697.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow will be waived so long as there is no event of default and the borrower provides the lender with evidence that the property is insured pursuant to an acceptable blanket insurance policy.

Replacement Reserves - On a monthly basis, the borrower is required to escrow $2,907 (approximately $0.25 per square foot annually) for replacement reserves.

TI/LC Reserves - On a monthly basis, the borrower is required to deposit $15,814 (approximately $1.36 per square foot annually) into the TI/LC escrow.

Ground Rent Reserves - On a monthly basis, the borrower is required to escrow an amount equal to the ground rent payable under the ground lease, which currently equates to $504,167.
 
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.
 
 (barclays)
89 of 118
(j.p morgan)
 
 
 

 

Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
545 Madison Avenue
 
Debt Service Shortfall Reserves - On a monthly basis, after payment of debt service, required reserves and operating expenses, all excess cash flow will be deposited as additional collateral for the loan up to the Debt Service Shortfall Fund Capped Amount, which amounts will be made available to pay for shortfalls of debt service or mezzanine debt service. Such funds will be released to the borrower upon the execution of renewal or replacement leases for the spaces occupied by Richemont North America, Inc. and Oscar Blandi Salon, Inc., and, among other requirements, satisfaction of the following conditions: (i) such tenants are paying regular unabated rent (or if not yet paying rent, the borrower will have funded a reserve to be held by lender in the amount of any free rent due), (ii) the initial term of each lease will be for at least ten years without any termination rights and (iii) the debt service coverage ratio based on the trailing twelve month period will be equal to or greater than 1.20x for two consecutive quarters.

Debt Service Shortfall Fund Capped Amount” means an amount equal to (i) (x) from the origination date through January 5, 2015, $225,000 and (y) increasing by $225,000 on January 6, 2015 and every 12 months thereafter, minus (ii) amounts previously disbursed from the debt service shortfall reserves fund.

Lockbox / Cash Management.  The loan is structured with a hard lockbox and in-place cash management. The borrower is required to send tenant direction letters to all tenants instructing them to deposit all rents and other payments directly into the lockbox account controlled by the lender. All funds in the lockbox account are swept periodically to a cash management account under the control of the lender and disbursed each monthly payment date during the term of the loan in accordance with the loan documents. The funds are then returned to an account controlled by the borrower until the occurrence of a Cash Management Sweep Period. In the event of a Cash Management Sweep Period, all available funds will be transferred into the cash trap subaccount and held as additional collateral for the loan.

Cash Management Sweep Period” means the occurrence of: (i) an event of default or (ii) the debt service coverage ratio based on the trailing twelve month period immediately preceding the date of such determination falling below 1.15x.

Additional Debt. A mezzanine loan of $5.0 million secured by the equity interest in the borrower was provided by Arc Realty Finance Operating Partnership, L.P. The mezzanine loan has a coterminous maturity with the mortgage loan. The mezzanine loan is interest-only for the term of the loan and has an 11.00000% coupon. Including the mezzanine loan, the Cut-off date LTV is 63.6%, the UW NCF DSCR is 1.51x and the UW NOI Debt Yield is 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.
 
 (barclays)
90 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center
 
(graphic)
 
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.
 
 (barclays)
91 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center
 
(map)
 
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.
 
 (barclays)
92 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center
 
(graphic)
 
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.
 
 (barclays)
93 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center

Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
Barclays
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$24,150,000
 
Title:
Fee
Cut-off Date Principal Balance:
$24,125,138
 
Property Type - Subtype:
Office - CBD
% of Pool by IPB:
2.5%
 
Net Rentable Area (SF):
194,555
Loan Purpose:
Refinance
 
Location:
Tacoma, WA
Borrower:
Tacoma Financial Center
Partners, LLC
 
Year Built / Renovated:
1985 / N/A
Occupancy:
83.5%
Sponsor:
Richard Getty
 
Occupancy Date:
12/9/2013
Interest Rate:
5.13400%
 
Number of Tenants:
22
Note Date:
12/18/2013
 
2010 NOI:
$2,913,311
Maturity Date:
1/6/2024
 
2011 NOI:
$2,003,850
Interest-only Period:
None
 
2012 NOI(1):
$1,409,950
Original Term:
120 months
 
TTM NOI (as of 10/2013):
$1,461,652
Original Amortization:
360 months
 
UW Economic Occupancy:
84.3%
Amortization Type:
Balloon
 
UW Revenues(1):
$4,203,916
Call Protection:
L(25),Def(91),O(4)
 
UW Expenses:
$1,663,850
Lockbox:
Hard
 
UW NOI(1):
$2,540,066
Additional Debt:
N/A
 
UW NCF:
$2,298,244
Additional Debt Balance:
N/A
 
Appraised Value / Per SF:
$38,600,000 / $198
Additional Debt Type:
N/A
 
Appraisal Date:
11/12/2013
         
 
Escrows and Reserves(2)
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$124
Taxes:
$146,219
$36,555
N/A  
 
Maturity Date Loan / SF:
$102
Insurance:
$43,129
$5,391
N/A  
 
Cut-off Date LTV:
62.5%
Replacement Reserves:
$0
$3,243
$116,733  
 
Maturity Date LTV:
51.7%
TI/LC:
$650,000
Springing
$650,000  
 
UW NCF DSCR:
1.46x
Other:
$1,800,000
$0
N/A  
 
UW NOI Debt Yield:
10.5%
 
Sources and Uses
Sources
Proceeds
% of Total
 
Uses
Proceeds
% of Total
 
Mortgage Loan
$24,150,000
100.0%
 
Payoff Existing Debt
$15,742,254
65.2%
 
       
Return of Equity
5,396,353
22.3
 
       
Upfront Reserves
2,639,348
10.9
 
       
Closing Costs
372,045
1.5
 
Total Sources
$24,150,000
100.0%
 
Total Uses
$24,150,000
100.0%
 
(1)  
In 2011, two tenants comprising 62,000 square feet (31.9% of the net rentable area) vacated their premises at the mortgaged property. In 2013, the borrower executed nine new leases totaling 53,794 square feet or (27.6% the net rentable area), and representing $1,357,882 in underwritten base rent.
(2)  
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.
 
The Loan. The Tacoma Financial Center loan has an outstanding balance of approximately $24.1 million and is secured by a first mortgage lien on a 194,555 square foot Class A office building located in the central business district of Tacoma, Washington. The loan has a 10-year term and amortizes on a 30-year schedule. The previously existing debt was securitized in the BACM 2004-1 transaction.

The Borrower. The borrowing entity for the loan is Tacoma Financial Center Partners, LLC, a Delaware limited liability company and special purpose entity.

The Sponsor. The loan’s sponsor and nonrecourse carve-out guarantor is Richard Getty. The sponsor acquired the property in 2003. Subsequent to acquisition, the sponsor leased-up the property to a stabilized occupancy level. Richard Getty has over 30 years of experience in property development and operates over 1.2 million square feet of office, retail and multifamily projects in the Puget Sound area.
 
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.
 
 (barclays)
94 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center
 
The Property. The Tacoma Financial Center is a 194,555 square foot office located at 1145 Broadway in the central business district of Tacoma, Washington, overlooking Commencement Bay in southern Puget Sound. The property is one of five traditional Class A office buildings in the Tacoma central business district. The property was constructed in 1985 and has 73 subterranean garage parking spaces, resulting in a parking ratio of 0.38 spaces per 1,000 square feet of net rentable area. The property is located three blocks from Tacoma Link’s Commerce Street station. Tacoma Link is a 1.6 mile light-rail line that runs between the Tacoma central business district and the Tacoma Dome station. Tacoma Dome station is a major regional transportation hub that includes the Sounder commuter train service to Seattle and regional and local bus services. Additionally, the property is approximately 15.0 miles south of the Seattle-Tacoma International Airport.

As of December 9, 2013, Tacoma Financial Center was 83.5% occupied by 22 tenants. Office suites range in size from less than 1,000 square feet to greater than 15,000 square feet. Approximately 29.8% of rental income is derived from five credit tenants.  The largest tenant at the property, Centene Corp., leases 12.2% of the net rentable area through October 2017. Centene Corp. is a Fortune 500 company multi-line healthcare enterprise that provides healthcare solutions to the rising number of under-insured and uninsured individuals. The second largest tenant at the property, Franciscan Health Systems, leases 8.1% of the net rentable area through March 2014.  Franciscan Health Systems is a regional network of primary-care and specialty-care clinics, physicians and other professional providers. Franciscan Health Systems has been at the property since September 2009. A reserve of $1,596,848 was taken at closing to be held until, among other conditions, Franciscan Health Systems renews its lease or another tenant leases substantially all of its space within six months of origination (see “Escrows and Reserves” below). The third largest tenant at the property, US Bank, leases 8.0% of the net rentable area through November 2018. US Bank, a subsidiary of US Bancorp, is the fifth largest commercial bank in the United States based on $364 billion in assets as of December 31, 2013. US Bank operates 3,081 banking offices in 25 states, 4,906 ATMs and provides a comprehensive line of banking, brokerage, insurance, investment, mortgage, trust and payment services products to consumers, businesses and institutions. US Bank’s lease commenced in December 2013.

Tacoma Financial Center is located just north of South 13th street on Broadway in the center of the Tacoma central business district.  The Tacoma central business district is the largest commercial district in the southern Puget Sound region. The northern portion of the Tacoma central business district (north of South 13th Street) is comprised primarily of office buildings with street-level retail space, parking structures and multifamily housing developments. The property has immediate access to Interstate 5, the West Coast’s primary transportation artery connecting all major metropolitan areas from Southern California to Northern Washington located two miles off of Interstate 705 spur. According to the appraisal, as of the quarter ending December 2013, the Tacoma central business district submarket had an inventory of approximately 4.2 million square feet, of which approximately 1.1 million square feet was for Class A office space. According to the appraisal, there are only five traditional Class A office buildings in the Tacoma central business district, including the property. According to the appraisal, Class A office had a total vacancy rate of 5.8% and an average rental rate of $26.12 per square foot as of the quarter ending December 2013. The appraisal identified four competitive properties ranging from 103,534 to 396,406 square feet that reported asking rents of $24.00 to $30.65 per square foot.

Historical and Current Occupancy(1)
 
2010
2011(2)
2012
Current(3)
98.0%
78.0%
68.4%
83.5%
(1)  
Historical Occupancies are as of December 31 of each respective year.
(2)  
In 2011, two tenants comprising 62,000 square feet or 31.9% of the net rentable area vacated their premises at the mortgaged property. In 2013, the borrower executed nine new leases totaling 53,794 square feet or 27.6% of the net rentable area.
(3)  
Current Occupancy is as of December 9, 2013.

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.
 
 (barclays)
95 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center

Tenant Summary(1)
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total NRA
UW Base
Rent PSF
Lease
Expiration Date
Centene Corp.(3)
Ba2 / BB / NA
23,745
12.2%
$21.00
10/31/2017
 
Franciscan Health Systems
NA / NA / NA
15,765
8.1%
$22.51
3/31/2014
 
US Bank
A1 / A+ / AA-
15,477
8.0%
$23.20
11/30/2018
 
Vertical Bay
NA / NA / NA
12,697
6.5%
$24.00
11/30/2016
 
FBI(4)
Aaa / AA+ / AAA
12,000
6.2%
$32.65
8/31/2028
 
Brown & Brown of Washington
NA / NA / NA
12,000
6.2%
$24.50
5/31/2016
 
Avue Technologies, Inc
NA / NA / NA
11,797
6.1%
$24.48
7/31/2024
 
RSM McGladery, Inc.
NA / NA / NA
11,797
6.1%
$23.00
12/31/2014
 
UBS Financial Services(5)
A2 / A / A
9,783
5.0%
$26.25
2/28/2021
 
Fiduciary Counseling, Inc.
NA / NA / NA
9,545
4.9%
$24.00
11/30/2020
 
(1)
Based on the underwritten rent roll.
(2)
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)
Centene Corp. has the right to terminate its lease any time after the 36th month of the lease term (November 2015) if Coordinated Care Corporation’s contract with the state of Washington is terminated or not renewed. Centene Corp. may exercise this termination right by providing the landlord at least four months written notice of its intent to do so and by paying the landlord a termination fee.
(4)
FBI may terminate its lease at any time after the October 1, 2023, by giving at least 90 days’ notice in writing to the lessor.
(5)
UBS Financial Services has the one-time right to terminate its lease by February 1, 2016. UBS Financial Services may exercise its right by providing six months’ prior notice of its intent to do so and payment of a termination fee.
 
Lease Rollover Schedule(1)
 
Year
Number
of
Leases Expiring
Net
Rentable
Area
Expiring
% of
NRA
Expiring
Base Rent Expiring
% of Base
Rent
Expiring
Cumulative
Net Rentable
Area
Expiring
Cumulative
% of NRA
Expiring
Cumulative
Base Rent
Expiring
Cumulative
% of Base
Rent
Expiring
Vacant
NAP
32,098
 
16.5%
 
NAP
 
NAP
 
32,098
 
16.5%
 
NAP
 
NAP
 
2014 & MTM
2
27,562
 
14.2
 
$626,201
 
16.1%
 
59,660
 
30.7%
 
$626,201
 
16.1%
 
2015
3
8,029
 
4.1
 
189,162
 
4.9
 
67,689
 
34.8%
 
$815,363
 
21.0%
 
2016
5
29,997
 
15.4
 
703,325
 
18.1
 
97,686
 
50.2%
 
$1,518,687
 
39.1%
 
2017
3
25,295
 
13.0
 
534,190
 
13.8
 
122,981
 
63.2%
 
$2,052,877
 
52.9%
 
2018
4
25,284
 
13.0
 
590,180
 
15.2
 
148,265
 
76.2%
 
$2,643,058
 
68.1%
 
2019
0
0
 
0.0
 
0
 
0.0
 
148,265
 
76.2%
 
$2,643,058
 
68.1%
 
2020
1
9,545
 
4.9
 
229,080
 
5.9
 
157,810
 
81.1%
 
$2,872,138
 
74.0%
 
2021
1
9,783
 
5.0
 
256,804
 
6.6
 
167,593
 
86.1%
 
$3,128,942
 
80.7%
 
2022
0
0
 
0.0
 
0
 
0.0
 
167,593
 
86.1%
 
$3,128,942
 
80.7%
 
2023
0
0
 
0.0
 
0
 
0.0
 
167,593
 
86.1%
 
$3,128,942
 
80.7%
 
2024
1
11,797
 
6.1
 
288,791
 
7.4
 
179,390
 
92.2%
 
$3,417,732
 
88.1%
 
2025 & Beyond
2
15,165
 
7.8
 
461,430
 
11.9
 
194,555
 
100.0%
 
$3,879,162
 
100.0%
 
Total
22
194,555
 
100.0%
 
$3,879,162
 
100.0%
                 
(1)  
Based on the underwritten rent roll.
 
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.
 
 (barclays)
96 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Tacoma Financial Center
 
Operating History and Underwritten Net Cash Flow
 
 
2010
2011
2012
TTM(1)
Underwritten
Per Square
Foot
%(2)
 
Rents in Place(3)(4)
$4,281,619
 
$3,302,612
 
$2,763,905
 
$2,835,761
 
$3,879,162
 
$19.94
 
78.0%
 
Vacant Income
0
 
0
 
0
 
0
 
770,352
 
3.96
 
15.5
 
Gross Potential Rent
$4,281,619
 
$3,302,612
 
$2,763,905
 
$2,835,761
 
$4,649,514
 
$23.90
 
93.5%
 
Total Reimbursements
291,536
 
178,882
 
167,260
 
218,820
 
243,794
 
1.25
 
4.9
 
Other Income
16,592
 
198,301
 
99,000
 
11,120
 
80,960
 
0.42
 
1.6
 
Net Rental Income
$4,589,747
 
$3,679,795
 
$3,030,165
 
$3,065,701
 
$4,974,268
 
$25.57
 
100.0%
 
(Vacancy/Credit Loss)
0
 
0
 
0
 
0
 
(770,352)
 
(3.96)
 
(15.5)
 
Effective Gross Income
$4,589,747
 
$3,679,795
 
$3,030,165
 
$3,065,701
 
$4,203,916
 
$21.61
 
84.5%
 
                             
Total Expenses
$1,676,436
 
$1,675,945
 
$1,620,215
 
$1,604,049
 
$1,663,850
 
$8.55
 
39.6%
 
                             
Net Operating Income
$2,913,311
 
$2,003,850
 
$1,409,950
 
$1,461,652
 
$2,540,066
 
$13.06
 
60.4%
 
                             
Total TI/LC, Capex/RR
0
 
0
 
0
 
0
 
241,822
 
1.24
 
5.8
 
                             
Net Cash Flow
$2,913,311
 
$2,003,850
 
$1,409,950
 
$1,461,652
 
$2,298,244
 
$11.81
 
54.7%
 
                             
(1)  
TTM column represents the trailing twelve-month period ending October 31, 2013.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
The decrease in Rents in Place from 2010 to 2011 is the result of two tenants comprising 62,000 square feet (31.9% of the net rentable area) vacating their premises at the mortgaged property in 2011.
(4)  
The increase in Rents in Place from TTM to Underwritten is a result of the borrower executing nine new leases totaling 53,794 square feet (27.6% of the net rentable area), and representing $1,357,882 in underwritten base rent in 2013.
 
Property Management. The property is managed by Neil Walter Company LLC, which was founded in 1995. Neil Walter Company LLC provides a full range of services including commercial real estate leasing and sales, tenant representation, property management, investment analysis, project management and entitlement service.
 
Escrows and Reserves. At origination, the borrower deposited $1,800,000 into escrow for a leasing reserve related to the tenants Vertical Bay and Franciscan Health Systems, $650,000 for the initial deposits to the TI/LC reserve, $146,219 for real estate taxes, and $43,129 for insurance premiums.

Tax Escrows - The borrower is required to escrow 1/12 of the annual estimated tax payments monthly, which currently equates to $36,555.

Insurance Escrows - The borrower is required to escrow 1/12 of the annual estimated insurance premiums monthly, which currently equates to $5,391.

Replacement Reserves - On a monthly basis, the borrower is required to escrow $3,243 (approximately $0.20 per square foot annually) for replacement reserves subject to a cap of $116,733 ($0.60 per square foot).

TI/LC Reserves - At origination, the borrower deposited $650,000 to prefund the TI/LC reserve. At any time during the loan term if the balance in the TI/LC Reserve falls below $650,000, on a monthly basis, the borrower is required to escrow $22,633 (approximately $1.40 per square foot annually) for tenant improvements and leasing commissions subject to a cap of $650,000 (approximately $3.34 per square foot).

At origination, the borrower deposited $1,800,000 into the leasing reserve. An amount of $1,596,848 will be released upon (i) borrower receiving a tenant acceptance letter for Vertical Bay, (ii) Franciscan Health Systems renewing its lease or another tenant leasing substantially all of its space within six months of origination and (iii) no event of default has occurred and is continuing. The remaining $203,152 will be released at such time that (i) Vertical Bay commences paying full unabated rent, (ii) verification that borrower has satisfied all tenant improvements obligations related to Vertical Bay’s lease and (iii) no event of default has occurred and is continuing.

Lockbox / Cash Management.  The loan is structured with a hard lockbox and in-place cash management. The borrower was required to send tenant direction letters to all tenants instructing them to deposit all rents and payments into the lockbox account controlled by the lender. All funds in the lockbox account are swept daily into a cash management account controlled by the lender and disbursed during each interest period of the loan term in accordance with the loan documents. To the extent the DSCR as calculated in the loan documents falls below 1.25x all excess cash flow will be held as additional collateral for the 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.
 
 (barclays)
97 of 118
(j.p morgan) 
 
 
 

 
 
[THIS PAGE INTENTIONALLY LEFT BLANK]
 
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.
 
 (barclays)
98 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Beacon Isles Apartments
 
(GRAPHIC)
 
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.
 
 (barclays)
99 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Beacon Isles Apartments
 
(GRAPHIC)
 
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.
 
 (barclays)
100 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Beacon Isles Apartments
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$22,405,000
 
Title:
Fee
Cut-off Date Principal Balance:
$22,405,000
 
Property Type - Subtype:
Multifamily - Garden
% of Pool by IPB:
2.3%
 
Net Rentable Area (Units):
484
Loan Purpose:
Acquisition
 
Location:
Tampa, FL
Borrower:
Beacon Isles LLC
 
Year Built / Renovated:
1983 / N/A
Sponsors:
Luis Delgado and Erwin Sredni
 
Occupancy:
91.3%
Interest Rate:
4.90450%
 
Occupancy Date:
11/19/2013
Note Date:
1/16/2014
 
Number of Tenants:
N/A
Maturity Date:
2/1/2024
 
2010 NOI:
N/A
Interest-only Period:
52 months
 
2011 NOI:
$1,618,361
Original Term:
120 months
 
2012 NOI:
$1,941,598
Original Amortization:
360 months
 
TTM NOI (as of 11/2013):
$2,048,371
Amortization Type:
IO-Balloon
 
UW Economic Occupancy:
89.9%
Call Protection:
L(25),Grtr1%orYM(92),O(3)
 
UW Revenues:
$4,078,077
Lockbox:
Springing
 
UW Expenses:
$2,075,004
Additional Debt:
N/A
 
UW NOI:
$2,003,074
Additional Debt Balance:
N/A
 
UW NCF:
$1,862,714
Additional Debt Type:
N/A
 
Appraised Value / Per Unit:
$30,600,000 / $63,223
     
Appraisal Date:
11/14/2013
         

Escrows and Reserves(1)
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / Unit:
$46,291
Taxes:
$62,941
$20,980
N/A  
 
Maturity Date Loan / Unit:
$42,079
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
73.2%
Replacement Reserves:
$11,697
$11,697
$421,092  
 
Maturity Date LTV:
66.6%
TI/LC:
$0
$0
N/A  
 
UW NCF DSCR:
1.30x
Other:
$185,719
$0
N/A  
 
UW NOI Debt Yield:
8.9%
             

Sources and Uses
Sources
Proceeds
% of Total   
 
Uses
Proceeds
% of Total  
Mortgage Loan
$22,405,000
73.3%
 
Purchase Price
$29,873,800
97.7%
Sponsor Equity
8,178,994
26.7
 
Closing Costs
449,837
1.5
       
Upfront Reserves
260,357
0.9
Total Sources
$30,583,994
100.0%
 
Total Uses
$30,583,994
100.0%
(1)  
For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.
 
The Loan. The Beacon Isles Apartments loan has an outstanding principal balance of approximately $22.4 million and is secured by a first mortgage lien on a 484-unit, Class B/C garden style apartment community located in Tampa, Florida. The loan has a 10-year term, and subsequent to a 52-month interest-only period, amortizes on a 30-year schedule. The property, which at the time was owned by an entity that has no affiliation with the sponsors, was foreclosed on by Fannie Mae in March 2011. After the foreclosure, Fannie Mae (together with its joint venture partner) sold the property to the borrower. The loan provided by JPMCB represents approximately 80% of the prior loan balance.

The Borrower. The borrowing entity for the loan is Beacon Isles LLC, a Florida limited liability company and special purpose entity.

The Sponsors. The loan’s sponsors and nonrecourse carveout guarantors are Erwin Sredni and Luis Delgado. Erwin Sredni, the founder of Premier Asset Management and Premier Commercial Realty, has over 29 years of experience developing and managing several office/industrial parks and shopping centers. Premier Commercial Realty is a commercial real estate developer in south Florida, and its current portfolio consists of approximately five million square feet of Class A industrial and office properties. Luis Delgado is a south Florida attorney and a partner at the law firm of Homer Bonner Jacobs.
 
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.
 
 (barclays)
101 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Beacon Isles Apartments
 
The Property. Beacon Isles Apartments is located on a 27.1-acre parcel of land in Tampa, Florida. The Class B/C multifamily property was built between 1983 and 1985 and is comprised of 484 units in 31 two-story buildings and features 823 parking spaces resulting in a parking ratio of approximately 1.7 spaces per unit. Amenities at the property include two swimming pools and sun decks, tennis and racquetball courts, a playground, a business center, an internet café, five laundry facilities and a fitness center. Since 2011, the property has been at least 91.0% occupied.

The property is located in the city of Tampa within the Westshore multifamily submarket. The property is located off of Sheldon Road, just north of Hillsborough Ave/I-75 and just west of the Veteran’s Expressway. The Tampa central business district is nine miles away, both the Tampa International Airport and the Westshore Business District are within five miles and the Citrus Park Mall is four miles north of the property. According to the appraisal, the Westshore submarket contains an overall inventory of 11,867 units, of which 5,501 units or 46% are Class B/C units with an average occupancy estimated at 97% and an average asking rent of $804 per unit as of third quarter 2013. The appraisal identified six comparable rental properties built between 1985 and 1990 that range in size from 216 units to 447 units and have an average occupancy of 95%. According to the appraisal, the current population within a five-mile radius is approximately 157,817 and has a median household income of $45,060.
 
Historical Occupancy(1)
 
2010(2)
2011
2012
Current(3)
N/A
93.1%  
92.5%  
91.3% 
(1)
Historical Occupancies are the average for each respective year.
(2)
2010 Occupancy is not available as the property was foreclosed on in 2011.
(3)
Current Occupancy is as of November 19, 2013.
 
Unit Mix(1)
 
Unit Type
# of
Units
% of
Total
Occupied
Units
Occupancy
Unit Size
(SF)
Monthly In-place rents
Studio
32
 
   6.6%
 
29
 
90.6%
450
$562
1 Bed / 1 Bath A
94
 
 19.4
 
87
 
92.6%
600
$618
1 Bed / 1 Bath B
34
 
7.0
 
33
 
97.1%
615
$628
1 Bed / 1 Bath + Den
112
 
23.1
 
104
 
92.9%
726
$666
2 Bed / 2 Bath A
160
 
33.1
 
147
 
91.9%
810
$738
2 Bed / 2 Bath B
48
 
9.9
 
38
 
79.2%
903
$762
2 Bed / 2 Bath C
4
 
0.8
 
4
 
100.0%
885
$819
Total / Wtd. Avg.
484
 
100.0%
 
442
 
91.3%
722
$680
(1)
Based on the underwritten rent roll.
 
Operating History and Underwritten Net Cash Flow
 
 
2011
2012
TTM(1)
Underwritten
Per Unit
%(2)
Rents in Place
$3,412,217
 
$3,563,552
 
$3,840,473
 
$3,609,240
 
$7,457
 
79.5%
 
Vacant Income
0
 
0
 
0
 
358,980
 
742
 
7.9
 
Gross Potential Rent
$3,412,217
 
$3,563,552
 
$3,840,473
 
$3,968,220
 
$8,199
 
87.5%
 
Total Reimbursements
464,492
 
497,680
 
517,436
 
568,901
 
1,175
 
12.5
 
Net Rental Income
$3,876,708
 
$4,061,232
 
$4,357,909
 
$4,537,121
 
$9,374
 
100.0%
 
(Vacancy/Credit Loss)
(372,666)
 
(274,837)
 
(304,867)
 
(459,044)
 
(948)
 
(10.1)
 
Other Income
0
 
0
 
0
 
0
 
0
 
0.0
 
Effective Gross Income
$3,504,042
 
$3,786,395
 
$4,053,042
 
$4,078,077
 
$8,426
 
89.9%
 
                         
Total Expenses
$1,885,682
 
$1,844,797
 
$2,004,671
 
$2,075,004
 
$4,287
 
50.9%
 
                         
Net Operating Income
$1,618,361
 
$1,941,598
 
$2,048,371
 
$2,003,074
 
$4,139
 
49.1%
 
                         
Total TI/LC, Capex/RR
0
 
0
 
0
 
140,360
 
290
 
3.4
 
Net Cash Flow
$1,618,361
 
$1,941,598
 
$2,048,371
 
$1,862,714
 
$3,849
 
45.7%
 
(1)
TTM column represents the trailing twelve month period ending November 30, 2013.
(2)
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remaining fields.
 
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.
 
 (barclays)
102 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Beacon Isles Apartments
 
Property Management. The properties are managed by Michaelson Capital Partners, LLC, an affiliate of the sponsors.

Escrows and Reserves. At origination, the borrower deposited into escrow approximately $185,719 for immediate repairs, $62,941 for real estate taxes and $11,697 for replacement reserves.

Tax Escrows - On a monthly basis, the borrower is required to escrow 1/12 of the annual estimated tax payments, which currently equates to $20,980.

Insurance Escrows - The requirement for the borrower to make monthly deposits to the insurance escrow is waived so long as no event of default exists and the borrower provides satisfactory evidence that the property is insured with a blanket policy in accordance with the loan documents.

Replacement Reserves - On a monthly basis, the borrower is required to escrow $11,697 (approximately $290 per unit annually) for replacement reserves. The reserve is subject to a cap of $421,092 (approximately $870 per unit).

Lockbox / Cash Management. The loan is structured with a springing lockbox. After the occurrence of a Cash Sweep Event or the date that the DSCR based on the trailing three months falls below 1.20x, the borrower and the manager are required to send all collected rents directly to the lockbox account. The funds are then returned to an account controlled by the borrower except during the existence of a Cash Sweep Event. During a Cash Sweep Event, all excess cash flow after payment of debt service, required reserves and budgeted operating expenses will be swept to a segregated cash management account set up at origination and held in trust for the benefit of the lender. The lender will have a first priority security interest in the cash management account. A “Cash Sweep Event” means: (i) the occurrence of an event of default; (ii) any bankruptcy action of the borrower or the manager or (iii) the DSCR as calculated in the loan documents based on the trailing three-months falls below 1.15x.
 
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.
 
 (barclays)
103 of 118
(j.p morgan) 
 
 
 

 
 
[THIS PAGE INTENTIONALLY LEFT BLANK]
 
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.
 
 (barclays)
104 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
American Institute of Healthcare & Fitness
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
RCMC
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$22,400,000
 
Title:
Fee
Cut-off Date Principal Balance:
$22,355,261
 
Property Type - Subtype:
Office - Medical
% of Pool by IPB:
2.3%
 
Net Rentable Area (SF):
181,004
Loan Purpose:
Refinance
 
Location:
Raleigh, NC
Borrower:
Health Park Partners, LLC
 
Year Built / Renovated:
2005 / N/A
Sponsor:
Mason L. Williams
 
Occupancy:
75.7%
Interest Rate:
4.8265625%
 
Occupancy Date:
12/31/2013
Note Date:
12/4/2013
 
Number of Tenants:
27
Maturity Date:
12/5/2023
 
2010 NOI:
$2,139,227
Interest-only Period:
None
 
2011 NOI:
$2,097,314
Original Term:
120 months
 
2012 NOI:
$1,999,568
Original Amortization:
360 months
 
TTM NOI (as of 9/2013):
$2,250,456
Amortization Type(1):
Balloon
 
UW Economic Occupancy:
76.5%
Call Protection:
L(26),Def(90),O(4)
 
UW Revenues:
$3,567,215
Lockbox:
CMA
 
UW Expenses:
$1,287,271
Additional Debt:
Yes
 
UW NOI:
$2,279,943
Additional Debt Balance:
$2,095,806
 
UW NCF:
$2,094,506
Additional Debt Type:
B-Note
 
Appraised Value / Per SF:
$38,450,000 / $212
     
Appraisal Date:
10/31/2013
         
 
Escrows and Reserves
 
Financial Information
 
Initial
Monthly
Initial Cap  
   
A-Note
AB Whole Loan
Taxes:
$135,851
$27,171
N/A  
 
Cut-off Date Loan / SF:
$124
$135
Insurance:
$5,762
$2,881
N/A  
 
Maturity Date Loan / SF:
$103
$112
Replacement Reserves:
$0
$3,017
N/A  
 
Cut-off Date LTV:
58.1%
63.6%
TI/LC(2):
$650,000
$30,167
N/A  
 
Maturity Date LTV:
48.3%
52.8%
Other:
$63,644
$0
N/A  
 
UW NCF DSCR(3):
1.51x
1.29x
         
UW NOI Debt Yield:
10.2%
9.3%
               
 
Sources and Uses
Sources
Proceeds
% of Total  
 
Uses
Proceeds
% of Total   
A-Note
$22,400,000
91.4%
 
Payoff Existing Debt
$22,727,345
92.8% 
B-Note
2,100,000
8.6
 
Closing Costs
862,143
3.5
       
Upfront Reserves
855,257
3.5
       
Return of Equity
55,255
0.2
Total Sources
$24,500,000
100.0%
 
Total Uses
$24,500,000
100.0%  
(1)  
The American Institute of Healthcare & Fitness loan is structured with a principal payment schedule based on a 360 month amortization period for the whole loan.  See Annex F of the Free Writing Prospectus.
(2)  
On each payment date through and including December 5, 2018, the borrower will deposit $30,167 into the rollover reserve, and $7,542 on each payment date thereafter.
(3)  
The UW NCF DSCR is calculated using the first twelve monthly payments following the Cut-off Date.
 
The Loan. The American Institute of Healthcare & Fitness loan is secured by a first mortgage lien on a 181,004 square foot, Class A/B medical office building located in Raleigh, North Carolina. The whole loan has an outstanding principal balance of approximately $24.5 million (the “AB Whole Loan”), which consists of an approximately $22.4 million A-Note and an approximately $2.1 million B-Note.  Only the A-Note is an asset of the trust.  The AB Whole Loan has a 10-year term and amortizes on a 30-year schedule. The A-Note and B-Note carry an interest rate of 4.8265625% and 10.00000%, respectively. Principal amortization on the AB Whole Loan is allocated to the A-Note and B-Note pro-rata, prior to a material default as set forth in the Free Writing Prospectus.

The loan's sponsor and nonrecourse carve-out guarantor is Mason L. Williams. The sponsor developed the property in 2005 and has a reported cost basis of approximately $31.6 million with approximately $7.1 million of implied equity remaining. Mason L. Williams is the founder and managing member of Williams Property Group, a commercial real estate construction and development company with over 35 years of real estate experience in the Raleigh area. Williams Property Group has owned and/or developed 13 properties in the Raleigh market.

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.
 
 (barclays)
105 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
American Institute of Healthcare & Fitness

The Property. American Institute of Healthcare & Fitness is a 181,004 square foot, three-story, Class A/B medical office building situated on approximately 16.6 acres in Raleigh, North Carolina. The property features amenities such as a fitness center, an on-site pharmacy, a café, a complimentary child care center for visiting patients, a conference center, three meeting rooms, nightly on-site security, card entry access and a walking trail surrounding a lake. The property is improved with 369 open parking spaces and a three-story parking deck with 354 parking spaces.  As of December 2013, the property was 75.7% occupied by 27 tenants specializing in medical care, nutrition, exercise and wellness and counseling. Tenants at the property include the area’s major hospital providers of Duke, UNC and WakeMed. The largest tenant at the property, Healthtrax (Raleigh Fitness & Wellness, LLC), leases 21.0% of the net rentable area through January 2024 and utilizes the space as a full-service fitness and wellness center.
 
The Market. The property is located in Raleigh, North Carolina, approximately nine miles north of the central business district just off Interstate 540.  Per the appraisal, the property is located in a growing neighborhood with new development over the recent past and strong demographics. The 2013 population and estimated average household income within a five-mile radius of the property are 163,954 and $92,518, respectively.  Within the property’s immediate vicinity there are single and multifamily residences, including The Cypress of Raleigh, a high-end, 48-acre senior living community which is adjacent to the property and numerous office and retail developments situated along the major thoroughfare of Six Forks Road, approximately one half mile to the east.  Three major area hospitals including Duke Raleigh, Rex and WakeMed Hospital are all located within 10 miles of the property.  According to the appraisal, the property is located in the North Raleigh submarket of the Triangle market which contains approximately 13.7 million square feet of office space and reported a third quarter 2013 vacancy rate of 11.1%. The appraisal identified five comparable properties built between 1989 and 2009 that range in size from 29,105 to 103,500 square feet with occupancies ranging from 80% to 100%, with a weighted average occupancy of 94%.
 
Tenant Summary(1)
 
Tenant
Ratings
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total
NRA
Base Rent
PSF
Lease Expiration
Date
Healthtrax (Raleigh Fitness & Wellness, LLC)
NA / NA / NA
38,040
21.0%
$23.43
1/31/2024     
American Cancer Society
NA / NA / NA
16,161
8.9%
$23.88
11/6/2016     
Carolina Family Practice & Sports Medicine
NA / NA / NA
8,677
4.8%
$29.14
12/11/2016     
Wake Radiology Diagnostic Imaging, Inc
NA / NA / NA
6,619
3.7%
$32.93
12/4/2016     
Triangle Physician Network / Boylan Healthcare
NA / NA / NA
6,332
3.5%
$29.13
11/30/2016     
Triangle Orthopaedics
NA / NA / NA
5,987
3.3%
$29.14
12/3/2016     
Raleigh Endoscopy Center - North
NA / NA / NA
5,826
3.2%
$27.81
11/30/2016     
Dermatology Center of Raleigh
NA / NA / NA
4,362
2.4%
$28.29
6/13/2017     
Sports & More Physical Therapy
NA / NA / NA
4,138
2.3%
$29.13
11/1/2016     
Karl Schwarz MD PC / Plastic Surgery
NA / NA / NA
4,095
2.3%
$27.46
3/23/2018     
(1)  
Based on the underwritten rent roll.
 
Operating History and Underwritten Net Cash Flow
 
 
2010
2011
2012
 
TTM(1)
Underwritten
    Per
    Square
    Foot
  %(2)
Rents in Place(3)
$3,249,507
$3,145,559
$3,194,913
$3,444,797
$3,567,215
$19.71
76.5%   
Vacant Income
0
0
0
0
1,098,850
6.07
23.5   
Gross Potential Rent
$3,249,507
$3,145,559
$3,194,913
$3,444,797
$4,666,065
$25.78
100.0%   
Total Reimbursements
0
0
0
0
0
0.00
0.0   
Net Rental Income
$3,249,507
$3,145,559
$3,194,913
$3,444,797
$4,666,065
$25.78
100.0%   
(Vacancy/Credit Loss)
0
0
0
0
(1,098,850)
(6.07)
(23.5)   
Other Income
0
0
0
0
0
0.00
0.0  
Effective Gross Income
$3,249,507
$3,145,559
$3,194,913
$3,444,797
$3,567,215
$19.71
76.5%   
               
Total Expenses
$1,110,280
$1,048,245
$1,195,345
$1,194,341
$1,287,271
$7.11
36.1%   
               
Net Operating Income
$2,139,227
$2,097,314
$1,999,568
$2,250,456
$2,279,943
$12.60
63.9%   
Total TI/LC, Capex/RR
0
0
0
0
185,438
1.02
5.2  
Net Cash Flow
$2,139,227
$2,097,314
$1,999,568
$2,250,456
$2,094,506
$11.57
58.7%  
               
Occupancy(4)
73.7%
76.7%
78.3%
75.7%
76.5%
   
(1)  
TTM column represents the trailing twelve month period ending in September 30, 2013. Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
Underwritten Rents in Place is higher than historical years primarily due to contractual rent bumps for existing tenants.
(4)  
The TTM Occupancy is as of December 31, 2013.
 
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.
 
 (barclays)
106 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Miller Place Shopping Center
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
RCMC
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$21,500,000
 
Title:
Fee
Cut-off Date Principal Balance:
$21,465,611
 
Property Type - Subtype:
Retail - Anchored
% of Pool by IPB:
2.2%
 
Net Rentable Area (SF):
95,528
Loan Purpose:
Refinance
 
Location:
Miller Place, NY
Borrowers:
Miller Place Realty, LLC and NB
Realty, LLC
 
Year Built / Renovated:
2003 / N/A
Occupancy:
100.0%
Sponsor:
Philip F. Pastan
 
Occupancy Date:
12/23/2013
Interest Rate:
4.79000%
 
Number of Tenants:
14
Note Date:
12/30/2013
 
2010 NOI:
$2,387,864
Maturity Date:
1/5/2024
 
2011 NOI:
$2,340,826
Interest-only Period:
None
 
2012 NOI:
$2,125,897
Original Term:
120 months
 
TTM NOI (as of 11/2013):
$2,280,202
Original Amortization:
300 months
 
UW Economic Occupancy:
95.0%
Amortization Type:
Balloon
 
UW Revenues:
$3,251,525
Call Protection:
L(25),Def(91),O(4)
 
UW Expenses:
$949,008
Lockbox:
CMA
 
UW NOI:
$2,302,517
Additional Debt:
N/A
 
UW NCF:
$2,169,409
Additional Debt Balance:
N/A
 
Appraised Value / Per SF:
$35,000,000 / $366
Additional Debt Type:
N/A
 
Appraisal Date:
10/7/2013
         
 
Escrows and Reserves
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$225
Taxes:
$92,209
$30,736
N/A  
 
Maturity Date Loan / SF:
$167
Insurance:
$42,677
$10,669
N/A  
 
Cut-off Date LTV:
61.3%
Replacement Reserves:
$0
$1,194
$28,658  
 
Maturity Date LTV:
45.6%
TI/LC(1):
$0
Springing
N/A  
 
UW NCF DSCR:
1.47x
Other:
$0
$0
N/A  
 
UW NOI Debt Yield:
10.7%
 
 
Sources and Uses
Sources
Proceeds
% of Total  
 
Uses
Proceeds
% of Total  
Mortgage Loan
$21,500,000
100.0%  
 
Payoff Existing Debt
$17,150,721
79.8%  
       
Return of Equity
3,826,171
17.8
       
Closing Costs
388,223
1.8
       
Upfront Reserves
134,886
0.6
Total Sources
$21,500,000
100.0%  
 
Total Uses
$21,500,000
100.0%  
(1)  
The borrower is required to make monthly deposits into the rollover reserve in the amount of $7,961. So long as there is no event of default, such deposits will be waived.
 
The Loan. The Miller Place Shopping Center loan is secured by a first mortgage lien on a 95,528 square foot grocery-anchored retail center located in Miller Place, New York. The loan has a 10-year term and amortizes on a 25-year schedule. The loan’s sponsor and nonrecourse carve-out guarantor is Philip F. Pastan, who acquired the property in November 2003 and has a reported cost basis of approximately $24.4 million.  Mr. Pastan has over 20 years of experience in real estate development and investment.  The loan was previously securitized in the WBCMT 2003-C9 transaction.

The Property. Miller Place Shopping Center is a 95,528 square foot grocery-anchored retail center constructed in 2003 and located at the intersection of Route 25A and Miller Place Road in Miller Place, New York.  The property is comprised of three, single-story, stand-alone buildings that include an 80,563 square foot building primarily leased to Stop & Shop, an 8,875 square foot building leased to in-line tenants and a 6,090 square foot outparcel.

As of December 2013, the property was 100% occupied by 14 tenants, of which, approximately 76.1% of the net rentable area is leased to credit tenants.  The largest tenant and anchor, Stop & Shop, has been an original tenant since 2003 and leases approximately 70.9% of the net rentable area through March 2023.  Stop & Shop is a subsidiary of Netherlands based Koninklijke Ahold NV, one of the largest food retailers in the world, and has over 375 stores throughout five states in North America including Massachusetts, Rhode Island, Connecticut, New York and New Jersey.  No other tenant occupies more than 6.4% of the net rentable area.
 
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.
 
 (barclays)
107 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
 
Miller Place Shopping Center
 
The Market.  Miller Place Shopping Center is located in Miller Place which is within western Suffolk County, Long Island, New York, approximately 60 miles east of Manhattan.  According to the appraisal, the combined Nassau-Suffolk County primary metropolitan area is the sixth densest in the nation.  Primary use in the area is single-family residences and within a one, three and five-mile radius of the property, the 2013 estimated average household income is $124,800, $115,335 and $106,084, respectively.  The property is well located along State Route 25A which has a daily traffic count of over 28,000.  Within the region, State Route 25A and the Long Island Expressway are considered two of the primary travel corridors and connect the neighborhood with New York City and Nassau County to the west.   The majority of the retail properties in the area are along State Route 25A.

According to the appraisal, the property is situated in the Brookhaven submarket of the Nassau-Suffolk metropolitan area. Per REIS, retail vacancy in this market has ranged between 2.2% and 8.3% since 2002 with the second quarter 2013 vacancy of 5.9% representing the mid-point of the range.  Additionally, the appraisal identified seven competitive properties that range in size from 58,800 to 130,747 square feet maintaining occupancies of 87% to 100%, with an average occupancy of 96%.
 
Tenant Summary(1)
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable Area (SF)
% of
Total NRA
UW Base Rent PSF
Sales PSF(3)
Occupancy
Costs
(3)
Lease Expiration Date
Stop & Shop
Baa3 / BBB / BBB
67,715
70.9%
$24.48
N/A
N/A
3/31/2023
Ruby Tuesday(4)
Caa1 / B- / NA
6,090
6.4%
$25.83
N/A
N/A
9/20/2023
Miller Place Pizza
NA / NA / NA
3,500
3.7%
$32.00
N/A
N/A
4/20/2023
Chase Bank
A3 / A / A+
3,500
3.7%
$28.00
N/A
N/A
3/31/2023
R&T Enterprises
NA / NA / NA
2,000
2.1%
$30.50
N/A
N/A
9/30/2018
GameStop
NA / NA / NA
1,875
2.0%
$25.00
N/A
N/A
1/31/2016
Red Mango
NA / NA / NA
1,800
1.9%
$36.05
N/A
N/A
5/13/2023
Starbuck's
Baa1 / A- / A-
1,500
1.6%
$35.00
N/A
N/A
3/25/2023
Dr. Anthony Modesto
NA / NA / NA
1,448
1.5%
$31.69
N/A
N/A
1/31/2019
Oasis Tanning
NA / NA / NA
1,300
1.4%
$37.03
N/A
N/A
4/30/2019
(1)  
Based on the underwritten rent roll.
(2)  
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)  
Tenants are not required to report sales at the property.
(4)  
Ruby Tuesday is subject to a ground lease.
 
Operating History and Underwritten Net Cash Flow
 
 
2010
2011
2012
TTM(1)
Underwritten
Per Square
Foot
%(2)
Rents in Place
$2,359,231
$2,366,433
$2,278,767
$2,314,108
$2,482,038
$25.98
72.5%
Vacant Income
0
0
0
0
0
0.00
0.0
Gross Potential Rent
$2,359,231
$2,366,433
$2,278,767
$2,314,108
$2,482,038
$25.98
72.5%
Total Reimbursements
895,145
899,864
793,526
857,679
940,620
9.85
27.5
Net Rental Income
$3,254,376
$3,266,297
$3,072,293
$3,171,788
$3,422,657
$35.83
100.0%
(Vacancy/Credit Loss)
0
(77,364)
(37,801)
0
(171,133)
(1.79)
(5.0)
Other Income
0
0
0
0
0
0.00
0.0
Effective Gross Income
$3,254,376
$3,188,933
$3,034,492
$3,171,788
$3,251,525
$34.04
95.0%
               
Total Expenses
$866,511
$848,107
$908,595
$891,586
$949,008
$9.93
29.2%
               
Net Operating Income
$2,387,864
$2,340,826
$2,125,897
$2,280,202
$2,302,517
$24.10
70.8%
               
Total TI/LC, Capex/RR
0
0
97,926
0
133,107
1.39
4.1
               
Net Cash Flow
$2,387,865
$2,340,826
$2,027,971
$2,280,202
$2,169,409
$22.71
66.7%
               
Occupancy(3)
98.7%
96.8%
95.1%
100.0%(3)
95.0%
   
(1)  
TTM column represents the trailing twelve-month period ending November 30, 2013.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
The TTM Occupancy is as of December 23, 2013.
 
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.
 
 (barclays)
108 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
University Shoppes
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
SMF II
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$21,000,000
 
Title:
Fee
Cut-off Date Principal Balance:
$21,000,000
 
Property Type - Subtype:
Retail - Anchored
% of Pool by IPB:
2.2%
 
Net Rentable Area (SF):
126,501
Loan Purpose:
Refinance
 
Location:
Miami, FL
Borrower:
University Shoppes Summit, LLC
 
Year Built / Renovated:
1987 / N/A
Sponsor:
Efrem Harkham
 
Occupancy(1):
77.8%
Interest Rate:
4.99000%
 
Occupancy Date:
1/24/2014
Note Date:
1/27/2014
 
Number of Tenants:
20
Maturity Date:
2/6/2024
 
2010 NOI:
N/A
Interest-only Period:
12 months
 
2011 NOI:
$1,723,014
Original Term:
120 months
 
2012 NOI:
$1,962,461
Original Amortization:
360 months
 
2013 NOI:
$1,755,837
Amortization Type:
IO-Balloon
 
UW Economic Occupancy:
84.5%
Call Protection:
L(24),Def(92),O(4)
 
UW Revenues:
$2,543,129
Lockbox:
Springing
 
UW Expenses:
$696,415
Additional Debt:
N/A
 
UW NOI:
$1,846,713
Additional Debt Balance:
N/A
 
UW NCF:
$1,758,163
Additional Debt Type:
N/A
 
Appraised Value / Per SF:
$29,500,000 / $233
     
Appraisal Date:
12/17/2013
         

Escrows and Reserves
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
 
$166
Taxes:
$95,208
$23,802
N/A  
 
Maturity Date Loan / SF:
 
$140
Insurance:
$80,604
$8,127
N/A  
 
Cut-off Date LTV:
 
71.2%
Replacement Reserves:
$0
$2,108
N/A  
 
Maturity Date LTV:
 
60.1%
TI/LC(2):
$250,000
$23,000
$526,000  
 
UW NCF DSCR:
 
1.30x
Other(3):
$3,140,444
$0
N/A  
 
UW NOI Debt Yield:
 
8.8%
 
Sources and Uses
Sources
Proceeds
% of Total  
 
 Uses
Proceeds
% of Total  
Mortgage Loan
$21,000,000
100.0%  
 
 Payoff Existing Debt(4)
$16,313,766
77.7%  
       
 Upfront Reserves
3,566,257
17.0  
       
 Return of Equity
757,933
3.6  
       
 Closing Costs
362,044
1.7  
Total Sources
$21,000,000
100.0%  
 
 Total Uses
$21,000,000
100.0%  
(1)  
Occupancy includes two tenants that signed leases but have not yet taken occupancy. Dollar Tree and Vapor have signed leases to occupy 10,850 square feet and 1,000 square feet at the property, respectively, but have not yet taken occupancy of either space. Both tenants are anticipated to take occupancy in March 2014. Excluding Dollar Tree and Vapor, the University Shoppes property is 68.5% occupied.
(2)  
The borrower is required to make monthly deposits into the TI/LC reserve in the amount of $23,000 up to and including the payment date in February 2015, and $5,271 thereafter. The TI/LC reserve is capped at $526,000. The cap will be reduced to $276,000 upon a satisfactory tenant taking possession of the space formerly occupied by Roxy Performing Arts and the satisfaction of certain other requirements.
(3)  
Initial Other Reserves includes a reserve of $2,700,000 for tenant Dollar Tree, $331,500 for deferred maintenance and a free rent holdback of $108,944 for tenants University Health and Access Medical Group.
(4)  
The property was purchased by the borrower at a bankruptcy auction in 2010 for $21,000,000. The property had been subject to a prior loan in the amount of $25,500,000, which loan was modified to reduce the principal balance to $16,275,000 when the borrower assumed the prior loan. The borrower paid off the modified loan in full with the proceeds of the University Shoppes loan. 

The Loan. The University Shoppes loan has an outstanding balance of $21.0 million and is secured by a first mortgage on a 126,501 square foot anchored retail center located in Miami, Florida. The loan has a 10-year term, and subsequent to a 12-month interest-only period, amortizes on a 30-year schedule. The property was developed in 1987 and has a reported cost basis of $23.4 million with approximately $2.4 million in remaining equity. The previously existing debt was securitized in JPMCC 2006-LDP8.

The Property. University Shoppes is a 126,501 square foot anchored retail property located at 1601-1615 Southwest 107th Avenue in Miami, Florida. The property was constructed in 1987 and consists of three, one-story buildings on an 8.68 acre site. The property is anchored by Walgreen’s (13,905 square feet) and Dollar Tree (10,850 square feet). There are 514 parking spaces at the property, resulting in a parking ratio of approximately 4.0 spaces per 1,000 square feet of net rentable area.
 
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.
 
 (barclays)
109 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
University Shoppes
 
As of January 24, 2014, University Shoppes was 77.8% occupied by 20 tenants and has had an average occupancy level of 94.3% over the past three years. Anchor tenants Walgreen’s and Dollar Tree make up 19.6% of net rentable area and 16.6% of the underwritten base rent. Other major tenants at the property include University Health and South Florida Health (YouFit) as well as restaurants China Apple Buffet, Wendy’s and Subway.

The borrower has the right to convert a currently double height ceiling space previously occupied by Roxy Performing Arts (27,150 square feet) to a two-story space, subject to the satisfaction of certain conditions specified in the related loan documents. See “Description of the Mortgage Pool—Mortgaged Property Considerations—Property Renovation Issues” in the Free Writing Prospectus for additional information.

The Market. University Shoppes is located in Miami, Florida, within the Miami metropolitan area. University Shoppes is located across the street from Florida International University’s main campus. Within a one, three and five-mile radius of the property, the 2013 estimated average household income is $54,777, $56,942 and $64,603, respectively, with an estimated 2013 population level of 26,441, 203,252 and 431,722, respectively. The property is located within a retail corridor that spans Southwest 107th Avenue.

According to the appraisal, the property is situated in the West Miami submarket within the Miami metropolitan area. The West Miami submarket contains approximately 7.0 million square feet of retail space and reports an average 2.8% vacancy rate as of the first quarter 2013. The average rental rate for comparable in-line retail space within the West Miami submarket is $26.63 per square foot on a net basis. According to the appraisal, there is no new construction in this submarket. The appraisal estimated base rents for tenants at the property in an amount equal to $35.00 for small in-line spaces less than 2,500 square feet, $25.00 for in-line spaces more than 2,500 square feet but less than 10,000 square feet, $16.00 for large in-line spaces more than 10,000 square feet and $30.00 for pad sites. The appraisal identified five competitive properties that range in size from 10,000 to 346,141 square feet maintaining occupancies of 88% to 100%, with an average occupancy of 94%.
 
Tenant Summary(1)
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total NRA
UW Base
Rent PSF
Sales PSF
Occupancy
Costs
Lease
Expiration Date
 
Walgreen’s(3)
Baa1 / BBB / NA
13,905
 
11.0%
 
$11.51
N/A
 
N/A
 
3/1/2039
 
University Health(4)
NA / NA / NA
13,713
 
10.8%
 
$21.74
N/A
 
N/A
 
10/31/2023
 
Access Medical Group(5)
NA / NA / NA
13,510
 
10.7%
 
$25.75
N/A
 
N/A
 
11/30/2023
 
South Florida Health (YouFit)
NA / NA / NA
11,472
 
9.1%
 
$13.00
N/A
 
N/A
 
8/31/2023
 
Dollar Tree(6)
NA / NA / NA
10,850
 
8.6%
 
$15.00
N/A
 
N/A
 
4/30/2024
 
China Apple Buffet
NA / NA / NA
10,612
 
8.4%
 
$10.30
N/A
 
N/A
 
1/2/2015
 
Terra Bank(7)
NA / NA / NA
4,611
 
3.6%
 
$29.71
N/A
 
N/A
 
4/30/2023
 
Wendy’s
NA / B+ / NA
2,855
 
2.3%
 
$19.07
N/A
 
N/A
 
12/31/2014
 
Adult Mankind
NA / NA / NA
2,560
 
2.0%
 
$29.20
N/A
 
N/A
 
12/31/2016
 
Divine Delicacies
NA / NA / NA
2,010
 
1.6%
 
$30.37
N/A
 
N/A
 
9/30/2017
 
(1)  
Based on the underwritten rent roll.
(2)  
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)  
Walgreen’s has the right to terminate its lease as of the last day in the 240th, 300th, 360th and 420th full calendar month of the term of the lease with six months’ notice.
(4)  
University Health has executed a lease for 2,913 square feet of expansion space but has not yet taken occupancy of this additional leased space as the space is currently occupied by First Infant. The borrower anticipates University Health to take the space by June 1, 2014. University Health has the right to terminate its lease on October 31, 2018 with 180 days’ written notice.
(5)  
Access Medical Group has a one-time right to terminate its lease December 31, 2018 with 180 days’ written notice.
(6)  
Dollar Tree has executed a lease dated September 6, 2013 but has not yet taken occupancy. The borrower reserved $2,700,000 related to this tenant, (i) $2,587,855 of which is additional security for the University Shoppes loan, which amount will be released to the borrower, provided, among other things, Dollar Tree has taken possession of the leased premises, (ii) $54,250 for tenant improvement costs owed to Dollar Tree, which amount will be disbursed subject to the requirements for release of rollover reserve amounts and (iii) $57,895 for a free rent period, which amount will be released to the borrower upon, among other things, satisfactory evidence that Dollar Tree is paying full unabated rent.  The borrower anticipates that Dollar Tree will take possession of the premises and commence paying rent in March 2014.
(7)  
Terra Bank has a one-time right to terminate its lease commencing March 31, 2018 with 12 months’ notice and payment of a $125,000 break up charge to the landlord.
 
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.
 
 (barclays)
110 of 118
(j.p morgan)
 
 
 

 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
University Shoppes
 
Operating History and Underwritten Net Cash Flow
 
 
                  2011
 
                    2012
 
                  2013
 
                Underwritten
 
      Per Square
   Foot
 
        %(1)
Rents in Place(2)
$2,332,697
 
$2,327,746
 
$1,936,914
 
$1,941,077
 
$15.34   
 
64.5%  
Vacant Income
0
 
0
 
0
 
467,450
 
3.70   
 
15.5  
Gross Potential Rent
$2,332,697
 
$2,327,746
 
$1,936,914
 
$2,408,527
 
$19.04   
 
80.0%  
Total Reimbursements
523,937
 
616,257
 
613,967
 
602,052
 
4.76   
 
20.0  
Net Rental Income
$2,856,634
 
$2,944,003
 
$2,550,881
 
$3,010,579
 
$23.80   
 
100.0%  
(Vacancy/Credit Loss)
0
 
0
 
0
 
(467,450)
 
(3.70)   
 
(15.5)  
Other Income
0
 
0
 
0
 
0
 
0.00   
 
0.0  
Effective Gross Income
$2,856,634
 
$2,944,003
 
$2,550,881
 
$2,543,129
 
$20.10   
 
84.5%  
                       
Total Expenses
$1,133,620
 
$981,542
 
$795,044
 
$696,415
 
$5.51   
 
27.4%  
                       
Net Operating Income
$1,723,014
 
$1,962,461
 
$1,755,837
 
$1,846,713
 
$14.60   
 
72.6%  
                       
Total TI/LC, Capex/RR
0
 
0
 
0
 
88,551
 
0.70   
 
3.5  
                       
Net Cash Flow
$1,723,014
 
$1,962,461
 
$1,755,837
 
$1,758,163
 
$13.90   
 
69.1%  
                       
Occupancy(3)
100.0%
 
100.0%
 
83.0%
 
84.5%
       
(1)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(2)  
Underwritten Rents in Place include two tenants, Dollar Tree and Vapor, occupying 10,850 square feet and 1,000 square feet, respectively, which have executed leases but not yet taken occupancy. The borrower expects both tenants to take occupancy in March 2014. Underwritten Rents in Place also includes one tenant, University Health, occupying 2,913 square feet of expansion space, which has executed a lease but not yet taken occupancy. The space is currently occupied by First Infant and the borrower expects University Health to take the space in June 2014.
(3)  
The decline in occupancy in 2013 is generally due to the borrower not renewing certain leases with tenants paying below market rents, including the lease with Department of Children & Families Services (17,378 square feet) that expired at the beginning of January 2013 and the lease with Roxy Performing Arts (27,150 square feet) that expired in November 2013. 100% of the Department of Children & Families Services space has already been leased to South Florida Health (YouFit) and Access Medical Group.

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.
 
 (barclays)
111 of 118
(j.p morgan)
 
 
 

 

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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.
 
 (barclays)
112 of 118
(j.p morgan)
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
   
Rosedale Commons
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
RAIT Funding, LLC
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$21,000,000
 
Title:
Fee
Cut-off Date Principal Balance:
$21,000,000
 
Property Type - Subtype:
Retail - Anchored
% of Pool by IPB:
2.2%
 
Net Rentable Area (SF):
168,049
Loan Purpose:
Refinance
 
Location:
Roseville, MN
Borrower:
Rosedale Commons LP
 
Year Built / Renovated:
1985 / 2013
Sponsor:
Tanurb
 
Occupancy(1):
95.2%
Interest Rate:
5.50000%
 
Occupancy Date:
12/15/2013
Note Date:
12/31/2013
 
Number of Tenants:
21
Maturity Date:
1/1/2029
 
2010 NOI:
$1,027,507
Interest-only Period:
24 months
2011 NOI:
$605,130
Original Term:
180 months
 
2012 NOI:
$1,651,045
Original Amortization:
360 months
 
TTM NOI (as of 10/2013):
$2,155,243
Amortization Type:
IO-Balloon
 
UW Economic Occupancy(1):
95.2%
Call Protection:
L(25),Def(151),O(4)
 
UW Revenues(2):
$3,719,352
Lockbox:
Springing
 
UW Expenses:
$1,367,135
Additional Debt:
N/A
 
UW NOI:
$2,352,218
Additional Debt Balance:
N/A
 
UW NCF:
$2,158,961
Additional Debt Type:
N/A
 
Appraised Value / Per SF:
$32,500,000 / $193
     
Appraisal Date:
11/19/2013
         
 
Escrows and Reserves
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$125
Taxes:
$277,345
$69,336
N/A   
 
Maturity Date Loan / SF:
$96
Insurance:
$34,994
$2,916
N/A   
 
Cut-off Date LTV:
64.6%
Replacement Reserves:
$0
$2,101
$75,622   
 
Maturity Date LTV:
49.4%
TI/LC(3):
$140,578
Springing
$400,000   
 
UW NCF DSCR:
1.51x
Other(4):
$600,000
$0
N/A  
 
UW NOI Debt Yield:
11.2%
             

Sources and Uses
Sources
Proceeds
% of Total   
 
Uses
Proceeds
% of Total   
Mortgage Loan
$21,000,000
100.0% 
 
Payoff Existing Debt
$19,578,775
93.2%  
       
Return of Equity
604,567
 2.9  
       
Upfront Reserves
452,917
 2.2  
       
Closing Costs
363,741
 1.7  
Total Sources
$21,000,000
100.0% 
 
Total Uses
$21,000,000
100.0%  
(1)
Occupancy and UW Economic Occupancy both include a 6,421 square foot lease for Christopher & Banks, which took possession in November 2013 but is required to commence paying rent in February 2014.
(2)
UW Revenue includes rent under the Christopher & Banks lease, under which the tenant is required to commence paying rent in February 2014.
(3)
A total of $140,578 was escrowed for outstanding TI/LC of which $115,578 was based on the Christopher & Banks lease and $25,000 was based on the Oreck lease. No additional deposits are required unless a trigger period occurs, in which event all monthly excess cash flow must be deposited into the TI/LC reserve, capped at $400,000. A trigger period will commence upon an event of default or if DSCR as calculated under the loan agreement falls below 1.10x. Upon the expiration of a trigger period, if the property achieves a DSCR of 1.51x, no event of default is continuing, and lender has received reasonably satisfactory evidence that all outstanding tenant improvements and leasing commissions have been paid, funds in the leasing reserve are required to be released to the borrower.
(4)
At the time of origination, the borrower provided the lender an evergreen irrevocable letter of credit in the amount of $600,000 to be used as the additional TI/LC reserve. Such letter of credit may also be used for replacements.

The Loan. The Rosedale Commons loan has an outstanding principal balance of $21.0 million secured by a first mortgage on a 168,049 square foot anchored retail center located in Roseville, Minnesota. The loan has a 15-year term, and subsequent to a 24-month interest-only period, amortizes on a 30-year schedule. The loan’s sponsor and nonrecourse carve-out guarantor, Tanurb, a Canadian general partnership, developed the property in 1985. Tanurb’s current commercial real estate portfolio consists of five retail properties totaling approximately 900,000 square feet, including four shopping centers and one enclosed mall, two of which are located in Ontario, Canada, and the remainder in the Minneapolis MSA. The previously existing debt on the property was securitized in GECMC 2005-C2.
 
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.
 
 (barclays)
113 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
JPMBB 2014-C18
   
Rosedale Commons
 
The Property. Rosedale Commons is a 168,049 square foot, anchored retail center located in Roseville, Minnesota. The building was constructed in 1985, and renovated in 2013, and as of December 15, 2013 was 95.2% leased to 21 tenants, (including the Christopher & Banks lease). The property is anchored by Bed Bath & Beyond (S&P rated BBB+), which leases 26,500 square feet, PetSmart, which leases 25,870 square feet, and Old Navy (S&P rated BBB-), which leases 14,747 square feet. The anchor tenants make up 39.9% of net rentable area and 34.5% of underwritten base rent. According to a third party report, Bed Bath & Beyond had sales of $7,800,000 at the property as of November 2013, while PetSmart had sales of $5,200,000, also as of November 2013. The property has 831 parking spaces.

The Market. The property is located in the City of Roseville, Minnesota in the Rosedale submarket, approximately five miles north of both the Minneapolis and St. Paul central business districts. The property is located on the east side of Fairview Avenue, about one-quarter mile north of Highway 36 and one-half mile east of Interstate Highway 35W. The 1.1 million square foot Rosedale Shopping Mall is located directly to the southeast of the property and is anchored by Macy’s, JCPenney and Herbergers, along with a 14 screen AMC and other high profile tenants such as Apple, Coach, Sephora and Williams-Sonoma. In addition, the 153,380 square foot Rosedale Marketplace, which is owned by an affiliate of the borrower, is located at the same intersection as the property. As of the end of the third quarter of 2013, the Rosedale submarket had an average overall vacancy rate of approximately 4.8% and average asking rents of $17.81 per square foot.
 
Tenant Summary(1)
 
 
Tenant
Ratings(2)
Moody’s/S&P/Fitch
Net Rentable
Area (SF)
% of
Total NRA
Base Rent
PSF
Lease Expiration
Date
Bed, Bath & Beyond
NA / BBB+ / NA
26,500
 
15.8%
 
$12.50
1/31/2022
 
PetSmart
NA / BB+ / NA
25,870
 
15.4%
 
$17.00
5/31/2018
 
Old Navy
Baa3 / BBB- / BBB-
14,747
 
8.8%
 
$12.52
3/31/2020
 
LifeTime Fitness
NA / NA / NA
13,172
 
7.8%
 
$10.00
12/31/2014
 
Kirkland’s Stores
NA / NA / NA
9,700
 
5.8%
 
$18.56
1/31/2023
 
Casual Male Store, LLC
NA / NA / NA
8,910
 
5.3%
 
$18.00
1/15/2018
 
Old Country Buffet
NA / NA / NA
8,670
 
5.2%
 
$21.00
4/30/2021
 
Midwest Youth Dance
NA / NA / NA
6,500
 
3.9%
 
$10.00
7/31/2016
 
Christopher & Banks
NA / NA / NA
6,421
 
3.8%
 
$16.00
1/31/2024
 
LensCrafters
NA / NA / NA
6,401
 
3.8%
 
$24.00
3/31/2016
 
(1)
Based on the underwritten rent roll.
(2)
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
 
Operating History and Underwritten Net Cash Flow
 
 
       2011
 
      2012
 
        TTM(1)
 
Underwritten
 
Per
Square
Foot
 
%(2)
Rents in Place(3)
$1,370,384
 
$2,156,341
 
$2,627,089
 
$2,768,091
 
$ 16.47
 
70.8%
Vacant Income
0
 
0
 
0
 
154,198
 
0.92
 
3.9
Gross Potential Rent
$1,370,384
 
$2,156,341
 
$2,627,089
 
$2,922,289
 
$17.39
 
74.8%
Total Reimbursements Income
436,109
 
580,503
 
793,346
 
985,220
 
5.86
 
25.2
Net Rental Income
$1,806,493
 
$2,736,844
 
$3,420,435
 
$3,907,509
 
$23.25
 
100.0%
(Vacancy/Credit Loss)
0
 
0
 
0
 
(188,157)
 
(1.12)
 
(4.8)
Other Income
0
 
2,421
 
7,632
 
0
 
0.00
 
0.0
Effective Gross Income
$1,806,493
 
$2,739,265
 
$3,428,067
 
$3,719,352
 
$22.13
 
95.2%
                       
Total Expenses
$1,201,363
 
$1,088,220
 
$1,272,824
 
$1,367,135
 
$8.14
 
36.8%
                       
Net Operating Income
$605,130
 
$1,651,045
 
$2,155,243
 
$2,352,218
 
$14.00
 
63.2%
                       
Total TI/LC, Capex/RR
0
 
0
 
0
 
193,256
 
1.15
 
5.2
Net Cash Flow
$605,130
 
$1,651,045
 
$2,155,243
 
$2,158,961
 
$12.85
 
58.0%
                       
Occupancy(4)
62.7%
 
86.7%
 
95.2%
 
95.2%
       
(1)
TTM represents the trailing twelve-month period ending October 31, 2013.
(2)
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)
Underwritten Rents in Place includes rent for Christopher & Banks, which took possession of its 6,421 square foot space in November 2013 but is required to commence paying rent in February 2014.
(4)
TTM occupancy as of December 15, 2013.
 
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.
 
 (barclays)
114 of 118
(j.p morgan) 
 
 
 

 

Structural and Collateral Term Sheet
JPMBB 2014-C18   
 
6455 South Yosemite
 
Mortgage Loan Information
 
Property Information
Mortgage Loan Seller:
JPMCB
 
Single Asset / Portfolio:
Single Asset
Original Principal Balance:
$18,787,500
 
Title:
Fee
Cut-off Date Principal Balance:
$18,787,500
 
Property Type - Subtype:
Office - Suburban
% of Pool by IPB:
2.0%
 
Net Rentable Area (SF):
198,043
Loan Purpose:
Acquisition
 
Location:
Greenwood Village, CO
Borrower:
BRI 1860 Yosemite, LLC
 
Year Built / Renovated:
1983 / N/A
Sponsors(1):
Various
 
Occupancy:
92.5%
Interest Rate:
4.97200%
 
Occupancy Date:
12/1/2013
Note Date:
1/16/2014
 
Number of Tenants:
 20
Maturity Date:
2/1/2024
 
2010 NOI:
 N/A
Interest-only Period:
36 months
 
2011 NOI:
$864,830
Original Term:
120 months
 
2012 NOI:
$1,286,649
Original Amortization:
360 months
 
TTM NOI (as of 10/2013)(2)(3):
$1,443,572
Amortization Type:
IO-Balloon
 
UW Economic Occupancy:
90.0%
Call Protection:
L(25),Grtr1%orYM(92),O(3)
 
UW Revenues:
$3,534,262
Lockbox:
CMA
 
UW Expenses:
$1,564,615
Additional Debt:
N/A
 
UW NOI(3):
$1,969,646
Additional Debt Balance:
N/A
 
UW NCF:
$1,679,770
Additional Debt Type:
N/A
 
Appraised Value / Per SF:
$26,800,000 / $135
     
Appraisal Date:
12/16/2013
         

Escrows and Reserves
 
Financial Information
 
Initial
Monthly
Initial Cap  
 
Cut-off Date Loan / SF:
$95
Taxes:
$30,003
$30,003
N/A  
 
Maturity Date Loan / SF:
$84
Insurance:
$0
Springing
N/A  
 
Cut-off Date LTV:
70.1%
Replacement Reserves:
$3,527
$3,527
N/A  
 
Maturity Date LTV:
62.0%
TI/LC:
$20,833
$20,833
$1,000,000  
 
UW NCF DSCR:
1.39x
Other(4):
$59,535
$0
N/A  
 
UW NOI Debt Yield:
10.5%
             
 
Sources and Uses
Sources
Proceeds
% of Total  
 
Uses
Proceeds
% of Total  
Mortgage Loan
$18,787,500
74.5%
 
Net Purchase Price
$24,610,057
97.5% 
Sponsor Equity
6,443,231
25.5
 
Closing Costs
506,776
2.0  
       
Upfront Reserves
113,898
0.5  
Total Sources:
$25,230,731
100.0%
 
Total Uses:
$25,230,731
100.0% 
(1)
The Sponsors are Gimmel Investment Properties, LLLP and Gimmel Investment Properties (US), LLLP.
(2)
TTM NOI represents the period from January 2013 through October 31, 2013 annualized.
(3)
UW NOI is higher than TTM NOI primarily due to contractual rent escalations and a 12,000 square foot expansion by Discovery Outsourcing.
(4)
Initial Other reserves includes $35,535 for immediate repairs and $24,000 for free rent associated with the tenant, Discovery Outsourcing.
 
The Loan. The 6455 South Yosemite loan is secured by a first mortgage lien on a 198,043 square foot office building located in the Greenwood Plaza business park in Greenwood Village, Colorado. The loan has an outstanding principal balance of approximately $18.8 million. The 6455 South Yosemite loan has a 10-year term, and subsequent to an initial 36-month interest-only period, will amortize on a 30-year schedule. The loan’s sponsors and nonrecourse carve-out guarantors are Gimmel Investment Properties, LLLP and Gimmel Investment Properties (US), LLLP. The sponsors are affiliates of Beacon Investment Properties, LLC, a full-service commercial real estate operator and fund manager. Beacon Investment Properties, LLC is headquartered in Hallandale Beach, Florida and manages more than 5.0 million square feet of commercial properties in large markets within Florida, Texas and the Carolinas.

The Property. 6455 South Yosemite is a Class B office property located in Greenwood Village, Colorado. The 10-story building is comprised of 198,043 square feet of office space located on a 5.9 acre parcel in the Greenwood Plaza business park. The property was constructed in 1983 and has been continuously renovated with the sponsors investing approximately $2.0 million in capital expenditures since 2009. The property is LEED Gold Certified and features various amenities including conference facilities, a fitness center complete with showers and lockers, 24/7 onsite security, a café on the ground floor and a parking garage that results in a parking ratio of 4.3 spaces per 1,000 square feet.
 
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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Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
6455 South Yosemite

As of December 2013, the property was 92.5% leased by 20 tenants, who operate in a variety of industries including financial services, law, oil and technology. The three largest tenants occupy 13.1%, 12.1% and 10.9% of the property’s net rentable area, respectively, and outside of the top six tenants, no single tenant occupies more than 7.0% of the property’s net rentable area. The largest tenant is Ventyx, a wholly owned subsidiary of Swiss manufacturing conglomerate ABB, which is rated A2 / A / BBB+ by Moody’s, S&P and Fitch, respectively. The second largest tenant is the Wealth Strategies Group, a private wealth management solutions firm that is headquartered at the property. The third largest tenant, United Healthcare, is rated A3 / A / A- by Moody’s, S&P and Fitch, respectively and has been a tenant at the property since 1995.
 
The Market. 6455 South Yosemite is located in the Greenwood Plaza business park within the Southeast Suburban submarket of the Denver Metropolitan Area and is serviced by the Interstate 25 Corridor south of the interchange with Interstate 225. Interstate 25 provides direct access to Denver’s central business district, which is approximately 12 miles northwest of the property. The property also features a pedestrian overpass to the Arapahoe at Village Center R-T-D light rail passenger station, a mass-transit rail line to downtown Denver. According to the appraisal, the Southeast Suburban submarket has the largest office inventory of any single market in the region, at 31.0 million square feet. Vacancy in the Southeast Suburban office submarket was 11.7% with average Class A asking rents of $20.37 per square foot, as of third quarter of 2013. The appraisal identified seven comparable properties built between 1981 and 1999 and ranging in size from approximately 46,137 to 280,417 square feet. The comparable properties reported occupancies ranging from 86.0% to 100.0%.
 
Tenant Summary(1)
 
Tenant
 
Ratings
Moody’s/S&P/Fitch(2)
 
Net Rentable
Area (SF)
 
% of
Total NRA
 
Base Rent
PSF
 
Lease
Expiration Date
Ventyx(3)(4)
 
A2 / A / BBB+
 
25,919  
   
13.1%  
   
$22.25
 
9/1/2018  
Wealth Strategies Group(5)
 
NA / NA / NA
 
23,935  
   
12.1%  
   
$20.50
 
3/1/2017  
United Healthcare
 
A3 / A / A-
 
21,677  
   
10.9%  
   
$18.60
 
6/1/2016  
Discovery Outsourcing(6)
 
NA / NA / NA
 
17,961  
   
9.1%  
   
$16.20
 
Various  
Metrolist
 
NA / NA / NA
 
15,822  
   
8.0%  
   
$21.00
 
3/1/2020  
ERM Rocky Mountain
 
NA / NA / NA
 
13,938  
   
7.0%  
   
$20.50
 
5/1/2014  
Bank of the West
 
A2 / A / A
 
9,552  
   
4.8%  
   
$17.00
 
12/1/2017  
RETS Tech Center
 
NA / NA / NA
 
8,043  
   
4.1%  
   
$17.50
 
4/1/2021  
Advoda Communications
 
NA / NA / NA
 
7,703  
   
3.9%  
   
$18.50
 
5/1/2017  
Symmetrix Solutions
 
NA / NA / NA
 
5,843  
   
3.0%  
   
$19.00
 
11/1/2018  
(1)  
Based on the underwritten rent roll.
(2)  
Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.
(3)  
Ventyx subleases 4,252 square feet of its space at a rate of $18.00 per square foot. The sublease rent was underwritten for the applicable space.
(4)  
Ventyx has the right to terminate its lease on September 30, 2015, with 365 days’ notice and payment of a termination fee.
(5)  
Wealth Strategies Group subleases 2,259 square feet of its space at a rate of $11.69 per square foot. The sublease rent was underwritten for the applicable space.
(6)  
In total, Discovery Outsourcing has 12,079 square feet expiring in April 2020 and 5,882 square feet expiring in April 2017.
 
Operating History and Underwritten Net Cash Flow
 
 
2011
2012
TTM(1)
Underwritten
Per Square
Foot
%(2)
Rents in Place(3)
$2,466,406
$2,595,791
$2,959,536
$3,527,824
$17.81
91.6%  
Vacant Income
0
0
0
313,714
1.58
8.1  
Gross Potential Rent
$2,466,406
$2,595,791
$2,959,536
$3,841,538
$19.40
99.8%  
Total Reimbursements
(152,039)
(9,645)
9,865
8,694
0.04
0.2  
Net Rental Income
$2,314,367
$2,586,146
$2,969,402
$3,850,232
$19.44
100.0%  
(Vacancy/Credit Loss)
0
0
0
(385,023)
(1.94)
(10.0)  
Other Income
148,701
163,836
80,114
69,053
0.35
1.8  
Effective Gross Income
$2,463,068
$2,749,982
$3,049,516
$3,534,262
$17.85
91.8%  
             
Total Expenses
$1,598,238
$1,463,333
$1,605,944
$1,564,615
$7.90
44.3%  
             
Net Operating Income
$864,830
$1,286,649
$1,443,572
$1,969,646
$9.95
55.7%  
             
Total TI/LC, Capex/RR
0
0
0
289,876
1.46
8.2  
Net Cash Flow
$864,830
$1,286,649
$1,443,572
$1,679,770
$8.48
47.5%  
             
Occupancy
71.0%
77.0%
83.0%
90.0%
   
(1)  
TTM column represents the period from January 2013 through October 31, 2013 annualized.
(2)  
Percentage column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3)  
Underwritten Rents in Place is higher than historical years primarily due to contractual rent escalations and a 12,000 square foot expansion by Discovery Outsourcing.
 
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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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.
 
 (barclays)
117 of 118
(j.p morgan) 
 
 
 

 
 
Structural and Collateral Term Sheet
 
JPMBB 2014-C18
 
Contacts
 
J.P. Morgan CMBS Capital Markets & Banking
Contact
E-mail
Phone Number
Jonathan Strain
Managing Director
jonathan.m.strain@jpmorgan.com
(212) 834-5022      
     
Kunal Singh
Executive Director
kunal.k.singh@jpmorgan.com
(212) 834-5467      
     
Michael Brunner
Executive Director
michael.j.brunner@jpmorgan.com
(404) 264-2520      
     
Brad Horn
Vice President
bradley.j.horn@jpmorgan.com
(212) 834-9708      
 
J.P. Morgan CMBS Trading
Contact
E-mail
Phone Number
Andy Taylor
Managing Director
andrew.b.taylor@jpmorgan.com
(212) 834-3813      
 
J.P. Morgan Securitized Products Syndicate
Contact
E-mail
Phone Number
Andy Cherna
Managing Director
andy.cherna@jpmorgan.com
(212) 834-4154      
     
Mick Wiedrick
Executive Director
mick.k.wiedrick@jpmorgan.com
(212) 834-4154      
 
Barclays CMBS Capital Markets & Banking
Contact
E-mail
Phone Number
Daniel Vinson
Managing Director
daniel.vinson@barclays.com
(212) 528-8224      
     
Luke Adovasio
Vice President
luke.adovasio@barclays.com
(212) 526-5248      
 
Barclays CMBS Trading
Contact
E-mail
Phone Number
Max Baker
Director
max.baker@barclays.com
(212) 526-4223      
     
David Kung
Director
david.kung@barclays.com
(212) 528-7374      
 
Barclays Securitized Products Syndicate
Contact
E-mail
Phone Number
Brian Wiele
Managing Director
brian.wiele@barclays.com
(212) 412-5780      
     
Kenneth Rosenberg
Director
kenneth.rosenberg@barclays.com
(212) 412-5780      
 
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.
 
 (barclays)
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