EX-99.2 6 s134989_ex99-2.htm THIRD PARTY DUE DILIGENCE REPORT - CONSOLIDATED EXECUTIVE SUMMARY

Exhibit 99.2

 

 

EXECUTIVE SUMMARY

Third Party Due Diligence Review

January 17th, 2022

 

TRK 2022-INV1

Overview

 

Consolidated Analytics, Inc. a third-party due diligence provider, performed the review described below on behalf of its client, Toorak Capital Partners. The review included a total of 946 business purpose, residential mortgage loans, in connection with the securitization identified as TRK 2022-INV1 (the “Securitization”). The review began on in February of 2021, and concluded November of 2021.

 

Scope of Review

 

Credit Review

 

Consolidated Analytics performed a “Credit Review” to assess conformity with guidelines in effect at the time of loan origination, or other guidelines provided by Client prior to review, and ensure the characteristics used by the underwriter are supported by the file documentation; and determine whether any loans outside of those guidelines contain legitimate and approved exceptions with compensating factors.

The Credit Review attempted to confirm the following:

(a)Credit Documentation: A review of the documentation underlying the credit decision was performed to determine sufficiency for consideration in the Credit Review. The Credit Documentation review consisted of the following:

 

oLoan Application: Complete loan application is present in the loan file for all borrowers/guarantors,
oCredit Report: Credit Report in file for all borrowers and meets guideline seasoning requirements and contains OFAC clearance
oIncome Documentation / Lease Agreements: Confirmation of the presence of income documentation in the loan file when required by lender or Client specified underwriting guidelines. For rental properties where existing leases are required to be verified, verify their presence and sufficiency for purpose based on underwriting guideline standards.
oAsset Documentation: Confirmation of presence of asset documentation requirements relative to loan type and guideline requirements for verification of closing funds and reserves.
oBorrower/Guarantor Identification: Verify that the file contains a copy of a government issued identification verification for each borrower (i.e. driver’s license, state ID, passport)
oInsurance Certificate: Verify that the loan file contains a copy of the hazard insurance certificate for the subject property and that flood insurance is also documented when required.

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oProperty Valuation: Confirm the presence of a complete appraisal report and supporting secondary independent estimate of value
oCommercial Borrower Organizing Documentation: Confirm the presence an Operating Agreement, Bylaws, related amendments and filings or other organizing and operating documentation relative to the commercial borrower entity.
oArticles of Incorporation/Certificate of Formation: Confirm that each loan file contains a copy of the Articles of Incorporation establishing registration within the state of operation.
oCertificate of Good Standing: Confirm that each borrowing entity is active in the state of registration by confirming the presence of a web print out or certification of good standing for the state is in the file.
oBorrower Authority / Consent of Members: Confirm that the loan file contains evidence that the individual executing the loan agreements has been signing authority on behalf of the borrowing entity.

 

(b)Legal Documentation: A review of the documentation required to secure the lender’s interest in the loan and the borrower(s)’ obligations thereunder was conducted with the purpose of validating their presence in the mortgage loan file and sufficiency of execution:

 

oNote/Loan Agreement/Security Instrument/Extension: Verification of the presence of the note, loan agreement or security instrument as applicable and that the agreement is properly executed by all parties. Confirm that all applicable allonges or addenda to the note are evidenced in the loan file and duly executed by all responsible parties. If the subject loan has reached or is nearing maturity confirm that an extension agreement is present and duly executed by all required parties
oMortgage/Deed of Trust/Assignment of Rents: Verify that a mortgage or deed of trust is in file and is duly executed and notarized and that it contains all applicable riders including an assignment of rents.
oPower of Attorney: If closing docs are executed by a POA confirm that the POA complies with all applicable underwriting and legal requirements including those for timing, form, authority and execution.
oPersonal Guaranty: Verify that the requisite individual ownership percentage of a commercial entity borrower as stipulated within Client or lender underwriting guidelines has provided a personal guaranty for the loan.
oAffidavit of Commercial Purpose/Occupancy Certification: Verify that each file contains a borrower statement verifying that the loan is for commercial purpose and that the subject property will not be owner occupied.
oTitle Policy: Confirmation that the file contains evidence of title insurance and that the title is free from material defects that could affect lien position.
oDeed for Conveyance of Title: Confirm that the applicable Grant or Warranty Deed is evidenced in the loan file and properly conveys interest in the subject property

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oPurchase Contract: If applicable, confirm the presence of a valid and executed Purchase and Sale Agreement along with any counter offers and modified terms of sale
oSettlement Statement: As applicable based on loan type and origination date, confirm the presence of a final settlement statement in the mortgage loan file

 

(c)Guidelines: The underwriting guidelines as specified by Client served as the criteria under which each loan qualification review took place. Qualification criteria includes:

 

oBorrower/Guarantor Eligibility: Review each borrower to ensure that they meet eligibility requirements of underwriting guidelines
oAssets: Validate that the mortgage loan file contains adequately qualified verification of assets to meet underwriting standards
oDebt-Service Coverage Ratios “DSCR”: Calculate the debt-service coverage ratio to ensure it meets minimum guideline standards
oCredit History: Review the borrower credit reports and any supplemental credit history documentation to verify whether the borrower met guideline requirements.
oCredit Scores: Review each borrower/guarantor credit report to validate that the credit score used in qualification is accurate and whether it meets minimum loan qualification and underwriting standards as specified in the underwriting guidelines.
oOccupancy: Confirm that the occupancy of the subject property used for qualification of the loan is accurate and compliant with guideline requirements. Confirm that the borrower has executed an affidavit of commercial/business purpose and that no other documentation that shows the subject property might be a primary residence.
oLoan-to-Value Ratios: Recalculate the Loan-to-Value Ratio utilizing the Purchase Contract, Property Valuations and/or Loan Agreements to determine whether initial, as-is and as-repaired LTV and CLTV meet loan qualification and underwriting guideline standards based on the calculation methods set forth in underwriting guidelines.
oInsurance: Confirm the adequacy of hazard insurance coverage and that premiums are included in PITI calculations. If required based on flood zone, confirm the presence and adequacy of flood insurance coverage and that premiums are included in PITI calculations.
oCompensating Factors: Review and validate any compensating factors used in the qualification of the loan and in consideration of loan level underwriting guideline exceptions.
oLetters of Explanation: Confirm the presence of Letters of Explanation (LOX) where required per underwriting guidelines and that each such LOX adequately addresses the eligibility scenario under question.

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oException Approvals: Confirm that any exceptions to underwriting guidelines and/or investor guideline overlays were fully documented, properly approved, and supported.
oMisrepresentation / Fraud Review: Validate that an independent third-party fraud report was obtained for each guarantor when required by underwriting guidelines and that red flags on third party fraud reports have been reviewed.

Valuation Review

 

Consolidated Analytics performed a “Valuation Review,” which included the following:

a.Review the original appraisal and all additional property valuation documentation to determine whether source, format and type meet program and guideline eligibility requirements.
b.Confirm that the property type is an eligible property type per program standards and underwriting guidelines.
c.Confirm as applicable that and independent supplemental third-party valuation was received and is within allowable tolerance of the original qualifying value.
d.Assess rental income schedules.
e.Confirm that property standards conform to underwriting guidelines requirements.
f.Determine whether the property is completely constructed and the appraisal is on an “as is basis,” or property is identified as not completely constructed by originating appraiser.
g.Review and determine whether the appraisal was performed on appropriate form and whether the appraiser indicated in the body of the conformity to USPAP standards.
h.Review property for functional obsolescence.
i.Where applicable, determine if the file did not contain the appraisal or other valuation method and a review could not be performed.

Consolidated Analytics applied a cascade methodology to determine if the original appraised value total was reasonably supported when compared to an independent third-party valuation product. For loans reviewed in a post-close valuation review (946 loans consisting of 1,414 individual properties), the origination value was based the following products:

Primary Valuation Product Count
1004 858
1025 293
1073 38
2055 (exterior) 3
Appraisal Nation ANX (interior) 34
ValueNet iVN55 103
ClearVal Plus (interior) 34
General Commercial Narrative Appraisal 37
Other Forms (non-standard) 14
Totals: 1,414

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Secondary property valuation by products by count is as follows:

Secondary Valuation Product Count
Clear Capital CDA 152
Pro Teck ARR 108
Summit SVR Validation 105
SitusAMC Reconciliation 1027
Opteon SVR Validation 22
Totals: 1,414

Loan level Valuation Grades are based on the cumulative total of origination appraised values for an individual loan compared to the cumulative total of the secondary valuation products. Loans where the cumulative secondary valuation had a negative variance greater than 10% of the origination appraised value total were provided a Valuation Grade of “C”.

Summary of Results

Final Loan Grades

 

Overall Grades      
Grade Number of Mortgage
Loans
% of Mortgage Loans
(by loan count)
Original Principal Balance
A 655 69.24%  $      181,246,713.00
B 286 30.23%  $      108,314,736.00
C 5 0.53%  $      812,720.00
D 0 0.00%  $      -   
       
       
Credit Grades      
Grade Number of Mortgage
Loans
% of Mortgage Loans
(by loan count)
Original Principal Balance
A 674 71.25%  $      189,434,883.00
B 272 28.75%  $      100,939,286.00
C 0 0.00%  $      -   
D 0 0.00%  $      -   
       
       
Valuation Grades      
Grade Number of Mortgage
Loans
% of Mortgage Loans
(by loan count)
Original Principal Balance
A 912 96.41%  $      277,490,499.00
B 29 3.07%  $      12,070,950.00
C 5 0.53%  $      812,720.00
D 0 0.00%  $      -   

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Exception Category Summary

 

The table below summarizes the individual exceptions which carried an associated “A”, “B”, “C”, or “D” level exception grade. One loan may have carried more than one exception. In such cases, the exception with the lowest grade would drive the loan grade for that particular area of the review. The overall loan grade is the lowest grade for any one particular review scope (ex. a loan with a Credit Grade of “B” and a Property Grade of “A” would receive an overall Loan Grade of “B”).

 

Category Grade Finding Description Count
Credit B ADVERSE CREDIT (FORECLOSURE HISTORY) 1
ADVERSE CREDIT (LIENS) 1
ADVERSE CREDIT (MORTGAGE LATES) 2
AGE OF BACKGROUND CHECK 7
AGE OF CREDIT REPORT GREATER THAN 90 DAYS 1
BACKGROUND CHECK FLAG 24
BACKGROUND FLAG 6
BACKGROUND SEARCH AGED OVER 90 DAYS 17
CREDIT REPORT AGED OVER 90 DAYS 111
INELIGIBLE ENTITY TYPE (LAND TRUST) 1
INELIGIBLE LOAN TERMS 2
INSUFFICIENT BACKGROUND SEARCH 1
INSUFFICIENT CREDIT REPORT 1
INSUFFICIENT HAZARD INSURANCE 6
INSUFFICIENT HAZARD INSURANCE POLICY TERM 1
INSUFFICIENT LEASE AGREEMENT 2
INSUFFICIENT LIQUIDITY 15
INSUFFICIENT TITLE INSURANCE 1
MAX ASSET STATEMENT SEASONING 21
MAX LOAN AMOUNT 6

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    MAX LTC 3
MAX LTV 33
MAX PROPERTY SQUARE FOOTAGE 1
MINIMUM DSCR 3
MINIMUM LOAN AMOUNT 2
MINIMUM RENTAL INCOME 1
MINIMUM SQUARE FOOTAGE 3
MISSING 3RD PARTY MARKET RENT REPORT 6
MISSING ASSET STATEMENT 12
MISSING ASSIGNMENT OF RENTS TO MORTGAGE 1
MISSING BACKGROUND CHECK 7
MISSING CERTIFICATE OF GOOD STANDING 4
MISSING CONDO QUESTIONNAIRE 6
MISSING CREDIT REPORT 3
MISSING EIN 1
MISSING EVIDENCE OF GOOD STANDING 1
MISSING EVIDENCE OF PARTIAL RELEASE 1
MISSING EVIDNCE OF ESCROWS 1
MISSING FLOOD CERT 2
MISSING GOOD STANDING 4
MISSING GUARANTY 2
MISSING HAZARD INSURANCE POLICY 2
MISSING HUD-1 10
MISSING LEASE AGREEMENT 13
MISSING LOAN APPLICATION 2
MISSING MORTGAGE 1
MISSING NOTE RIDER 1
MISSING PAYOFF STATEMENT 3

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    MISSING PREPAY RIDER TO NOTE 1
MISSING PROPERTY MANAGEMENT AGREEMENT 1
MISSING PURCHASE AGREEMENT 9
MISSING TAX CERT 2
MISSING VACANCY RIDER 2
MISSING W9 2
NOTE TERMS ERROR 2
       
    Total Credit Grade B Findings: 375
    Total Credit Findings: 375
       
Property B AGE OF APPRAISAL 15
APPRAISAL REVIEW VARIANCE  
INELIGIBLE APPRAISER 2
INELIGIBLE CONDO 2
INSUFFICIENT APPRAISAL 1
INSUFFICIENT APPRAISAL COMPS 1
MISSING 1007 ADDENDUM TO APPRAISAL 1
MISSING 1007 SUPPLEMENT TO THE APPRAISAL 2
MISSING 3RD PARTY APPRAISAL REVIEW 1
MISSING APPRAISAL 1
APPRAISAL REVIEW VARIANCE (PROPERTY LEVEL ON CROSS) 4
C APPRAISAL REVIEW VARIANCE 4
       
    Total Property Grade B Findings: 30
    Total Property Grade C Findings: 5
    Total Property Grade B Findings: 35
       

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