UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
FORM ABS-15G |
ASSET-BACKED SECURITIZER |
Report Pursuant to Section 15G of |
the Securities Exchange Act of 1934 |
Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:
☐ Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period _________________ to _________________
Date of Report (Date of earliest event reported)______________________
Commission File Number of securitizer: ____________________
Central Index Key Number of securitizer: ___________________
Name and telephone number, including area code, of the person to |
contact in connection with this filing |
Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1) [_]
Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i) [_]
Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii) [_]
☒ Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)
Central Index Key Number of depositor: 0001004158
TPGI Trust 2021-DGWD |
(Exact name of issuing entity as specified in its charter) |
Central Index Key Number of issuing entity (if applicable): Not applicable
Central Index Key Number of underwriter (if applicable): Not applicable
Joe Osborne, (972) 501-3977 |
Name and telephone number, including area code, of the person to |
contact in connection with this filing |
INFORMATION TO BE INCLUDED IN THE REPORT
FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer
Attached as Exhibit 1 hereto is an agreed-upon procedures report, dated May 20, 2021, of PricewaterhouseCoopers, LLP, obtained by the depositor, which report sets forth the findings and conclusions, as applicable, of PricewaterhouseCoopers, LLP with respect to certain agreed-upon procedures performed by PricewaterhouseCoopers, LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
GS MORTGAGE SECURITIES CORPORATION II | |||
(Depositor) | |||
Date: May 20, 2021 | By: | /s/ Leah Nivison | |
Name: Leah Nivison | |||
Title: Chief Executive Officer | |||
Exhibit 1 | Agreed-upon procedures report, dated May 20, 2021, of PricewaterhouseCoopers, LLP. |
Exhibit 1
Report of Independent Accountants on Applying
Agreed-Upon Procedures
GS Mortgage Securities Corporation II (the "Company")
200 West Street
New York, NY 10282
We (“us” or “PwC”) have performed the procedures enumerated below, which were agreed to by the Company, Goldman Sachs & Co. LLC, Goldman Sachs Mortgage Company, Goldman Sachs Bank USA, Bank of America, N.A. and BofA Securities, Inc., who are collectively referred to as the “Specified Parties”, solely to assist you in performing certain procedures related to the accuracy of certain attributes and calculations within the Final Data File (defined below). The procedures were performed with respect to the TPGI Trust 2021-DGWD, Commercial Mortgage Pass-Through Certificates, Series 2021-DGWD securitization (the “Transaction”). The Company (the “Responsible Party”) is responsible for the accuracy of the information contained in the Final Data File. The sufficiency of these procedures is solely the responsibility of the Specified Parties. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose.
Procedures and Findings
In connection with the Transaction, the Specified Parties have requested that the procedures be performed on 1 mortgage loan (the “Mortgage Loan Asset”) secured by 86 mortgaged properties (the “Mortgaged Properties”) which represents the entire population of mortgage loan asset and mortgaged properties (collectively the “Collateral”) within the Transaction.
This agreed-upon procedures engagement was not conducted for the purpose of satisfying any criteria for due diligence published by a nationally recognized statistical rating organization.
In addition, PwC should not be regarded as having in any way warranted or given any assurance as to the following items:
· | The completeness, accuracy, appropriateness, quality or integrity of any of the information provided by the Responsible Party, or any other party for the purpose of PwC performing the procedures agreed to by the Specified Parties. The procedures performed would not necessarily reveal any material misstatement of the amounts, balances, ratios, percentages or other relationships of the information included in the data provided to us; |
· | The conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements; |
· | The value of the Mortgaged Properties securing the Mortgage Loan Asset; and |
· | The compliance of the originator of the assets with federal, state, and local laws and regulations. |
We have not performed any procedures with respect to the fair value of the securities being offered in the Transaction and PwC expresses no opinion on the fair value of these securities. PwC should not be regarded as having performed any procedures other than those detailed in this report.
With respect to any terms or requirements of the Transaction documents that do not appear in the exhibits, we performed no procedures and, accordingly, the procedures we performed would not ensure
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that any requirements are satisfied. Further, we have performed only the following agreed-upon procedures and therefore make no representations regarding the adequacy of disclosures or whether any material facts have been omitted from the Transaction documents.
It should be understood that we make no representations as to:
· | The interpretation of Transaction documents included in connection with our procedures; |
· | Your compliance with Rule 15Ga-2 of the Securities Exchange Act of 1934; and |
· | The reasonableness of any of the assumptions provided by the Company or other Specified Parties. |
These procedures should not be taken to supplant any additional inquiries or procedures that the Specified Parties would undertake in consideration of the Transaction.
For the purpose of this report:
· | The phrase “Cut-off Date” refers to the date of June 9, 2021. |
· | The phrase "LIBOR Assumption" refers to the rate of 0.10000%. |
· | The phrase “Final Data File” refers to the following Microsoft Excel (“Excel”) file provided by the Company, which includes certain attributes related to the Collateral. The Final Data File was provided on May 20, 2021 with certain Collateral attribute calculations adjusted for the Cut-off Date: |
o | 2021-DGWD Accounting Tape Final.xlsx (provided on May 20, 2021). |
· | The phrase “Specified Attributes” refers to the fields in the Final Data File. |
· | The phrase “Source Document” refers to the documents (including any applicable amendments, assumptions or exhibits thereof) provided by the Company, related to the information contained in the Final Data File. |
· | The phrase “Loan File” refers to any Source Document or collection of Source Documents provided by the Company, and used by us, in performing the procedures enumerated below. |
· | The term “compared” refers to the comparison of one or more Specified Attributes to Source Documents, as indicated within Exhibit A. |
· | The term “recalculated” refers to a re-computation of one or more Specified Attributes using the Company provided methodology, as indicated within Exhibit B. |
· | The phrase “in agreement” refers to the comparison or recalculation of one or more Specified Attributes which resulted in a match, or a difference that was within the Company provided tolerance level (if any), as indicated within Exhibit A. |
Source Documents included in the Loan File:
· | The phrase “Appraisal Report” refers to a signed appraisal document. |
· | The phrase “Closing Statement” refers to the signed borrower and lender mortgage loan closing statements indicating the sources and uses of dispersed funds. |
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· | The phrase “Engineering Report” refers to a signed property condition assessment document. |
· | The phrase “Environmental Report” refers to a signed phase I and phase II (if applicable) environmental document. |
· | The phrase “Fee Schedule” refers to the documentation for the certificate administrator fee and servicing fee related to the Transaction. |
· | The phrase “Ground Lease” refers to the signed ground lease agreement. |
· | The phrase “Guaranty Agreement” refers to a signed guaranty agreement. |
· | The phrase “Insurance Summary” refers to the certificate of insurance and/or insurance risk analysis summarizing the coverage for each insurance category. |
· | The phrase “Loan Agreement” refers to a signed or draft loan agreement. |
· | The phrase “Management Agreement” refers to a signed management agreement. |
· | The phrase “Seismic Report” refers to a signed seismic assessment document. |
· | The phrase “Title Policy” refers to a signed title policy. |
· | The phrase “Underwriting File” refers to the historical and pro-forma cash flow statements prepared by the Company’s underwriting team. |
· | The phrase “Underwritten Rent Roll” refers to a rent roll document summarizing the lease terms of the underlying tenants. |
Our procedures and results thereof are as follows:
From May 18, 2021 through May 20, 2021, the Company provided us with the Source Documents related to the Collateral for which we:
· | Compared certain Specified Attributes to the corresponding Source Documents and found them to be in agreement (the “Compared Attributes”); |
· | Recalculated certain Specified Attributes and found them to be in agreement (the “Recalculated Attributes”); or |
· | Assumed certain Specified Attributes were accurate as instructed by the Company, and neither compared nor recalculated the Specified Attributes (the “Company Provided Attributes”). |
The recalculation methodology associated with the Recalculated Attributes is listed in Exhibit B. For each procedure where a recalculation was performed, we compared the underlying attributes to the corresponding Source Documents and found them to be in agreement. We did not perform any procedures with respect to the Specified Attributes denoted with a Source Document of “None - Company Provided”, in Exhibit A.
This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. We were not engaged to, and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the Final Data File. Accordingly, we do not express such an opinion or
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conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.
This report is intended solely for the information and use of the Specified Parties (including for the purpose of substantiating the Specified Parties' “due diligence defense” under the Securities Act of 1933), and is not intended to be and should not be used by anyone other than the Specified Parties.
If a party has obtained, or has access to, this report without having executed an agreement with PwC wherein such party accepts responsibility for the sufficiency of the procedures performed (such party is referred to as a “Non-Specified Party”), that Non-Specified Party cannot:
· | Rely upon this report, and any use of this report by that Non-Specified Party is its sole responsibility and at its sole and exclusive risk; and |
· | Acquire any rights or claims against PwC, and PwC assumes no duties or obligations to such Non-Specified Party. |
A Non-Specified Party may not disclose or distribute this report or any of the report’s contents to any
other party (including but not limited to electronic distribution and/or posting to a website pursuant to Rule 17g-5 of the Securities Exchange Act of 1934).
The procedures enumerated above were performed as of the date of this report, and we disclaim any consideration of any events and circumstances occurring after the date of this report. Further, we have no obligation to update this report because of events occurring, or data or information coming to our attention, subsequent to the date of this report.
New York, NY
May 20, 2021
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Exhibits
Exhibit A – Loan File Review Procedures
Exhibit B – Recalculation Methodology
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
Exhibit A - Loan File Review Procedures
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
1 | Control Number | None - Company Provided | None |
2 | Loan / Property Flag | None - Company Provided | None |
3 | Number of Properties | Appraisal Report | None |
4 | Originator | Loan Agreement | None |
5 | Originator Entity Type | Loan Agreement | None |
6 | Mortgage Loan Seller | None - Company Provided | None |
7 | Sub-Portfolio | Underwriting File | None |
8 | Property Name | None - Company Provided | None |
9 | Address | Appraisal Report | None |
10 | City | Appraisal Report | None |
11 | State | Appraisal Report | None |
12 | County | Appraisal Report | None |
13 | Zip Code | Appraisal Report | None |
14 | General Property Type | Appraisal Report | None |
15 | Detailed Property Type | Appraisal Report | None |
16 | Flood Zone | Engineering Report | None |
17 | Year Built | Appraisal Report | None |
18 | Year Renovated | Appraisal Report | None |
19 | SF | Underwritten Rent Roll | None |
20 | Loan Per SF ($) | Recalculation | None |
21 | Original Balance ($) | Loan Agreement | None |
22 | Cut-off Date Balance ($) | Recalculation | None |
23 | Allocated Mortgage Loan Amount ($) | Loan Agreement | None |
24 | % of Initial Pool Balance | Recalculation | None |
25 | Pari Passu Split (Y/N) | Loan Agreement | None |
26 | Mortgage Loan Rate (%) | Recalculation | None |
27 | Mortgage Loan Interest Rate (At LIBOR Cap) | Recalculation | None |
28 | Administrative Fee Rate (%) | Fee Schedule | None |
29 | Margin | Loan Agreement | None |
30 | Mortgage Loan Index | Loan Agreement | None |
31 | Assumed LIBOR | None - Company Provided | None |
32 | Float Rate Change Frequency (Mos) | Loan Agreement |
None |
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
33 | LIBOR Floor | Loan Agreement | None |
34 | LIBOR Strike Cap | None - Company Provided | None |
35 | LIBOR Cap After Extension | Loan Agreement | None |
36 | LIBOR Cap Expiration | None - Company Provided | None |
37 | LIBOR Cap Counterparty | None - Company Provided | None |
38 | LIBOR cap Counterparty rating (S&P / MIS / FITCH) | None - Company Provided | None |
39 | Mortgage Loan Annual Debt Service at LIBOR Cap ($) | Recalculation | None |
40 | Mortgage Loan NCF DSCR at LIBOR cap | Recalculation | None |
41 | LIBOR Rounding Methodology | Loan Agreement | None |
42 | LIBOR Lookback Days | Loan Agreement | None |
43 | Extension Options (Y/N) | Loan Agreement | None |
44 | Extension Options (#/Mos) | Loan Agreement | None |
45 | Extension Spread Increase Description | Loan Agreement | None |
46 | First Extension Fee | Loan Agreement | None |
47 | Second Extension Fee | Loan Agreement | None |
48 | Third Extension Fee | Loan Agreement | None |
49 | Fully Extended Original Term | Recalculation | None |
50 | Fully Extended Remaining Term | Recalculation | None |
51 | Fully Extended Maturity Date | Loan Agreement | None |
52 | Fully Extended Amortization Term | Not Applicable* | None |
53 | Mortgage Loan Monthly Payment ($) | Recalculation | None |
54 | Mortgage Loan Annual Debt Service ($) | Recalculation | None |
55 | Interest Accrual Method | Loan Agreement | None |
56 | Interest Accrual Period | Loan Agreement | None |
57 | Origination Date | Loan Agreement | None |
58 | First Due Date | Loan Agreement | None |
59 | Last IO Due Date | Loan Agreement | None |
60 | First P&I Due Date | Loan Agreement | None |
61 | Due Date | Loan Agreement | None |
62 | Grace Period- Late Fee | Loan Agreement | None |
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
63 | Grace Period- Default | Loan Agreement | None |
64 | Amortization Type | Loan Agreement | None |
65 | Original Interest-Only Period (Mos.) | Recalculation | None |
66 | Remaining Interest-Only Period (Mos.) | Recalculation | None |
67 | Original Term To Maturity (Mos.) | Recalculation | None |
68 | Remaining Term To Maturity (Mos.) | Recalculation | None |
69 | Original Amortization Term (Mos.) | Not Applicable* | None |
70 | Remaining Amortization Term (Mos.) | Not Applicable* | None |
71 | Seasoning | Recalculation | None |
72 | Maturity Date | Loan Agreement | None |
73 | Balloon Balance ($) | Recalculation | None |
74 | Lockbox | Loan Agreement | None |
75 | Cash Management | Loan Agreement | None |
76 | Cash Management Triggers | Loan Agreement | None |
77 | DSCR at Trigger Level | Recalculation | None |
78 | Cross-Collateralized (Y/N) | Not Applicable* | None |
79 | Crossed Group | Not Applicable* | None |
80 | Lockout Period | Not Applicable* | None |
81 | Lockout Expiration Date | Not Applicable* | None |
82 | Prepayment Begin Date | Loan Agreement | None |
83 | Prepayment End Date | Loan Agreement | None |
84 | Open Period Begin Date | Loan Agreement | None |
85 | Open Period (Payments) | Recalculation | None |
86 | Prepayment Type | Loan Agreement | None |
87 | Prepayment Provision | Loan Agreement | None |
88 | Partially Prepayable without Penalty | Loan Agreement | None |
89 | Partially Prepayable without Penalty Description | Loan Agreement | None |
90 | Partial Collateral Release Description | Loan Agreement | None |
91 | Yield Maintenance Index | Not Applicable* | None |
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
92 | Yield Maintenance Discount | Not Applicable* | None |
93 | Yield Maintenance Margin | Not Applicable* | None |
94 | Yield Maintenance Calculation Method | Not Applicable* | None |
95 | Day of Month Prepayment Permitted | Loan Agreement | None |
96 | Due on Sale | Loan Agreement | None |
97 | Due on Encumbrance | Loan Agreement | None |
98 | Other Subordinate Debt Balance ($) | Not Applicable* | None |
99 | Other Subordinate Debt Type | Not Applicable* | None |
100 | Future Debt Allowed? | Loan Agreement | None |
101 | Mortgage Assumable? | Loan Agreement | None |
102 | Assumption Fee | Loan Agreement | None |
103 | Appraiser Designation | Appraisal Report | None |
104 | Appraisal FIRREA (Y/N) | Appraisal Report | None |
105 | Appraisal Date | Appraisal Report | None |
106 | Appraised Value ($) | Appraisal Report | None |
107 | As-Stabilized Appraisal Date | Appraisal Report | None |
108 | As-Stabilized Appraised Value ($) | Appraisal Report | None |
109 | Mortgage Loan Cut-off Date LTV Ratio (%) | Recalculation | None |
110 | Mortgage Loan LTV Ratio at Maturity (%) | Recalculation | None |
111 | Single Tenant (Y/N) | Underwritten Rent Roll | None |
112 | Engineering Report Date | Engineering Report | None |
113 | Environmental Phase I Report Date | Environmental Report | None |
114 | Environmental Phase II | Environmental Report | None |
115 | Environmental Phase II Report Date | Environmental Report | None |
116 | PML or SEL (%) | Seismic Report | None |
117 | Seismic Report Date | Seismic Report | None |
118 | Earthquake Insurance Required (Y/N) | Loan Agreement | None |
119 | Terrorism Insurance Required (Y/N) | Loan Agreement | None |
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
120 | Environmental Insurance Required (Y/N) | Loan Agreement | None |
121 | Blanket Insurance Policy (Y/N) | Insurance Summary | None |
122 | Lien Position | Title Policy | None |
123 | Ownership Interest | Title Policy | None |
124 | Condominium Present? | Loan Agreement | None |
125 | Ground Lease (Y/N) | Ground Lease | None |
126 | Annual Ground Lease Payment ($) | Ground Lease | None |
127 | Ground Lease Expiration Date | Ground Lease | None |
128 | Ground Lease Extension (Y/N) | Ground Lease | None |
129 | # of Ground Lease Extension Options | Ground Lease | None |
130 | Ground Lease Expiration Date after all Extensions | Ground Lease | None |
131 | Underwritten EGI ($) | Underwriting File | $ 1.00 |
132 | Underwritten Expenses ($) | Underwriting File | $ 1.00 |
133 | Underwritten Net Operating Income ($) | Underwriting File | $ 1.00 |
134 | Underwritten NOI DSCR (x) | Recalculation | None |
135 | Underwritten NOI Debt Yield | Recalculation | None |
136 | Underwritten Replacement / FF&E Reserve ($) | Underwriting File | $ 1.00 |
137 | Underwritten TI / LC ($) | Underwriting File | $ 1.00 |
138 | Underwritten Other Reserve ($) | Underwriting File | $ 1.00 |
139 | Underwritten Net Cash Flow ($) | Underwriting File | $ 1.00 |
140 | Underwritten NCF DSCR (x) | Recalculation | None |
141 | Underwritten NCF Debt Yield | Recalculation | None |
142 | Occupancy (%) | Underwritten Rent Roll | None |
143 | Occupancy Date | Underwritten Rent Roll | None |
144 | Rent Steps Date | Underwritten Rent Roll | None |
145 | Largest Tenant | Underwritten Rent Roll | None |
146 | Largest Tenant Sq Ft | Underwritten Rent Roll | None |
147 | Largest Tenant Lease Expiration | Underwritten Rent Roll | None |
148 | Second Largest Tenant | Underwritten Rent Roll | None |
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
149 | Second Largest Tenant Sq Ft | Underwritten Rent Roll | None |
150 | Second Largest Tenant Lease Expiration | Underwritten Rent Roll | None |
151 | Third Largest Tenant | Underwritten Rent Roll | None |
152 | Third Largest Tenant Sq Ft | Underwritten Rent Roll | None |
153 | Third Largest Tenant Lease Expiration | Underwritten Rent Roll | None |
154 | Fourth Largest Tenant | Underwritten Rent Roll | None |
155 | Fourth Largest Tenant Sq Ft | Underwritten Rent Roll | None |
156 | Fourth Largest Tenant Lease Expiration | Underwritten Rent Roll | None |
157 | Fifth Largest Tenant | Underwritten Rent Roll | None |
158 | Fifth Largest Tenant Sq Ft | Underwritten Rent Roll | None |
159 | Fifth Largest Tenant Lease Expiration | Underwritten Rent Roll | None |
160 | Upfront RE Tax Reserve ($) | Loan Agreement; Closing Statement | None |
161 | Ongoing RE Tax Reserve ($) | Closing Statement | None |
162 | Upfront Insurance Reserve ($) | Loan Agreement; Closing Statement | None |
163 | Ongoing Insurance Reserve ($) | Closing Statement | None |
164 | Upfront Replacement Reserve ($) | Loan Agreement; Closing Statement | None |
165 | Ongoing Replacement Reserve ($) | Loan Agreement; Closing Statement | None |
166 | Replacement Reserve Caps ($) | Loan Agreement | None |
167 | Upfront TI/LC Reserve ($) | Loan Agreement; Closing Statement | None |
168 | Ongoing TI/LC Reserve ($) | Loan Agreement; Closing Statement | None |
169 | TI/LC Caps ($) | Loan Agreement | None |
170 | Upfront Debt Service Reserve ($) | Loan Agreement; Closing Statement | None |
171 | Ongoing Debt Service Reserve ($) | Loan Agreement; Closing Statement | None |
172 | Upfront Deferred Maintenance Reserve ($) | Loan Agreement; Closing Statement | None |
173 | Ongoing Deferred Maintenance Reserve ($) | Loan Agreement; Closing Statement | None |
174 | Upfront Environmental Reserve ($) | Loan Agreement; Closing Statement | None |
175 | Ongoing Environmental Reserve ($) | Loan Agreement; Closing Statement | None |
176 | Upfront Other Reserve ($) | Loan Agreement; Closing Statement | None |
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TPGI 2021 DGWD | EXHIBIT A | |
Loan File Review Procedures |
# | Specified Attribute | Source Document (in order of priority) | Tolerance |
177 | Ongoing Other Reserve ($) | Loan Agreement; Closing Statement | None |
178 | Other Reserve Description | Loan Agreement; Closing Statement | None |
179 | Letter of Credit? | Loan Agreement | None |
180 | Letter of Credit Balance ($) | Loan Agreement | None |
181 | Letter of Credit Description | Loan Agreement | None |
182 | Release Provisions (Y/N) | Loan Agreement | None |
183 | Loan Purpose | Closing Statement | None |
184 | Borrower Name | Loan Agreement | None |
185 | Tenant In Common (Y/N) | Loan Agreement | None |
186 | Sponsor | Loan Agreement | None |
187 | Carve-out Guarantor | Guaranty Agreement | None |
188 | Recourse | Guaranty Agreement | None |
189 | Related Group | Not Applicable* | None |
190 | Single Purpose Borrower (Y/N) | Loan Agreement | None |
191 | Property Manager | Management Agreement | None |
192 | Prior Securitizations | Not Applicable* | None |
193 | Exit Fee | Loan Agreement | None |
*- The fields for the noted Specified Attributes were either not populated in the Final Data File or populated with the term “NAP”. As such, we were instructed by the Company to not perform any procedures on these Specified Attributes.
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TPGI 2021 DGWD | EXHIBIT B | |
Recalculation Methodology |
Exhibit B - Recalculation Methodology
# | Specified Attribute | Recalculation Methodology |
20 | Loan Per SF ($) | Quotient of (i) Cut-off Date Balance ($) and (ii) SF. |
22 | Cut-off Date Balance ($) | Set equal to Original Balance ($). |
24 | % of Initial Pool Balance | Quotient of (i) Allocated Mortgage Loan Amount ($) and (ii) the aggregate Allocated Mortgage Loan Amount ($). |
26 | Mortgage Loan Rate (%) | Sum of (i) Assumed LIBOR and (ii) Margin. |
27 | Mortgage Loan Interest Rate (At LIBOR Cap) | Sum of (i) LIBOR Strike Cap and (ii) Margin. |
39 | Mortgage Loan Annual Debt Service at LIBOR Cap ($) | Product of (i) Cut-off Date Balance ($) and (ii) Mortgage Loan Interest Rate (At LIBOR Cap) and (iii) the Interest Accrual Method (365/360). |
40 | Mortgage Loan NCF DSCR at LIBOR cap | Quotient of (i) Underwritten Net Cash Flow ($) and (ii) Mortgage Loan Annual Debt Service at LIBOR Cap ($). |
49 | Fully Extended Original Term | Count of the number of monthly payment dates, from and inclusive of (i) First Due Date, to and including (ii) Fully Extended Maturity Date. |
50 | Fully Extended Remaining Term | Difference between (i) Fully Extended Original Term and (ii) Seasoning. |
53 | Mortgage Loan Monthly Payment ($) | Quotient of (i) Product of (a) Cut-off Date Balance ($) and (b) Mortgage Loan Rate (%) and (c) the Interest Accrual Method (365/360) and (ii) 12 |
54 | Mortgage Loan Annual Debt Service ($) | Product of (i) Mortgage Loan Monthly Payment ($) and (ii) 12. |
65 | Original Interest-Only Period (Mos.) | Count of the number of monthly payment dates, from and inclusive of (i) First Due Date, to and including (ii) Last IO Due Date. |
66 | Remaining Interest-Only Period (Mos.) | Difference between (i) Original Interest-Only Period (Mos.) and (ii) Seasoning. |
67 | Original Term To Maturity (Mos.) | Count of the number of monthly payment dates, from and inclusive of (i) First Due Date, to and including (ii) Maturity Date. |
68 | Remaining Term To Maturity (Mos.) | Difference between (i) Original Term to Maturity (Mos.) and (ii) Seasoning. |
71 | Seasoning | Count of the number of monthly payment dates, from and inclusive of (i) First Due Date, to and including (ii) Cut-off Date. |
73 | Balloon Balance ($) | Set equal to Original Balance ($). |
77 | DSCR at Trigger Level | Quotient of (i) product of (a) Mortgage Loan Cut-Off Date Balance ($) and (b) 5.0% and (ii) Mortgage Loan Annual Debt Service ($). |
85 | Open Period (Payments) | Count of the number of monthly payment dates, from and inclusive of (i) Open Period Begin Date, to and including (ii) Maturity Date. |
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TPGI 2021 DGWD | EXHIBIT B | |
Recalculation Methodology |
# | Specified Attribute | Recalculation Methodology |
109 | Mortgage Loan Cut-off Date LTV Ratio (%) | Quotient of (i) Cut-off Date Balance ($) and (ii) Appraised Value ($). |
110 | Mortgage Loan LTV Ratio at Maturity (%) | Quotient of (i) Balloon Balance ($) and (ii) Appraised Value ($). |
134 | Underwritten NOI DSCR (x) | Quotient of (i) Underwritten Net Operating Income ($) and (ii) Mortgage Loan Annual Debt Service ($). |
135 | Underwritten NOI Debt Yield | Quotient of (i) Underwritten Net Operating Income ($) and (ii) Cut-off Date Balance ($). |
140 | Underwritten NCF DSCR (x) | Quotient of (i) Underwritten Net Cash Flow ($) and (ii) Mortgage Loan Annual Debt Service ($). |
141 | Underwritten NCF Debt Yield | Quotient of (i) Underwritten Net Cash Flow ($) and (ii) Cut-off Date Balance ($). |
PricewaterhouseCoopers LLP, 300 Madison Avenue, New York, NY 10017 | ||
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