FWP 1 n552_x2.htm FREE WRITING PROSPECTUS

 

    FREE WRITING PROSPECTUS
    FILED PURSUANT TO RULE 433
    REGISTRATION FILE NO.: 333-193376-24
     

 

October 13, 2015

 

FREE WRITING PROSPECTUS

 

STRUCTURAL AND COLLATERAL TERM SHEET

 

$931,617,393 

(Approximate Total Mortgage Pool Balance)

 

$803,520,000

(Approximate Offered Certificates)

  

COMM 2015-CCRE27

 

Deutsche Mortgage & Asset Receiving Corporation

Depositor

 

German American Capital Corporation
The Bank of New York Mellon
KeyBank National Association

Cantor Commercial Real Estate Lending, L.P. 

Sponsors and Mortgage Loan Sellers

 

Deutsche Bank Securities Cantor Fitzgerald & Co.
     
Joint Bookrunning Managers and Co-Lead Managers
 
KeyBanc Capital Markets Goldman, Sachs & Co. CastleOak Securities, L.P.
     
Co-Managers

 

The depositor has filed a registration statement (including the prospectus) with the Securities and Exchange Commission (File No. 333-193376) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the Securities and Exchange Commission for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Deutsche Bank Securities Inc., any other underwriter, or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-503-4611 or by email to the following address: prospectus.cpdg@db.com. The offered certificates referred to in these materials, and the asset pool backing them, are subject to modification or revision (including the possibility that one or more classes of certificates may be split, combined or eliminated at any time prior to issuance or availability of a final prospectus) and are offered on a “when, as and if issued” basis. You understand that, when you are considering the purchase of these certificates, a contract of sale will come into being no sooner than the date on which the relevant class has been priced and we have verified the allocation of certificates to be made to you; any “indications of interest” expressed by you, and any “soft circles” generated by us, will not create binding contractual obligations for you or us.

 

 
 

 

  

 

 

 

 

COMM 2015-CCRE27 Mortgage Trust

 

Capitalized terms used but not defined herein have the meanings assigned to them in the other Free Writing Prospectus expected to be dated October 13, 2015, relating to the offered certificates (hereinafter referred to as the “Free Writing Prospectus”).

 

KEY FEATURES OF SECURITIZATION

 

Offering Terms:  
Joint Bookrunners & Co-Lead Managers: Deutsche Bank Securities Inc. and Cantor Fitzgerald & Co.
Co-Managers: KeyBanc Capital Markets, CastleOak Securities, L.P. and Goldman, Sachs & Co.
Mortgage Loan Sellers: German American Capital Corporation* (“GACC”) (42.7%), The Bank of New York Mellon (“BNYM”) (21.1%), KeyBank National Association (“KeyBank”) (20.8%) and Cantor Commercial Real Estate Lending, L.P. (“CCRE”) (15.4%).  *An indirect wholly owned subsidiary of Deutsche Bank AG.
Master Servicer: Midland Loan Services, a Division of PNC Bank, National Association
Operating Advisor: Park Bridge Lender Services LLC
Special Servicer: Rialto Capital Advisors, LLC
Trustee: Wells Fargo Bank, National Association
Rating Agencies: Moody’s Investors Service, Inc., Fitch Ratings, Inc. and DBRS, Inc.
Determination Date: 6th day of each month, or if such 6th day is not a business day, the following business day, commencing in November 2015.
Distribution Date: 4th business day following the Determination Date in each month, commencing in November 2015.
Cut-off Date: Payment Date in October 2015 (or related origination date, if later). Unless otherwise noted, all Mortgage Loan statistics are based on balances as of the Cut-off Date.
Settlement Date: On or about October 29, 2015
Settlement Terms: DTC, Euroclear and Clearstream, same day funds, with accrued interest.
ERISA Eligible: All of the Offered Certificates are expected to be ERISA eligible.
SMMEA Eligible: None of the Offered Certificates will be SMMEA eligible.
Day Count: 30/360
Tax Treatment: REMIC
Rated Final Distribution Date: October 2048
Minimum Denominations: $10,000 (or $100,000 with respect to Class X-A) and in each case in multiples of $1 thereafter.
Clean-up Call: 1% (with certain exceptions described under “The Pooling and Servicing Agreement—Optional Termination” in the Free Writing Prospectus)

 

Distribution of Collateral by Property Type

 

(PIE 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.

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COMM 2015-CCRE27 Mortgage Trust

 

TRANSACTION HIGHLIGHTS

 

             
Mortgage Loan Sellers

Number of 

Mortgage 

Loans 

Number of 

Mortgaged 

Properties 

Aggregate 

Cut-off Date 

Balance 

% of Outstanding 

Pool Balance 

German American Capital Corporation 20 34 $397,893,862 42.7%
The Bank of New York Mellon 12 16 $196,225,586 21.1%
KeyBank National Association 25 28 $194,035,645 20.8%
Cantor Commercial Real Estate Lending, L.P. 8 18 $143,462,300 15.4%
Total: 65 96 $931,617,393 100.0%

 

Pooled Collateral Facts:  
Initial Outstanding Pool Balance: $931,617,393
Number of Mortgage Loans: 65
Number of Mortgaged Properties: 96
Average Mortgage Loan Cut-off Date Balance: $14,332,575
Average Mortgaged Property Cut-off Date Balance: $9,704,348
Weighted Average Mortgage Rate: 4.4889%
Weighted Average Mortgage Loan Original Term to Maturity Date or ARD (months): 115
Weighted Average Mortgage Loan Remaining Term to Maturity Date or ARD (months): 114
Weighted Average Mortgage Loan Seasoning (months): 1
% of Mortgaged Properties Leased to a Single Tenant: 3.1%
   
Credit Statistics(1):  
Weighted Average Mortgage Loan U/W NCF DSCR(2): 1.77x
Weighted Average Mortgage Loan Cut-off Date LTV(3)(4): 65.5%
Weighted Average Mortgage Loan Maturity Date or ARD LTV(3)(4): 57.8%
Weighted Average U/W NOI Debt Yield: 10.4%
   
Amortization Overview:  
% Mortgage Loans with Amortization through Maturity Date or ARD: 33.9%
% Mortgage Loans which pay Interest Only through Maturity Date or ARD: 20.6%
% Mortgage Loans which pay Interest Only followed by Amortization through Maturity Date or ARD: 45.5%
Weighted Average Remaining Amortization Term (months)(2)(5): 357
   
Loan Structural Features:  
% Mortgage Loans with Upfront or Ongoing Tax Reserves: 91.2%
% Mortgage Loans with Upfront or Ongoing Replacement Reserves(6): 87.8%
% Mortgage Loans with Upfront or Ongoing Insurance Reserves: 41.1%
% Mortgage Loans with Upfront or Ongoing TI/LC Reserves(7): 92.1%
% Mortgage Loans with Upfront Engineering Reserves: 49.3%
% Mortgage Loans with Upfront or Ongoing Other Reserves: 38.6%
% Mortgage Loans with In Place Hard Lockboxes: 31.2%
% Mortgage Loans with Cash Traps Triggered at DSCR Levels ≥ 1.10x: 85.7%
% Mortgage Loans with Cash Traps Triggered only based on Loan Specific Debt Yield: 7.5%
% Mortgage Loans with Defeasance Only After a Lockout Period and Prior to an Open Period: 88.5%
% Mortgage Loans with Prepayment Only After a Lockout Period and Prior to an Open Period with a Yield Maintenance Charge: 11.5%

 

(1)With respect to the 11 Madison Avenue Mortgage Loan and NMS Los Angeles Multifamily Portfolio Mortgage Loan the LTV, DSCR and Debt Yield calculations include the related pari passu companion loan(s), but not any related subordinate companion loan(s).

 

(2)With respect to the Atlanta Multifamily Portfolio Mortgage Loan, representing approximately 4.8% of the initial outstanding pool balance, following an initial interest only period of 18 months, the mortgage loan amortizes based on a non-standard amortization schedule and the U/W NCF DSCR for such Mortgage Loan was calculated based on the debt service for the first 12 amortizing payments. For additional information, see Annex H to the Free Writing Prospectus.

 

(3)With respect to two mortgage loans, representing 6.4% of the initial outstanding principal balance, the Cut-off Date LTV and Maturity Date or ARD LTV have been calculated based on the “as complete” or “as renovated” value. For additional information, see the Footnotes to Annex A-1 in the Free Writing Prospectus.

 

(4)With respect to the NMS Los Angeles Multifamily Portfolio Mortgage Loan, Sandalwood Portfolio Mortgage Loan and the Midwest Shopping Center Portfolio Mortgage Loan, collectively representing 17.8% of the initial outstanding pool balance, the Cut-off Date LTV and Maturity Date or ARD LTV have been calculated based on the “as portfolio” appraised value, which attributes a premium to the aggregate value of the mortgaged properties as a whole. For additional information, see the Footnotes to Annex A-1 in the Free Writing Prospectus.

 

(5)Excludes loans which are interest only for the full loan term.

 

(6)Includes FF&E Reserves.

 

(7)Represents the percent of the allocated initial outstanding principal balance of retail, office, industrial and mixed use properties only.

 

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

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COMM 2015-CCRE27 Mortgage Trust

 

STRUCTURE OVERVIEW

 

OFFERED CERTIFICATES 

 

Class(1)   Ratings
(Moody’s/Fitch/DBRS)
  Initial Certificate
Balance or
Notional
Amount(2)
 

Initial
Subordination
Levels

 

Weighted
Average Life
(years)(3)

  Principal
Window
(months)(3)
  Certificate
Principal to
Value Ratio(4)
 

Underwritten
NOI Debt Yield(5) 

Class A-1   Aaa(sf)/AAAsf/AAA(sf)   $38,731,000     30.000%(6)   2.79   1 - 58   45.8%   14.9%
Class A-2   Aaa(sf)/AAAsf/AAA(sf)   $72,542,000     30.000%(6)   4.87   58 - 60   45.8%   14.9%
Class A-SB   Aaa(sf)/AAAsf/AAA(sf)   $62,544,000     30.000%(6)   7.47   60 - 117   45.8%   14.9%
Class A-3   Aaa(sf)/AAAsf/AAA(sf)   $215,000,000     30.000%(6)   9.79   117 - 119   45.8%   14.9%
Class A-4   Aaa(sf)/AAAsf/AAA(sf)   $263,315,000     30.000%(6)   9.86   119 - 119   45.8%   14.9%
Class X-A(7)   Aa1(sf)/AAAsf/AAA(sf)   $705,700,000 (8)   N/A   N/A   N/A   N/A   N/A
Class A-M   Aa2(sf)/AAAsf/AAA(sf)   $53,568,000     24.250%   9.86   119 - 119   49.6%   13.7%
Class B   A1(sf)/AA-sf/AA(sf)   $54,732,000     18.375%   9.86   119 - 119   53.5%   12.7%
Class C   NR/A-sf/A(sf)   $43,088,000     13.750%   9.86   119 - 119   56.5%   12.1%

 

NON-OFFERED CERTIFICATES

 

Class(1)   Ratings
(Moody’s/Fitch/DBRS)
  Initial Certificate
Balance or
Notional
Amount(2)
 

Initial
Subordination
Levels

 

Weighted
Average Life
(years)(3)

  Principal
Window
(months)(3)
  Certificate
Principal to
Value Ratio(4)
 

Underwritten
NOI Debt Yield(5)

Class X-B(7)   NR/A-sf/AAA(sf)   $97,820,000 (8)   N/A   N/A   N/A   N/A   N/A
Class X-C(7)   NR/BBB-sf/AAA(sf)   $51,238,000 (8)   N/A   N/A   N/A   N/A   N/A
Class X-D(7)   NR/NR/AAA(sf)   $33,772,000 (8)   N/A   N/A   N/A   N/A   N/A
Class X-E(7)   NR/NR/AAA(sf)   $13,974,000 (8)   N/A   N/A   N/A   N/A   N/A
Class X-F(7)   NR/NR/AAA(sf)   $29,113,392 (8)   N/A   N/A   N/A   N/A   N/A
Class D   NR/BBB-sf/BBB(low)(sf)   $51,238,000     8.250%   9.94   119 - 120   60.1%   11.3%
Class E   NR/BB-sf/BB(low)(sf)   $24,455,000     5.625%   9.95   120 - 120   61.8%   11.0%
Class F   NR/B-sf/B(high)(sf)   $9,317,000     4.625%   9.95   120 - 120   62.5%   10.9%
Class G   NR/NR/B(low)(sf)   $13,974,000     3.125%   9.95   120 - 120   63.5%   10.7%
Class H   NR/NR/NR   $29,113,392     0.000%   9.95   120 - 120   65.5%   10.4%

 

(1)The pass-through rates applicable to the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4, Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates will equal one of: (i) a fixed per annum rate, (ii) 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) as of their respective due dates in the month preceding the month in which such distribution date occurs, (iii) a rate equal to the lesser of a specified pass-through rate and 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) as of their respective due dates in the month preceding the month in which such distribution date occurs or (iv) 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) as of their respective due dates in the month preceding the month in which such distribution date occurs, less a specified rate.
(2)Approximate; subject to a permitted variance of plus or minus 5%. In addition, the notional amounts of the Class X-A, Class X-B, Class X-C, Class X-D, Class X-E and Class X-F Certificates (collectively, the “Class X Certificates”) may vary depending upon the final pricing of the classes of Certificates whose Certificate Balances comprise such notional amounts and, if as a result of such pricing the pass-through rate of any class of Class X Certificates would be equal to zero, such Class X Certificates may not be issued on the settlement date of this securitization.
(3)The weighted average life and principal window during which distributions of principal would be received as set forth in the table with respect to each class of Certificates with a Certificate Balance is based on (i) modeling assumptions described in the Free Writing Prospectus, (ii) assumptions that there are no prepayments, delinquencies or losses on the mortgage loans and (iii) assumptions that there are no extensions of maturity dates and mortgage loans with anticipated repayment dates, if any, are repaid on the respective anticipated repayment dates.
(4)“Certificate Principal to Value Ratio” for any class with a Certificate Balance is calculated as the product of (a) the weighted average Mortgage Loan Cut-off Date LTV of the mortgage pool, multiplied by (b) a fraction, the numerator of which is the total initial Certificate Balance of the related class of Certificates and all other classes with a Certificate Balance, if any, that are senior to such class, and the denominator of which is the total initial Certificate Balance of all Certificates. The Certificate Principal to Value Ratios of the Class A-1, Class A-2, Class A-SB, Class A-3 and Class A-4 Certificates are calculated in the aggregate for those classes as if they were a single class.
(5)“Underwritten NOI Debt Yield” for any class with a Certificate Balance is calculated as the product of (a) the weighted average U/W NOI Debt Yield for the mortgage pool, multiplied by (b) a fraction, the numerator of which is the total initial Certificate Balance of all Certificates and the denominator of which is the total initial Certificate Balance of the related class of Certificates and all other classes with a Certificate Balance, if any, that are senior to such class. The Underwritten NOI Debt Yields of the Class A-1, Class A-2, Class A-SB, Class A-3 and Class A-4 Certificates are calculated in the aggregate for those classes as if they were a single class.
(6)The initial subordination levels for the Class A-1, Class A-2, Class A-SB, Class A-3 and Class A-4 Certificates are represented in the aggregate.
(7)As further described in the Free Writing Prospectus, the pass-through rate applicable to the Class X Certificates for each Distribution Date will generally be equal to the excess of (i) 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) as of their respective due dates in the month preceding the month in which such distribution date occurs over (ii)(A) with respect to the Class X-A Certificates, the weighted average of the pass-through rates of the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4 and Class A-M Certificates (based on their Certificate Balances), (B) with respect to the Class X-B Certificates, the weighted average of the pass-through rates of the Class B and Class C Certificates (based on their Certificate Balances), (C) with respect to the Class X-C Certificates, the pass-through rate of the Class D Certificates, (D) with respect to the Class X-D Certificates, the weighted average of the pass-through rates of the Class E and Class F Certificates (based on their Certificate Balances), (E) with respect to the Class X-E Certificates, the pass-through rate of the Class G Certificates and (F) with respect to the Class X-F Certificates, the pass-through rate of the Class H Certificates.
(8)The Class X Certificates will not have Certificate Balances. None of the Class X Certificates will be entitled to distributions of principal. The interest accrual amounts on the Class X-A Certificates will be calculated by reference to a notional amount equal to the sum of the total Certificate Balance of each of the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4 and Class A-M Certificates. The interest accrual amounts on the Class X-B Certificates will be calculated by reference to a notional amount equal to the sum of the total Certificate Balance of each of the Class B and Class C Certificates. The interest accrual amounts on the Class X-C Certificates will be calculated by reference to a notional amount equal to the Certificate Balance of the Class D Certificates. The interest accrual amounts on the Class X-D Certificates will be calculated by reference to a notional amount equal to the sum of the total Certificate Balance of each the Class E and Class F Certificates. The interest accrual amounts on the Class X-E Certificates will be calculated by reference to a notional amount equal to the Certificate Balance of the Class G Certificates. The interest accrual amounts on the Class X-F Certificates will be calculated by reference to a notional amount equal to the Certificate Balance of the Class H 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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STRUCTURE OVERVIEW

 

Class A-2 Principal Paydown(1)

 

Mortgage
Loan Seller

  Mortgage Loan   Property Type   Cut-off Date
Balance
  Remaining
Term to
Maturity
(Mos.)
  Cut-off Date
LTV Ratio
 

U/W
NCF DSCR(2)

 

U/W NOI
Debt Yield

GACC   The Phenix at Infinity Park II   Multifamily   $14,250,000   58   71.6%   1.34x   8.3%
GACC   Atlanta Multifamily Portfolio   Multifamily   $45,000,000   59   64.9%   1.30x   8.3%
BNYM   WHG Extended Stay Portfolio   Hospitality   $15,500,000   60   70.5%   1.95x   13.7%
(1)This table reflects the mortgage loans whose balloon payments will be applied to pay down the Class A-2 Certificates, assuming (i) that none of the mortgage loans experience prepayments, defaults or losses, (ii) there are no extensions of maturity dates and (iii) each mortgage loan is paid in full on its stated maturity date, or in the case of any mortgage loan with an anticipated repayment date, on such repayment date. See “Yield and Maturity Considerations—Yield Considerations” in the Free Writing Prospectus.
(2)With respect to the Atlanta Multifamily Portfolio Mortgage Loan, representing approximately 4.8% of the initial outstanding pool balance, following an initial interest only period of 18 months, the mortgage loan amortizes based on a non-standard amortization schedule and the U/W NCF DSCR for such Mortgage Loan was calculated based on the debt service for the first 12 amortizing payments. For additional information, see Annex H to 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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STRUCTURE OVERVIEW

 

Principal Payments:   Payments in respect of principal of the Certificates will be distributed, first, to the Class A-SB Certificates, until the Certificate Balance of such Class is reduced to the planned principal balance for the related Distribution Date set forth on Annex A-3 to the Free Writing Prospectus, then, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates, in that order, until the Certificate Balance of each such Class is reduced to zero.  Notwithstanding the foregoing, if the total principal balance of the Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates have been reduced to zero as a result of loss allocation, payments in respect of principal of the Certificates will be distributed, first, to the Class A-1, Class A-2, Class A-SB, Class A-3 and Class A-4 Certificates, on a pro rata basis, based on the Certificate Balance of each such Class, then, to the extent of any recoveries on realized losses,  to the Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates, in that order, in each case until the Certificate Balance of each such Class is reduced to zero (or previously allocated realized losses have been fully reimbursed).
      
    Each Class of Class X Certificates will not be entitled to receive distributions of principal; however, (i) the notional amount of the Class X-A Certificates will be reduced by the aggregate amount of principal distributions and realized losses allocated to the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4 and Class A-M Certificates; (ii) the notional amount of the Class X-B Certificates will be reduced by the aggregate amount of principal distributions and realized losses allocated to the Class B and Class C Certificates; (iii) the notional amount of the Class X-C Certificates will be reduced by the principal distributions and realized losses allocated to the Class D Certificates; (iv) the notional amount of the Class X-D Certificates will be reduced by the aggregate amount of principal distributions and realized losses allocated to the Class E and Class F Certificates; (v)  the notional amount of the Class X-E Certificates will be reduced by the principal distributions and realized losses allocated to the Class G Certificates and (vi) the notional amount of the Class X-F Certificates will be reduced by the principal distributions and realized losses allocated to the Class H Certificates.
     
Interest Payments:   On each Distribution Date, interest accrued for each Class of the 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-SB, Class A-3, Class A-4, Class X-A, Class X-B, Class X-C, Class X-D, Class X-E and Class X-F Certificates, on a pro rata basis, based on the accrued and unpaid interest on each such Class and then, to the Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates, in that order, in each case until the interest payable to each such Class is paid in full.
     
    The pass-through rates applicable to the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4, Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates for each Distribution Date will equal one of: (i) a fixed per annum rate, (ii) 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) as of their respective due dates in the month preceding the month in which such distribution date occurs, (iii) a rate equal to the lesser of a specified pass-through rate and 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) as of their respective due dates in the month preceding the month in which such distribution date occurs or (iv) 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) as of their respective due dates in the month preceding the month in which such distribution date occurs, less a specified rate.
     
    As further described in the Free Writing Prospectus, the pass-through rates applicable to the Class X Certificates for each Distribution Date will generally be equal to the excess of (i) 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) as of their respective due dates in the month preceding the month in which such distribution date occurs over (ii) (A) with respect to the Class X-A Certificates, the weighted average of the pass-through rates of the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4 and Class A-M Certificates (based on their Certificate Balances), (B) with respect to the Class X-B Certificates, the weighted average of the pass-through rates of the Class B and Class C Certificates (based on their Certificate Balances), (C) with respect to the Class X-C Certificates, the pass-through rate of the Class D Certificates, (D) with respect to the Class X-

 

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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STRUCTURE OVERVIEW
     
    D Certificates, the weighted average of the pass-through rates of the Class E and Class F Certificates (based on their Certificate Balances), (E) with respect to the Class X-E Certificates, the pass-through rate of the Class G Certificates and (F) with respect to the Class X-F Certificates, the pass-through rate of the Class H Certificates.
     
Prepayment Interest Shortfalls:   Prepayment interest shortfalls will be allocated pro rata based on interest entitlements, in reduction of the interest otherwise payable with respect to each of the interest-bearing Classes of Certificates.
     
Loss Allocation:   Losses will be allocated to each Class of Certificates entitled to principal in reverse alphabetical order starting with Class H through and including Class A-M and then to Class A-1, Class A-2, Class A-SB, Class A-3 and Class A-4 Certificates on a pro rata basis based on the Certificate Balance of each such Class. The notional amount of any Class of Class X Certificates will be reduced by the aggregate amount of realized losses allocated to the Certificates that are components of the notional amount of such Class of Class X Certificates.  
     
Prepayment Premiums:   A percentage of all prepayment premiums (either fixed prepayment premiums or yield maintenance amounts) collected on the Mortgage Loans will be allocated to each of the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4, Class A-M, Class B, Class C and Class D Certificates (the “YM P&I Certificates”) then entitled to principal distributions, which percentage will be equal to the product of (a) a fraction, not greater than one, the numerator of which is the amount of principal distributed to such Class on such Distribution Date and the denominator of which is the total amount of principal distributed to the holders of the Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4, Class A-M, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates on such Distribution Date, and (b) a fraction (expressed as a percentage which can be no greater than 100% nor less than 0%), the numerator of which is the excess of the pass-through rate of each such Class of Certificates currently receiving principal over the relevant Discount Rate, and the denominator of which is the excess of the Mortgage Rate of the related Mortgage Loan over the relevant Discount Rate.
     
    Prepayment Premium Allocation Percentage for all YM P&I Certificates =

 

    (Pass-Through Rate - Discount Rate) X The percentage of the principal distribution amount to such Class as described in (a) above
    (Mortgage Rate - Discount Rate)
     
    The remaining percentage of the prepayment premiums will be allocated to the Class X-A, Class X-B, Class X-C, Class X-D, Class X-E and Class X-F Certificates in the manner described in the Free Writing Prospectus. In general, this formula provides for an increase in the percentage of prepayment premiums allocated to the YM P&I Certificates then entitled to principal distributions relative to the Class X-A, Class X-B, Class X-C, Class X-D, Class X-E and Class X-F Certificates as Discount Rates decrease and a decrease in the percentage allocated to such Classes as Discount Rates rise.
     
Loan Combinations:   The Mortgaged Property identified on Annex A–1 to the Free Writing Prospectus as 11 Madison Avenue secures (i) a Mortgage Loan evidenced by a promissory note designated as Note A-1-C2 with an outstanding principal balance as of the Cut-off Date of $70,000,000 (the “11 Madison Avenue Mortgage Loan”), representing approximately 7.5% of the Initial Outstanding Pool Balance.  The 11 Madison Avenue Loan Combination (as defined below) is evidenced by: (i) one promissory Note A-1-C2 that evidences the 11 Madison Avenue Mortgage Loan; (ii) nine pari passu promissory notes designated as Note A-1-S1, Note A-1-S2, Note A-1-S3, Note A-2-S1, Note A-2-S2, Note A-2-S3, Note A-3-S1, Note A-3-S2 and Note A-3-S3, respectively, having an aggregate outstanding principal balance as of the Cut-off Date of $397,530,000 (the “11 Madison Avenue Standalone Pari Passu Companion Loans”), each of which is generally pari passu in right of payment with the 11 Madison Avenue Mortgage Loan and the 11 Madison Avenue Non-Standalone Pari Passu Companion Loans (as defined below); (iii) six pari passu promissory notes designated as Note A-1-C1, Note A-1-C3, Note A-2-C1, Note A-2-C2, Note A-3-C1 and Note A-3-C2, respectively, having an aggregate outstanding principal balance as of the Cut-off Date of $296,800,000 (the “11 Madison Avenue Non-Standalone Pari Passu Companion Loans” and, together with the 11 Madison Avenue Standalone Pari Passu Companion Loans, the “11 Madison Avenue Pari Passu Companion Loans”), each of which is generally pari passu in right of payment with the 11 Madison Avenue Mortgage Loan and the 11 Madison Avenue Standalone Pari Passu Companion Loans; and (iv) three promissory notes designated as Note B-1-S, Note B-2-S and

 

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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COMM 2015-CCRE27 Mortgage Trust 

 

STRUCTURE OVERVIEW
     
    Note B-3-S, respectively, with an aggregate outstanding principal balance as of the Cut-off Date of $310,670,000 (together, the “11 Madison Avenue Subordinate Companion Loans” and, together with the 11 Madison Avenue Pari Passu Companion Loans, the “11 Madison Avenue Companion Loans”), which are subordinate in right of payment in respect of each of the 11 Madison Avenue Mortgage Loan and the 11 Madison Avenue Pari Passu Companion Loans.  The 11 Madison Avenue Standalone Pari Passu Companion Loans and the 11 Madison Avenue Subordinate Companion Loans are collectively referred to as the “11 Madison Avenue Standalone Companion Loans”)
     
    The 11 Madison Avenue Subordinate Companion Loans, together with the 11 Madison Avenue Mortgage Loan and the 11 Madison Avenue Pari Passu Companion Loans, are referred to as the “11 Madison Avenue Loan Combination”.  Only the 11 Madison Avenue Mortgage Loan is included in the Issuing Entity.  Each of the 11 Madison Avenue Standalone Pari Passu Companion Loans and 11 Madison Avenue Subordinate Companion Loans has been included in the MAD 2015-11MD Mortgage Trust.  The 11 Madison Avenue Non-Standalone Pari Passu Companion Loans are currently being held as follows: (i) Note A-1-C1 has been contributed by GACC to the COMM 2015-CCRE26 securitization and Note A-1-C3 is currently being held by GACC, (ii) Note A-2-C1 and Note A-2-C2 are currently being held by Morgan Stanley Bank, N.A. and (iii) Note A-3-C1 and Note A-3-C2 are currently being held by Wells Fargo.
     
    The 11 Madison Avenue Loan Combination will be serviced pursuant to the MAD 2015-11MD pooling and servicing agreement and the related intercreditor agreement. For additional information regarding the 11 Madison Avenue Loan Combination, see “Description of the Mortgage Pool—Loan Combinations—11 Madison Avenue Loan Combination” in the Free Writing Prospectus.
     
    The portfolio of Mortgaged Properties identified on Annex A–1 to the Free Writing Prospectus as NMS Los Angeles Multifamily Portfolio secures (i) a Mortgage Loan evidenced by a promissory note designated as Note A-1, with an outstanding principal balance as of the Cut–off Date of $65,000,000 (the “NMS Los Angeles Multifamily Portfolio Mortgage Loan”), representing approximately 7.0% of the Initial Outstanding Pool Balance, (ii) a promissory note designated as Note A-2 (the “NMS Los Angeles Multifamily Portfolio Note A-2 Companion Loan”), with an outstanding principal balance as of the Cut-off Date of $30,000,000, which is currently held by CCRE or an affiliate and (iii) a promissory note designated as Note A-3  (together with the NMS Los Angeles Multifamily Portfolio Note A-2 Companion Loan, the “NMS Los Angeles Multifamily Portfolio Companion Loans”), with an outstanding principal balance as of the Cut-off Date of $25,000,000, which is currently held by CCRE or an affiliate. The NMS Los Angeles Multifamily Portfolio Mortgage Loan and the NMS Los Angeles Multifamily Portfolio Companion Loans are pari passu in right of payment and are collectively referred to herein as the “NMS Los Angeles Multifamily Portfolio Loan Combination”.
     
    The NMS Los Angeles Multifamily Portfolio Loan Combination is being serviced pursuant to the COMM 2015-CCRE27 pooling and servicing agreement and the related intercreditor agreement. For additional information regarding the NMS Los Angeles Multifamily Portfolio Loan Combination, see “Description of the Mortgage Pool—Loan Combinations—NMS Los Angeles Multifamily Portfolio Loan Combination” in the Free Writing Prospectus.
     
    The 11 Madison Avenue Mortgage Loan is referred to as a “Non-Serviced Mortgage Loan” and the 11 Madison Avenue Loan Combination is referred to as a “Non-Serviced Loan Combination”. The NMS Los Angeles Multifamily Portfolio Loan Combination is referred to as a “Serviced Loan Combination”.
     
Control Rights and Directing Holder:   Controlling Class Certificateholders will have certain control rights over servicing matters with respect to each Mortgage Loan (other than Non-Serviced Mortgage Loans) and Serviced Loan Combinations. The majority owner or appointed representative of the Class of Control Eligible Certificates that is the Controlling Class (such owner or representative, the “Directing Holder”), will be entitled to direct the Special Servicer to take, or refrain from taking certain actions with respect to a Mortgage Loan (other than Non-Serviced Mortgage Loans) and Serviced Loan Combinations. Furthermore, the Directing Holder will also have the right to receive notice and consent to certain material actions that the Master Servicer and the Special Servicer proposes to take with respect to such Mortgage Loan (other than Non-Serviced Mortgage Loans) and Serviced Loan Combinations.

 

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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COMM 2015-CCRE27 Mortgage Trust 

 

STRUCTURE OVERVIEW
     
    It is expected that RREF II CMBS AIV, LP or its affiliate will be the initial Directing Holder with respect to each Mortgage Loan (other than Non-Serviced Mortgage Loans) and Serviced Loan Combination.
     
    For a description of the directing holder for each Non-Serviced Loan Combination see “Description of the Mortgage Pool—Loan Combinations” and “Description of the Pooling and Servicing Agreement—The Directing Holder” in the Free Writing Prospectus.
     
Control Eligible Certificates:   Class E, Class F, Class G and Class H Certificates.
Controlling Class:   The Controlling Class will be the most subordinate Class of Control Eligible Certificates then outstanding that has an aggregate Certificate Balance, as notionally reduced by any Appraisal Reduction Amounts allocable to such Class, equal to no less than 25% of the initial Certificate Balance of such Class.
     
    The Controlling Class as of the Settlement Date will be the Class H Certificates.
     
Appraised-Out Class:   Any Class of Control Eligible Certificates that has been determined, as a result of Appraisal Reductions 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 time of determination to no longer be the Controlling Class as a result of an allocation of an Appraisal Reduction Amounts in respect of such Class will have the right, at their sole expense, to require the Special Servicer to order a second appraisal for any Mortgage Loan (other than Non-Serviced Mortgage Loans) for which an Appraisal Reduction Event has occurred. Upon receipt of the 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, a recalculation of the Appraisal Reduction Amount is warranted. If warranted, the Special Servicer will direct the Master Servicer to recalculate the Appraisal Reduction Amount based on the second appraisal, and if required by such recalculation, the Special Servicer will reinstate the Appraised-Out Class as the Controlling Class. The Holders of an Appraised-Out Class requesting a second appraisal will not be entitled to exercise any rights of the Controlling Class until such time, if any, as the Class is reinstated as the Controlling Class.
     
Control Termination Event:   Will occur with respect to any Mortgage Loan (other than the Non-Serviced Mortgage Loans) or Serviced Loan Combination when no Class of Control Eligible Certificates has an aggregate Certificate Balance (as notionally or actually reduced by any Appraisal Reduction Amounts and Realized Losses) equal to or greater than 25% of the initial Certificate Balance of such Class.
     
    Upon the occurrence and the continuance of a Control Termination Event, the Directing Holder will no longer have any Control Rights. The Directing Holder will no longer have the right to direct certain actions of the Special Servicer and will no longer have consent rights with respect to certain material actions that the Master Servicer or Special Servicer proposes to take with respect to a Mortgage Loan.
     
    Upon the occurrence and continuation of a Control Termination Event, the Directing Holder will retain non-binding consultation rights with respect to certain material actions that the Special Servicer proposes to take with respect to a Mortgage Loan (other than Non-Serviced Mortgage Loans) and Serviced Loan Combinations.  Such consultation rights will continue until the occurrence of a Consultation Termination Event.
     
Consultation Termination Event:   Will occur with respect to any Mortgage Loan (other than Non-Serviced Mortgage Loans) and Serviced Loan Combinations when, without giving regard to the application of any Appraisal Reduction Amounts (i.e., giving effect to principal reduction through Realized Losses only), there is no Class of Control Eligible Certificates that has an aggregate Certificate Balance equal to 25% or more of the initial Certificate Balance of such Class.
     
    Upon the occurrence and continuance of a Consultation Termination Event the Directing Holder will have no rights under the Pooling and Servicing Agreement other than those rights that all Certificateholders have.

 

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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COMM 2015-CCRE27 Mortgage Trust 

 

STRUCTURE OVERVIEW
   
Appointment and Replacement  
of Special Servicer:   The Directing Holder will appoint the initial Special Servicer with respect to each Mortgage Loan (other than a Non-Serviced Mortgage Loan) and each Serviced Loan Combination as of the Settlement Date.  Prior to the occurrence and continuance of a Control Termination Event, the Directing Holder generally may replace the Special Servicer with respect to each Mortgage Loan (other than a Non-Serviced Mortgage Loan) and each Serviced Loan Combination with or without cause at any time. 
     
    Upon the occurrence and during the continuance of a Control Termination Event, the Directing Holder will no longer have the right to replace the Special Servicer and such replacement (other than with respect to the Non-Serviced Loan Combinations) will occur based on a vote of holders of all voting eligible Classes of Certificates as described below. See “Description of the Mortgage Pool—Loan Combinations” and “Description of the Pooling and Servicing Agreement” in the Free Writing Prospectus for a description of the special servicer appointment and replacement rights with respect to Non-Serviced Loan Combinations.
     
Replacement of Special Servicer  
by Vote of Certificateholders:   Other than with respect to Non-Serviced Loan Combinations, if a Control Termination Event has occurred and is continuing, upon (i) the written direction of holders of Certificates evidencing not less than 25% of the voting rights 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, (ii) 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 (iii) delivery by such holders to the Certificate Administrator of written confirmations from each Rating Agency that the appointment of the replacement Special Servicer will not result in a downgrade of the Certificates, the Certificate Administrator will be required to promptly provide written notice to all certificateholders of such request and conduct the solicitation of votes of all Certificates in such regard. Upon the written direction (within 180 days) of (i) Holders of at least 75% of a Certificateholder Quorum or (ii) the Holders of more than 50% of the voting rights of each Class of Non-Reduced Certificates, the Trustee will immediately replace the Special Servicer with the replacement Special Servicer (other than with respect to Non-Serviced Loan Combinations).
     
    Certificateholder Quorum” means, in connection with any solicitation of votes in connection with the replacement of the Special Servicer as described above, the holders of Certificates evidencing at least 75% of the aggregate voting rights (taking into account Realized Losses and the application of any Appraisal Reduction Amounts to notionally reduce the Certificate Balance of the Certificates) of all classes of Certificates entitled to principal, on an aggregate basis.
     
    In addition, after the occurrence of a Consultation Termination Event, if the Operating Advisor determines that the Special Servicer is not performing its duties in accordance with the Servicing Standard, the Operating Advisor will have the right to recommend the replacement of the Special Servicer (other than with respect to Non-Serviced Loan Combinations). The Operating Advisor’s recommendation to replace the Special Servicer (other than with respect Non-Serviced Loan Combinations) must be confirmed by a majority of the voting rights 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) within 180 days from the time such recommendation is posted to the Certificate Administrator website and is subject to the receipt of written confirmations from each Rating Agency that the appointment of the replacement Special Servicer will not result in a downgrade of the Certificates.
     
    See “Description of the Mortgage Pool—Loan Combinations” and “Description of the Pooling and Servicing Agreement” in the Free Writing Prospectus for a description of the special servicer appointment and replacement rights with respect to Non-Serviced Loan Combinations.

 

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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COMM 2015-CCRE27 Mortgage Trust 

 

STRUCTURE OVERVIEW
     
Cap on Workout and Liquidation  
Fees:   The workout fees and liquidation fees payable to a Special Servicer under the Pooling and Servicing Agreement will be an amount equal to the lesser of: (1) 1.0% of each collection of interest and principal following a workout or liquidation and (2) $1,000,000 per workout or liquidation. All Modification Fees actually paid to the Special Servicer in connection with a workout or liquidation or in connection with any prior workout or partial liquidation that occurred within the prior 18 months will be deducted from the total workout and/or liquidation fees payable (other than Modification Fees earned while the Mortgage Loan was not in special servicing). In addition, the total amount of workout and liquidation fees actually payable by the Trust under the Pooling and Servicing Agreement will be capped in the aggregate at $1,000,000 for each related Mortgage Loan. If a new special servicer begins servicing the related Mortgage Loan, all amounts paid to the prior special servicer will be disregarded for purposes of calculating the cap.
     
Special Servicer Compensation:   The special servicing fee will equal 0.25% per annum of the stated principal balance of the related specially serviced loan or REO property, as applicable. The Special Servicer and its affiliates will be prohibited from receiving or retaining any compensation or any other remuneration under the Pooling and Servicing Agreement (including in the form of commissions, brokerage fees, rebates, or as a result of any other fee-sharing arrangement) from any person (including the issuing entity, any borrower, any manager, any guarantor or indemnitor in respect of a Mortgage Loan or Serviced Loan Combination, if any, and any purchaser of any Mortgage Loan, Serviced Companion Loan or REO Property) in connection with the disposition, workout or foreclosure of any Mortgage Loan or Serviced Loan Combination, the management or disposition of any REO Property, or the performance of any other special servicing duties under the Pooling and Servicing Agreement, other than as expressly permitted in the Pooling and Servicing Agreement and other than commercially reasonable treasury management fees, banking fees and insurance commissions or fees received or retained by the Special Servicer or any of its affiliates in connection with any services performed by such party with respect to any mortgage loan. Subject to certain limited exceptions, the Special Servicer will also be required to report any compensation or other remuneration the Special Servicer or its affiliates have received from any person and such information will be disclosed in the Certificateholders’ monthly distribution date statement.
     
Operating Advisor:   With respect to the Mortgage Loans (other than with respect to Non-Serviced Loan Combinations) and prior to the occurrence of a Control Termination Event, the Operating Advisor will have access to any final asset status report and all information available with respect to the transaction on the Certificate Administrator’s website but will not have any approval or consultation rights.  After the occurrence and during the continuance of a Control Termination Event, the Operating Advisor will have consultation rights with respect to certain major decisions and will have additional monitoring responsibilities on behalf of the entire trust.
     
    The Operating Advisor will be subject to termination if holders of at least 15% of the aggregate voting rights of the Certificates (in connection with termination and replacement relating to the Mortgage Loans) vote to terminate and replace the Operating Advisor and such vote is approved by holders of more than 50% of the applicable voting rights that exercise their right to vote, provided that holders of at least 50% of the applicable voting rights have exercised their right to vote. The holders initiating such vote will be responsible for the fees and expenses in connection with the vote and replacement.
     
    The Operating Advisor will not have consultation rights in respect of Non-Serviced Loan Combinations.
     
Liquidated Loan Waterfall:   On liquidation of any Mortgage Loan, all net liquidation proceeds will be applied so that amounts allocated as a recovery of accrued and unpaid interest will not, in the first instance, include any amount by which the interest portion of P&I Advances previously made was reduced as a result of Appraisal Reduction Amounts. After the adjusted interest amount is so allocated, any remaining net liquidation proceeds will be allocated 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 would then be allocated as a recovery of accrued and unpaid interest corresponding to the amount by which the interest portion of P&I Advances previously made was reduced as a result of Appraisal Reduction Amounts.

 

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

12
 

 

COMM 2015-CCRE27 Mortgage Trust 

 

OVERVIEW OF MORTGAGE POOL CHARACTERISTICS

 

Distribution of Cut-off Date Balances(1)(2)

Range of Cut-off Date Balances Number of
Mortgage Loans
Aggregate
Cut-off Date Balance

% of Initial
Outstanding

Pool
Balance

Weighted Averages

 
Mortgage Rate Stated
Remaining Term (Mos.)(3)
U/W
NCF
DSCR
Cut-off Date
LTV Ratio(4)(5)
Maturity
Date or ARD
LTV(4)(5)
$966,058 - $7,499,999 28 $118,293,275 12.7% 4.5902% 119 1.64x 67.8% 57.4%
$7,500,000 - $14,999,999 18 $199,823,491 21.4% 4.6004% 115 1.64x 68.9% 60.1%
$15,000,000 - $24,999,999 9 $168,853,099 18.1% 4.5504% 114 1.71x 69.7% 61.0%
$25,000,000 - $49,999,999 7 $246,734,951 26.5% 4.5244% 108 1.52x 68.0% 60.0%
$50,000,000 - $70,000,000 3 $197,912,576 21.2% 4.2193% 119 2.31x 54.2% 50.2%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x 65.5% 57.8%

 

Distribution of Mortgage Rates(1)(2)

Range of Mortgage Rates Number of
Mortgage Loans
Aggregate
Cut-off Date Balance
% of Initial
Outstanding
Pool
Balance

Weighted Averages

 
Mortgage Rate Stated
Remaining Term (Mos.)(3)
U/W NCF
DSCR
Cut-off Date
LTV Ratio(4)(5)
Maturity
Date or ARD
LTV(4)(5)
3.5602% - 4.2499% 6  $190,965,889 20.5%  3.9706%  119 2.73x 50.9% 45.2%
4.2500% - 4.4999% 15  $214,798,647 23.1%  4.3536%  115 1.44x 69.2% 60.1%
4.5000% - 4.7499% 29  $299,395,996 32.1%  4.6293%  119 1.66x 69.2% 59.2%
4.7500% - 5.1100% 15  $226,456,860 24.3%  4.8688%  103 1.39x 69.5% 64.4%
Total/Weighted Average 65  $931,617,393 100.0%  4.4889%  114 1.77x 65.5% 57.8%

 

Property Type Distribution(1)(2)(6)

Property Type

Number of

Mortgaged

Properties

Aggregate
Cut-off

Date Balance

% of Initial
Outstanding
Pool
Balance

Number of Rooms/

Pads/Units/

NRA/Spaces

Weighted Averages

 

Cut-off Date
Balance per Room/Pad/

Unit/NRA/Space

Mortgage
Rate

Stated
Remaining

Term
(Mos.)(3)

Occupancy U/W NCF
DSCR

Cut-off
Date LTV 

Ratio(4)(5)

Maturity
Date or
ARD
LTV(4)(5)
Multifamily 29 $341,141,062 36.6% 5,061 $138,319 4.5950% 109 96.9% 1.42x 68.1% 61.9%
Garden 23 $224,432,728 24.1% 4,333 $73,753 4.5581% 103 96.1% 1.49x 67.3% 60.2%
Mid Rise 4 $64,708,333 6.9% 355 $329,787 4.8747% 119 97.6% 1.30x 71.4% 68.2%
High Rise 2 $52,000,000 5.6% 373 $178,724 4.4062% 119 99.1% 1.30x 67.3% 61.5%
Retail 24 $181,503,349 19.5% 2,371,940 $136 4.4493% 119 96.0% 1.52x 68.3% 58.0%
Anchored(7) 22 $161,253,349 17.3% 2,328,842 $91 4.4756% 119 96.1% 1.50x 69.0% 58.2%
Unanchored 2 $20,250,000 2.2% 43,098 $496 4.2398% 119 94.8% 1.64x 62.7% 56.2%
Office 7 $167,582,500 18.0% 2,980,966 $231 4.1416% 119 96.3% 2.56x 54.0% 49.2%
Suburban 3 $87,162,500 9.4% 654,943 $143 4.5307% 119 94.7% 1.63x 69.8% 61.6%
CBD 1 $70,000,000 7.5% 2,285,043 $334 3.5602% 119 97.8% 3.89x 32.5% 32.5%
Medical 3 $10,420,000 1.1% 40,980 $279 4.7920% 119 100.0% 1.41x 65.7% 57.7%
Hospitality 14 $128,579,188 13.8% 1,684 $126,840 4.5320% 111 75.5% 2.26x 65.2% 55.3%
Full Service 3 $56,924,811 6.1% 467 $176,805 4.5040% 118 77.3% 2.22x 64.1% 52.0%
Limited Service 5 $37,678,584 4.0% 553 $76,273 4.4790% 119 69.1% 2.61x 64.7% 57.8%
Select Service 1 $18,475,793 2.0% 117 $157,913 4.5350% 119 85.0% 1.92x 64.8% 52.5%
Extended Stay 5 $15,500,000 1.7% 547 $29,220 4.7600% 60 73.1% 1.95x 70.5% 64.7%
Industrial 7 $35,362,500 3.8% 787,462 $51 4.6369% 119 98.8% 1.38x 73.2% 64.4%
Manufactured Housing Community 4 $30,076,497 3.2% 794 $39,789 4.6637% 119 90.1% 1.31x 74.0% 60.2%
Self Storage 8 $26,526,010 2.8% 486,075 $61 4.7817% 119 85.3% 1.49x 68.8% 57.8%
Parking 2 $10,846,286 1.2% 3,189 $3,544 4.7300% 119 NAP 1.99x 63.2% 51.6%
Mixed Use 1 $10,000,000 1.1% 30 $333,333 4.7700% 120 100.0% 1.50x 67.6% 67.6%
Total/Weighted Average 96 $931,617,393 100.0%     4.4889% 114 93.2% 1.77x 65.5% 57.8%

 

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

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COMM 2015-CCRE27 Mortgage Trust 

 

OVERVIEW OF MORTGAGE POOL CHARACTERISTICS

 

Geographic Distribution(1)(2)(6)

State/Location

Number of
Mortgaged Properties

Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool
Balance

Weighted Averages

Mortgage Rate

Stated
Remaining Term
(Mos.)(3)

U/W NCF
DSCR
Cut-off Date
LTV Ratio(4)(5)
Maturity Date or
ARD LTV(4)(5)
Texas 12 $126,118,259 13.5% 4.3827% 119 1.62x 66.2% 56.5%
Florida 11 $115,142,500 12.4% 4.5769% 119 1.69x 71.4% 64.0%
California 9 $92,986,331 10.0% 4.7433% 119 1.39x 67.2% 64.7%
Southern(8) 8 $88,742,134 9.5% 4.7645% 119 1.39x 66.9% 65.0%
Northern(8) 1 $4,244,197 0.5% 4.3000% 119 1.45x 73.3% 58.9%
New York 5 $89,562,262 9.6% 3.8273% 119 3.37x 39.9% 37.5%
New York City 1 $70,000,000 7.5% 3.5602% 119 3.89x 32.5% 32.5%
Remaining New York State 4 $19,562,262 2.1% 4.7829% 119 1.53x 66.3% 55.2%
Illinois 8 $52,493,290 5.6% 4.4503% 119 1.45x 70.8% 59.6%
Other 51 $455,314,751 48.9% 4.5788% 109 1.62x 68.0% 59.0%
Total/Weighted Average 96 $931,617,393 100.0% 4.4889% 114 1.77x 65.5% 57.8%

 

Distribution of Cut-off Date LTV Ratios(1)(2)(4)(5)

Range of Cut-off Date LTV
Ratios
Number of  
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate Stated
Remaining Term
(Mos.)(3)
U/W NCF
DSCR
Cut-off Date
LTV Ratio
Maturity Date or ARD LTV
32.5% - 54.9% 2 $84,280,263 9.0% 3.6754% 119 3.74x 35.4% 33.8%
55.0% - 59.9% 4 $11,865,000 1.3% 4.6124% 119 2.07x 57.8% 55.2%
60.0% - 64.9% 15 $248,471,872 26.7% 4.5023% 108 1.82x 63.2% 55.3%
65.0% - 69.9% 17 $300,503,781 32.3% 4.5511% 119 1.48x 68.4% 61.0%
70.0% - 74.9% 20 $197,577,674 21.2% 4.6262% 110 1.44x 73.0% 63.1%
75.0% - 77.2% 7 $88,918,803 9.5% 4.6913% 120 1.37x 75.5% 65.7%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x 65.5% 57.8%

 

Distribution of Maturity Date or ARD LTV Ratios(1)(2)(4)(5)

Range of Maturity Date or
ARD LTV Ratios
Number of
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate  Stated
Remaining Term
(Mos.)(3)
U/W NCF DSCR Cut-off Date
LTV Ratio
Maturity Date or ARD LTV
32.5% - 49.9% 6 $96,888,859 10.4% 3.8378% 119 3.50x 38.8% 35.3%
50.0% - 54.9% 11 $187,282,616 20.1% 4.4189% 118 1.68x 64.7% 52.7%
55.0% - 59.9% 16 $157,063,898 16.9% 4.4788% 119 1.66x 67.9% 57.1%
60.0% - 64.9% 23 $295,407,020 31.7% 4.5745% 107 1.59x 69.2% 62.5%
65.0% - 68.8% 9 $194,975,000 20.9% 4.7583% 115 1.34x 72.2% 67.3%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x 65.5%  57.8%

 

Distribution of Underwritten NCF Debt Service Coverage Ratios(1)(2)

Range of Underwritten NCF
Debt Service Coverage Ratios
Number of
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate Stated
Remaining Term
(Mos.)(3)
U/W NCF DSCR Cut-off Date
LTV Ratio(4)(5)
Maturity Date or ARD LTV(4)(5)
1.25x - 1.39x 22 $364,968,134 39.2% 4.6971% 109 1.31x 70.7% 64.0%
1.40x - 1.44x 9 $85,566,360 9.2% 4.5813% 119 1.43x 71.0% 60.9%
1.45x - 1.54x 5 $81,528,105 8.8% 4.3857% 118 1.52x 68.6% 59.4%
1.55x - 1.99x 20 $251,730,775 27.0% 4.4455% 115 1.75x 66.2% 55.2%
2.00x - 2.49x 5 $40,743,755 4.4% 4.7156% 119 2.22x 63.0% 57.5%
2.50x - 2.99x 1 $3,800,000 0.4% 4.5200% 120 2.57x 55.9% 55.9%
3.00x - 3.89x 3 $103,280,263 11.1% 3.7737% 119 3.67x 40.2% 38.8%
Total/Weighted Average 65 $931,617,393   100.0% 4.4889% 114 1.77x  65.5%   57.8%

 

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

14
 

 

COMM 2015-CCRE27 Mortgage Trust 

 

OVERVIEW OF MORTGAGE POOL CHARACTERISTICS

 

Original Terms to Maturity or ARD(1)(2)(3)

Original Terms
to Maturity or ARD
Number of
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate Stated
Remaining Term
(Mos.)
U/W NCF DSCR Cut-off Date
LTV Ratio(4)(5)
Maturity Date
or ARD LTV(4)(5)
60 3 $74,750,000 8.0% 4.7138% 59 1.44x 67.3% 63.6%
120 62 $856,867,393 92.0% 4.4693% 119 1.79x 65.4% 57.3%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x  65.5%  57.8%

 

Distribution of Remaining Terms to Maturity or ARD(1)(2)(3)

Range of Remaining Terms
to Maturity or ARD
Number of
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate Stated
Remaining Term
(Mos.)
U/W NCF DSCR  Cut-off Date
LTV Ratio(4)(5)
Maturity Date
or ARD LTV(4)(5)
58 - 60 3 $74,750,000 8.0% 4.7138% 59 1.44x 67.3% 63.6%
117 - 120 62 $856,867,393 92.0% 4.4693% 119 1.79x 65.4% 57.3%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x 65.5% 57.8%

 

Distribution of Underwritten NOI Debt Yields(1)(2)

Range of Underwritten NOI
Debt Yields
Number of  
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate Stated
Remaining Term
(Mos.)(3)
U/W NCF DSCR  Cut-off Date
LTV Ratio(4)(5)
Maturity Date
or ARD LTV(4)(5)
6.7% - 8.9% 18 $313,908,669 33.7% 4.6917% 108 1.31x 70.1% 64.3%
9.0% - 9.9% 16 $158,099,878 17.0% 4.6100% 119 1.41x 72.1% 61.7%
10.0% - 12.4% 18 $255,005,897 27.4% 4.3865% 119 1.69x 65.7% 56.1%
12.5% - 14.9% 8 $154,131,872 16.5% 4.1473% 113 2.82x 51.1% 45.3%
15.0% - 20.2% 5 $50,471,076 5.4% 4.4095% 119 2.88x 59.6% 52.0%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x 65.5% 57.8%

 

Amortization Types(1)(2)

Amortization Type Number of
Mortgage Loans
Aggregate Cut-off
Date Balance
% of Initial
Outstanding
Pool Balance

Weighted Averages

Mortgage Rate Stated
Remaining Term
(Mos.)(3)
U/W NCF
DSCR
Cut-off Date
LTV Ratio(4)(5)
Maturity Date or ARD LTV(4)(5)
Interest Only, then Amortizing 28 $403,141,300 43.3% 4.5609% 110 1.43x 70.1% 62.5%
Amortizing Balloon 27 $315,682,093 33.9% 4.5053% 116 1.71x 66.8% 54.2%
Interest Only 8 $192,319,000 20.6% 4.3142% 119 2.60x 53.5% 53.5%
Interest Only, then Amortizing, ARD 2 $20,475,000 2.2% 4.4600% 120 1.36x 69.3% 60.6%
Total/Weighted Average 65 $931,617,393 100.0% 4.4889% 114 1.77x 65.5% 57.8%

 

Footnotes:

 

(1)With respect to the 11 Madison Avenue Mortgage Loan and NMS Los Angeles Multifamily Portfolio Mortgage Loan, LTV, DSCR, Debt Yield, and Cut-off Date Balance per Room/Pad/Unit/NRA/Space calculations include the related pari passu companion loan(s), but not any related subordinate companion loan(s).

 

(2)With respect to the Atlanta Multifamily Portfolio Mortgage Loan, representing approximately 4.8% of the initial outstanding pool balance, following an initial interest only period of 18 months, the mortgage loan amortizes based on a non-standard amortization schedule and the U/W NCF DSCR for such Mortgage Loan was calculated based on the debt service for the first 12 amortizing payments. For additional information, see Annex H to the Free Writing Prospectus.

 

(3)In the case of two mortgage loans with an anticipated repayment date, Original Terms to Maturity or ARD and Remaining Terms to Maturity or ARD are through the related anticipated repayment date.

 

(4)With respect to two mortgage loans, representing 6.4% of the initial outstanding principal balance, the Cut-off Date LTV Ratio and Maturity Date or ARD LTV have been calculated based on the “as complete” or “as renovated” value. For additional information, see the Footnotes to Annex A-1 in the Free Writing Prospectus.

 

(5)With respect to the NMS Los Angeles Multifamily Portfolio Mortgage Loan, Sandalwood Portfolio Mortgage Loan and the Midwest Shopping Center Portfolio Mortgage Loan, collectively representing 17.8% of the initial outstanding pool balance, the Cut-off Date LTV and Maturity Date or ARD LTV have been calculated based on the “as portfolio” appraised value, which attributes a premium to the aggregate value of the mortgaged properties as a whole. For additional information, see the Footnotes to Annex A-1 in the Free Writing Prospectus.

 

(6)Reflects allocated loan amount for properties securing multi-property mortgage loans.

 

(7)Anchored retail includes anchored, shadow anchored and single tenant properties.

 

(8)Northern California properties have a zip code greater than 93600. Southern California properties have a zip code less than or equal to 93600.

 

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

15
 

 

COMM 2015-CCRE27 Mortgage Trust 

 

OVERVIEW OF MORTGAGE POOL CHARACTERISTICS

 

Ten Largest Mortgage Loans

 

 

 

 

 

Mortgage Loan

Mortgage

Loan
Seller

City, State Property Type Cut-off Date
Balance
% of Initial
Outstanding
Pool Balance
Cut-off Date
Balance per
Room/Pad/Unit/NRA/
Space(1)

Cut-off Date
LTV

Ratio(1)(2)

U/W NCF DSCR(1)(3)

U/W NOI

Debt

Yield(1)

11 Madison Avenue GACC New York, NY Office $70,000,000 7.5% $334 32.5% 3.89x 14.3%
NMS Los Angeles Multifamily Portfolio CCRE Various, CA Multifamily 65,000,000 7.0% $312,500 68.8% 1.31x 6.7%
Sandalwood Portfolio GACC Various, TX Multifamily 62,912,576 6.8% $38,268 63.3% 1.60x 10.2%
Atlanta Multifamily Portfolio GACC Various, GA Multifamily 45,000,000 4.8% $76,531 64.9% 1.30x 8.3%
The Drake BNYM Washington, DC Multifamily 44,000,000 4.7% $201,835 67.4% 1.28x 7.7%
Midwest Shopping Center Portfolio GACC Various, Various Retail 38,152,658 4.1% $43 67.4% 1.53x 10.3%
Intellicenter KeyBank Tampa, FL Office 33,562,500 3.6% $165 75.0% 1.44x 9.3%
Hotel deLuxe BNYM Portland, OR Hospitality 32,419,793 3.5% $249,383 68.7% 1.85x 12.8%
Green Valley Corporate Center BNYM Henderson, NV Office 27,000,000 2.9% $166 63.9% 1.96x 12.4%
Chase Park GACC Austin, TX Office 26,600,000 2.9% $92 69.3% 1.54x 10.5%
Total/Weighted Average          $444,647,528 47.7%   61.8% 1.87x 10.2%
                   
(1)With respect to the 11 Madison Avenue Mortgage Loan and the NMS Los Angeles Multifamily Portfolio Mortgage Loan, LTV, DSCR, Debt Yield and Cut-off Date Balance per Room/Pad/Unit/NRA/Space calculations include the related pari passu companion loan(s) but not any related subordinate companion loan(s).

 

(2)With respect to the NMS Multifamily Portfolio Mortgage Loan, Sandalwood Portfolio Mortgage Loan and the Midwest Shopping Center Portfolio Mortgage Loan, the Cut-off Date LTV Ratio has been calculated based on the “as portfolio” appraised value, which attributes a premium to the aggregate value of the mortgaged properties as a whole. With respect to the Atlanta Multifamily Portfolio Mortgage Loan, the Cut-off Date LTV Ratio has been calculated based on the “as renovated” appraised value, which takes into account renovations being performed at the mortgaged properties.

 

(3)With respect to the Atlanta Multifamily Portfolio Mortgage Loan, representing approximately 4.8% of the initial outstanding pool balance, following an initial interest only period of 18 months, the mortgage loan amortizes based on a non-standard amortization schedule and the U/W NCF DSCR for such Mortgage Loan was calculated based on the debt service for the first 12 amortizing payments. For additional information, see Annex H to the Free Writing Prospectus.

 

Pari Passu Companion Loan Summary

 

Mortgage Loan

 Mortgage Loan 

Cut-off Date
Balance

Companion
Loans

Cut-off Date
Balance

Loan Combination

Cut-off Date Balance

 

 

Pooling & Servicing Agreement

Master Servicer Special Servicer Control Rights
11 Madison Avenue(1) $70,000,000 $694,330,000 $764,330,000 MAD 2015-11MD KeyBank National
Association
KeyBank National
Association
NAP
NMS Los Angeles Multifamily Portfolio $65,000,000 $55,000,000 $120,000,000 COMM 2015-CCRE27 Midland Loan
Services
Rialto Capital
Advisors, LLC
COMM 2015-CCRE27
(1)The Loan Combination Cut-off Date Balance excludes three subordinate companion loans in the aggregate original amount of $310.67 million as well as two mezzanine loans in the aggregate original balance of $325.0 million.

 

Existing Mezzanine Debt Summary

 

Mortgage Loan

Mortgage Loan

Cut-off Date Balance

Mezzanine Debt
Cut-off Date
Balance
Trust
U/W NCF DSCR(1)
Total Debt
U/W NCF DSCR(1)
Trust
Cut-off Date
LTV Ratio(2)
Total Debt
Cut-off Date
LTV Ratio(2)
Trust
U/W NOI Debt Yield
Total Debt
U/W NOI Debt Yield
11 Madison Avenue(3)(4) $70,000,000 $325,000,000 3.89x  1.97x 32.5% 59.6% 14.3%   7.8%
Atlanta Multifamily Portfolio $45,000,000 $5,000,000 1.30x 1.04x 64.9% 72.2% 8.3% 7.5%
Midwest Shopping Center Portfolio $38,152,658 $5,500,000 1.53x 1.21x 67.4% 77.1% 10.3% 9.0%
CSRA Food Lion Portfolio II $6,500,000 $780,000 1.40x 1.10x 67.9% 76.0% 10.6% 9.4%
(1)With respect to the Atlanta Multifamily Portfolio Mortgage Loan, representing approximately 4.8% of the initial outstanding pool balance, following an initial interest only period of 18 months, the mortgage loan amortizes based on a non-standard amortization schedule and the U/W NCF DSCR for such Mortgage Loan was calculated based on the debt service for the first 12 amortizing payments. For additional information, see Annex H to the Free Writing Prospectus.

 

(2)With respect to the Atlanta Multifamily Portfolio Mortgage Loan, the Cut-off Date LTV Ratio has been calculated based on the “as renovated” appraised value, which takes into account renovations being performed at the mortgaged properties. With respect to the Midwest Shopping Center Portfolio Mortgage Loan, the Cut-off Date LTV Ratio has been calculated based on the “as portfolio” appraised value, which attributes a premium to the aggregate value of the mortgaged properties as a whole.

 

(3)Consists of two mezzanine loans, a $150,000,000 mezzanine A loan, which is coterminous with the 11 Madison Avenue Mortgage Loan, accrues interest at a fixed per annum rate equal to 4.6500% and a $175,000,000 mezzanine B loan, which is coterminous with the 11 Madison Avenue Mortgage Loan, accrues interest at a fixed per annum rate equal to 4.8500%.

 

(4)The Total Debt U/W NCF DSCR, Total Debt Cut-off Date LTV Ratio and the Total Debt U/W NOI Debt Yield were calculated based on the total debt amount of $1.4 billion, which includes the 11 Madison Avenue Mortgage Loan and 15 senior pari passu companion loans in the aggregate original amount $694.33 million, three subordinate companion loans in the aggregate original amount of $310.67 million and two mezzanine loans in the aggregate original amount of $325.0 million.

 

Subordinate Debt Summary

 

Mortgage Loan

Mortgage Loan

Cut-off Date Balance

Pari Passu Companion
Loans Cut-off Date Balance

Subordinate
Debt
Cut-off Date
Balance
Trust
U/W NCF
DSCR
Total Debt
 U/W NCF
DSCR 
Trust
 Cut-off Date 
LTV Ratio
Total Debt
 Cut-off Date 
LTV Ratio
Trust
U/W NOI

Debt Yield
Total Debt
U/W NOI

Debt Yield
11 Madison Avenue(1) $70,000,000 $694,330,000 $310,670,000 3.89x 1.97x 32.5% 59.6% 14.3% 7.8%
(1)The Total Debt U/W NCF DSCR, Total Debt Cut-off Date LTV Ratio and the Total Debt U/W NOI Debt Yield were calculated based on the total debt amount of $1.4 billion, which includes the 11 Madison Avenue Mortgage Loan and 15 senior pari passu companion loans in the aggregate original amount $694.33 million, three subordinate companion loans in the aggregate original amount of $310.67 million and two mezzanine loans in the aggregate original amount of $325.0 million.

 

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

16
 

 

(THIS PAGE INTENTIONALLY LEFT BLANK)

 

17
 

 

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

 

 

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

18
 

    

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

   

Mortgage Loan Information
Loan Seller: GACC
Loan Purpose: Acquisition

Credit Assessment 

(Fitch/DBRS/Moody’s): 

 AAA/AA(low)/A2
Sponsor: SL Green Realty Corp.
Borrower:

11 Madison Avenue Owner LLC; 

11 Madison Avenue Owner 2 LLC; 

11 Madison Avenue Owner 3 LLC; 

11 Madison Avenue Owner 4 LLC; 

11 Madison Avenue Owner 5 LLC; 

11 Madison Avenue Owner 6 LLC; 

11 Madison EAT Lender LLC 

Original Balance(1): $70,000,000
Cut-off Date Balance(1): $70,000,000
% by Initial UPB: 7.5%
Interest Rate: 3.5602%
Payment Date: 6th of each month
First Payment Date: October 6, 2015
Maturity Date: September 6, 2025
Amortization: Interest Only
Additional Debt(1): $694,330,000 Pari Passu Debt; $310,670,000 Subordinate Secured Debt; $325,000,000 Mezzanine Debt
Call Protection(2): L(25), D(88), O(7)
Lockbox / Cash Management: Hard / Springing

 

Reserves(3)
  Initial Monthly  
Taxes: $0 Springing  
Insurance: $0 Springing  
Replacement: $0 Springing  
TI/LC: $81,152,102 Springing  
Credit Suisse Sublease(4): $36,500,000 $0  
Sony Free Rent: $18,847,898 $0  
Endorsement: $1,000 $0  

 

 

Financial Information
  Senior Notes(5) Total Debt(6)  
Cut-off Date Balance / Sq. Ft.: $334 $613  
Balloon Balance / Sq. Ft.: $334 $613  
Cut-off Date LTV: 32.5% 59.6%  
Balloon LTV: 32.5% 59.6%  
Underwritten NOI DSCR: 3.97x 2.01x  
Underwritten NCF DSCR: 3.89x 1.97x  
Underwritten NOI Debt Yield: 14.3% 7.8%  
Underwritten NCF Debt Yield: 14.1% 7.7%  
Underwritten NOI Debt Yield at Balloon: 14.3% 7.8%  
Underwritten NCF Debt Yield at Balloon: 14.1% 7.7%  

 

Property Information
Single Asset / Portfolio: Single Asset
Property Type: CBD Office
Collateral: Fee Simple/Leasehold
Location: New York, NY
Year Built / Renovated: 1932-1950 / 1994-1997, 2015
Total Sq. Ft.: 2,285,043
Property Management: SL Green Management LLC
Underwritten NOI(7): $109,493,598
Underwritten NCF: $107,431,283
Appraised Value: $2,350,000,000
Appraisal Date: July 1, 2015
 
Historical NOI
Most Recent NOI(7): $46,389,392 (T-12 May 31, 2015)
2014 NOI: $46,705,749 (December 31, 2014)
2013 NOI: $47,051,047 (December 31, 2013)
2012 NOI: $52,397,490 (December 31, 2012)
 
Historical Occupancy
Most Recent Occupancy: 97.8% (August 11, 2015)
2014 Occupancy: 94.0% (December 31, 2014)
2013 Occupancy: 87.5% (December 31, 2013)
2012 Occupancy: 99.1% (December 31, 2012)
(1)

The Original Balance and Cut-off Date Balance of $70.0 million represents the senior non-controlling Note A-1-C2 which, together with the remaining pari passu Senior Notes (defined herein) with an aggregate original principal balance of $764.33 million and the Junior Notes (defined herein) with an aggregate original principal balance of $310.67 million, comprises the 11 Madison Avenue Loan Combination with an aggregate original principal balance of $1.075 billion. For additional information regarding the pari passu Senior Notes and Junior Notes, see “The Loan” and “Current Mezzanine or Subordinate Indebtedness” herein. 

(2)

The lockout period will be at least 25 payment dates beginning with and including the first payment date of October 6, 2015. Defeasance of the full $1.075 billion 11 Madison Avenue Loan Combination is permitted on or after the date that is the earlier to occur of (i) two years after the closing date of the securitization that includes the last pari passu note to be securitized and (ii) August 18, 2018. The assumed lockout period of 25 payments is based on the expected COMM 2015-CCRE27 securitization closing date in October 2015. The actual lockout period may be longer. 

(3)See “Initial Reserves” and “Ongoing Reserves” herein.

(4)The borrower deposited an additional $2,500,000 associated with outstanding sublease payments in relation to the Credit Suisse Sublease which were subsequently paid at closing. See “Initial Reserves” and “Ongoing Reserves” herein.

(5)DSCR, LTV, Debt Yield and Balance / Sq. Ft. calculations are based on the Senior Notes only, which have an aggregate principal balance of $764.33 million.

(6)DSCR, LTV, Debt Yield and Balance / Sq. Ft. calculations are based on the total debt in the amount of $1.4 billion.

(7)

The increase in Underwritten NOI over Most Recent NOI is due to the lender underwriting Credit Suisse’s higher contractual base rent beginning in 2017, for all floors except 11 and 13 and 8,770 sq. ft. of storage space, for which the in-place rent is reflected. The lender underwriting also includes WME’s expansion onto a portion of the 17th floor, which occurred in August 2015.



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

19
 

 

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

  

                 
Tenant Summary
Tenant Ratings
(Fitch/Moody’s/S&P)(1)
  Net Rentable
Area (Sq. Ft.)
% of Net
Rentable Area
U/W Base 
Rent PSF

% of Total

 U/W
Gross Rent
 

  Lease
Expiration
Credit Suisse(2)(3) A/A1/A   1,079,655 47.2% $63.98 46.7%   5/31/2037
Credit Suisse (Option)(4) A/A1/A   186,396 8.2% $26.18 3.3%   5/31/2017
Sony(5) BB-/Ba1/BBB-   578,791 25.3% $73.75 28.9%   1/31/2031
Yelp NR/NR/NR   152,232 6.7% $85.00 8.7%   4/30/2025
WME NR/NR/NR   103,426 4.5% $85.02 5.9%   9/30/2030
Young & Rubicam, Inc. NR/NR/NR   99,107 4.3% $74.65 5.0%   3/30/2019
Fidelity Brokerage Company NR/NR/NR   21,999 1.0% $76.59 1.1%   12/31/2028
Eleven Madison Park NR/NR/NR   12,000 0.5% $27.42 0.2%   12/31/2017
Subtotal / Wtd. Avg.     2,233,606 97.7% $66.16 99.9%    
Other(6)     572 0.0% $230.04 0.1%    
Total / Wtd. Avg. Occupied     2,234,178 97.8% $66.21 100.0%    
Vacant     50,865 2.2%        
Total / Wtd. Avg.     2,285,043 100.0%        
                 

(1)Certain ratings are those of the parent company whether or not the parent company guarantees the lease.

(2)Credit Suisse pays $73.81 PSF for floors 3-10, $50.00 PSF for the second floor office space and $32.85 PSF for approximately 217,386 sq. ft. of concourse and lobby/storage space.

(3)Credit Suisse has three partial termination options for one floor each, exercisable 5, 10 and 15 years into the lease term, upon 15 months’ written notice and subject to a termination fee.

(4)Consists of space leased at below market rents on floors 11 and 13 as well as a portion of the first floor storage space. Credit Suisse has an option on this space to extend through 2037 at $73.81 PSF, which must be exercised by April 1, 2016.

(5)Sony is not yet in occupancy and is not yet paying rent. It is anticipated that Sony will take occupancy of its space beginning in February 2016 and will commence paying rent following the expiration of the free rent periods for its respective premises. In connection with these free rent periods, the borrowers reserved $18,847,898 with the lender at loan closing.

(6)Consists of Martin’s News & Sundry, which pays $77.19 PSF for 570 sq. ft., as well as two antenna / satellite tenants paying $12,000 PSF and $75,584 PSF respectively.

  

                                   

Lease Rollover Schedule(1) 

 
Year   # of
Leases
Expiring
Total
Expiring
Sq. Ft.
% of Total Sq.
Ft. Expiring
Cumulative
Sq. Ft.
Expiring
Cumulative % 
of
Sq. Ft. Expiring
Annual U/W
Base Rent

PSF
% U/W Base Rent
Rolling
Cumulative %
of U/W
Base Rent
MTM   0     0.0%   0   0.0%   $0.00   0.0%   0.0%  
2015   0   0   0.0%   0   0.0%   $0.00   0.0%   0.0%  
2016   2   2   0.0%   2   0.0%   $43,792.00   0.1%   0.1%  
2017   3   198,966   8.7%   198,968   8.7%   $26.40   3.6%   3.6%  
2018   0   0   0.0%   198,968   8.7%   $0.00   0.0%   3.6%  
2019   1   99,107   4.3%   298,075   13.0%   $74.65   5.0%   8.6%  
2020   0   0   0.0%   298,075   13.0%   $0.00   0.0%   8.6%  
2021   0   0   0.0%   298,075   13.0%   $0.00   0.0%   8.6%  
2022   0   0   0.0%   298,075   13.0%   $0.00   0.0%   8.6%  
2023   0   0   0.0%   298,075   13.0%   $0.00   0.0%   8.6%  
2024   0   0   0.0%   298,075   13.0%   $0.00   0.0%   8.6%  
2025   1   152,232   6.7%   450,307   19.7%   $85.00   8.7%   17.4%  
Thereafter   4   1,783,871   78.1%   2,234,178   97.8%   $68.52   82.6%   100.0%  
Vacant   NAP   50,865   2.2%   2,285,043   100.0%   NAP   NAP      
Total / Wtd. Avg.   11   2,285,043   100.0%       $66.21   100.0%       

(1)Certain tenants have lease termination options that may become exercisable prior to the originally stated expiration date of the tenant lease that are not considered in the lease rollover schedule.

   

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

20
 

 

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

  

The Loan.    The 11 Madison Avenue loan (the “11 Madison Avenue Loan”) is a fixed rate loan secured by the borrowers’ fee simple interests in 27 condominium units and leasehold interests (with the reversionary right to the fee simple interests related to such leasehold interests) in nine condominium units of the borrowers in a 29-story Class A office building consisting of 2,285,043 sq. ft. and located at 11 Madison Avenue in New York, New York (the “Property” or the “11 Madison Avenue Property”) with an original principal balance of $70.0 million. The 11 Madison Avenue Loan is comprised of the non-controlling Note A-1-C2 of a $1.075 billion whole loan that is evidenced by 19 promissory notes: 16 senior notes with an aggregate principal balance of $764,330,000 (the “Senior Notes”) and three junior notes with an aggregate principal balance of $310,670,000 (the “Junior Notes” and together with the Senior Notes the “11 Madison Avenue Loan Combination”). Only the $70.0 million non-controlling Note A-1-C2 will be included in the COMM 2015-CCRE27 trust. Nine of the Senior Notes with an aggregate principal balance of $397,530,000 along with the three Junior Notes are being contributed to the MAD 2015-11MD trust. The A-1-C1 Note is expected to be contributed to the COMM 2015-CCRE26 securitization and the remaining Senior Notes are held by GACC, Morgan Stanley Bank, N.A. (“MSBNA”) or Wells Fargo Bank, National Association (“Wells Fargo Bank”) as summarized in the chart below.

 

The relationship between the holders of the Senior Notes and the Junior Notes will be governed by a co-lender agreement as described under “Description of the Mortgage Pool – Loan Combinations – The 11 Madison Avenue Loan Combination” in the accompanying Free Writing Prospectus.

 

Mortgage Loan Combination Note Summary
Note Original Balance Cut-off Date Balance   Note Holder Controlling Piece
A-1-C2 $70,000,000 $70,000,000   COMM 2015-CCRE27 No
A-1-S1, A-1-S2, A-1-S3, A-2-S1, A-2-S2, A-2-S3,
A-3-S1, A-3-S2, A-3-S3
$397,530,000 $397,530,000   MAD 2015-11MD No
B-1-S, B-2-S, B-3-S $310,670,000 $310,670,000   MAD 2015-11MD Yes(2)
A-1-C1, A-1-C3(1) $139,600,000 $139,600,000  

COMM 2015-CCRE26 /GACC 

No
A-2-C1, A-2-C2 $91,700,000 $91,700,000   MSBNA No
A-3-C1, A-3-C2 $65,500,000 $65,500,000   Wells Fargo Bank No
Total $1,075,000,000 $1,075,000,000      

(1)The A-1-C1 Note is expected to be contributed to the COMM 2015-CCRE26 securitization.

(2)So long as the Junior Notes are included in the MAD 2015-11MD trust, there will be no controlling class or directing holder with respect to the 11 Madison Avenue Loan Combination.

 

The 11 Madison Avenue Loan Combination has a 10-year term and pays interest only for the term of the loan. The 11 Madison Avenue Loan Combination accrues interest at a fixed rate equal to 3.5602% and has a cut-off date balance of $70.0 million. Loan proceeds, in addition to approximately $1.1 billion of cash equity from the sponsor, were used to purchase the 11 Madison Avenue Property for approximately $2.3 billion, pay approximately $139.6 million in costs associated with lease-stipulated improvements to the Property, fund upfront reserves of $100.0 million and pay transaction costs of approximately $22.7 million. Based on the appraised value of $2.35 billion as of July 1, 2015, the cut-off date LTV for the Senior Notes is 32.5%. The most recent prior financing of the 11 Madison Avenue Property was included in the CSMC 2006-C4 transaction. 

 

Sources and Uses
Sources Proceeds % of Total   Uses(1) Proceeds % of Total  
Mortgage Loan $1,075,000,000 42.2%   Purchase Price(2) $2,285,000,000 89.7%  
First Mezzanine Loan $150,000,000 5.9%   Leasing/Base Building Costs $139,562,788 5.5%  
Second Mezzanine Loan $175,000,000 6.9%   Lease Costs Funds $81,152,102 3.2%  
Sponsor Equity $1,147,232,451 45.0%   Sony Free Rent Reserve $18,847,898 0.7%  
        Closing Costs $22,669,663 0.9%  
Total Sources $2,547,232,451 100.0%   Total Uses $2,547,232,451 100.0%  

(1)SLG also delivered a guaranty at loan closing in the amount of $59,060,332 to partially collateralize leasing obligations at the Property.

(2)Purchase Price includes the $39,000,000 CS Sublease Reserve, $2,500,000 of which was paid down at closing.

  

The Borrower / Sponsor.    The borrowers, 11 Madison Avenue Owner LLC, 11 Madison Avenue Owner 2 LLC, 11 Madison Avenue Owner 3 LLC, 11 Madison Avenue Owner 4 LLC, 11 Madison Avenue Owner 5 LLC and 11 Madison Avenue Owner 6 LLC (collectively the “TIC Owners”) and 11 Madison EAT Lender LLC, are each a single purpose Delaware limited liability company structured to be bankruptcy-remote with two independent directors in its organizational structure. Each of the TIC Owners is a tenant-in-common owner of the Property who collectively own 100% of the fee simple and/or leasehold interest in the Property and have subsequently master leased the Property to 11 Madison EAT Lender. The sponsor of the borrowers and the non-recourse carveout guarantor is SL Green

 

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

21
 

  

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

 

Realty Corp. (“SLG”). SLG also delivered a guaranty at loan closing in the amount of $59,060,332 to partially collateralize leasing obligations at the 11 Madison Avenue Property.

 

SLG (rated BBB-/Baa3/BB+ by Fitch/Moody’s/S&P), an S&P 500 company and New York City’s largest office landlord, is a fully integrated REIT that is focused primarily on acquiring, managing, and maximizing value of Manhattan commercial properties. As of June 30, 2015, SLG held interests in 120 Manhattan buildings totaling 44.1 million sq. ft. This included ownership interests in 29.0 million sq. ft. of commercial buildings and debt and preferred equity investments secured by 15.1 million sq. ft. of buildings. In addition to its Manhattan investments, SLG held ownership interests in 37 suburban buildings totaling 5.9 million sq. ft. in Brooklyn, Long Island, Westchester County, Connecticut and New Jersey.

  

As of June 30, 2015, SLG reported total assets of approximately $17.3 billion, including cash and cash equivalents of approximately $215.9 million. For fiscal year 2014, SLG reported total revenues of $1.5 billion, an increase of 10.9% over fiscal year 2013 revenues of approximately $1.4 billion. As of June 30, 2015, SLG reported a market capitalization of approximately $10.7 billion, and, over a 52-week period, its stock price ranged from $109.45 to $131.99. 

 

The Property. The 11 Madison Avenue Property is a 29-story, 2,285,043 sq. ft., Class A office tower located directly east of Manhattan’s Madison Square Park. The Property enjoys full-block frontage on Madison Square Park and occupies an entire city “super block” between Park Avenue South, Madison Avenue, and East 24th and East 25th Streets. Developed by MetLife as part of its headquarters complex, the Property was constructed in three phases beginning in 1932: from 1932 to 1938, half of the building was built along Park Avenue between 24th and 25th Street; from 1938 to 1941, the northwest section of the building was completed; and from 1947 to 1950, the final phase, the southwest quadrant, was completed. The 11 Madison Avenue Property was built to an international headquarters quality standard and features an art deco design. The Property has an Alabama limestone exterior and four vaulted entrances with terrazzo floors at each corner that lead to a double-height marble lobby. Both the floors and walls are comprised of Italian Cremo marble, Tennessee granite and travertine. Due to the Property’s unique and high quality construction, the 11 Madison Avenue Property was added to the National Register of Historic Places in 1996.

 

Between 1994 and 1997, Credit Suisse and MetLife collectively modernized the Property at a cost exceeding $700.0 million. During that time, MetLife invested $400.0 million in technological enhancements at the Property and established the Property as a sought after headquarter location due to its modern building systems, large floor plates, landmark status, and amenity-rich park-fronting location. Furthermore, during that time, Credit Suisse invested an additional $300.0 million to create its North American headquarters, adding dedicated emergency generators, supplemental HVAC systems, its own UPS facility (additionally upgraded for $30.0 million in 2011), and other miscellaneous electrical upgrades. The Property is currently undergoing a number of base building projects totaling approximately $86.0 million, which, when combined with Sony’s and Credit Suisse’s tenant improvement and leasing commissions, will result in over $279.8 million of capital invested into the Property between 2015 and 2018. The capital is expected to be invested to modernize and update the Property to today’s headquarters standard, including a new BMS system, elevator modernization, chiller plant/cooling towers upgrade, increased ventilation capacity, private entrance and sky lobby for Sony, new 28th floor window line and a new usable rooftop garden. 

 

The Property is 97.8% leased as of August 11, 2015 to 10 tenants including Credit Suisse (rated A/A1/A by Fitch/Moody’s/S&P) and Sony (rated BB-/Ba1/BBB- by Fitch/Moody’s/S&P). The Property has served as the North American headquarters for Credit Suisse since 1996 and is expected to be the U.S. headquarters for Sony starting in 2016. Credit Suisse recently renewed its lease at the Property through May 31, 2037 for 1,079,655 sq. ft. (which includes 862,269 sq. ft. of office space, 203,863 sq. ft. of concourse space and 13,523 sq. ft. of lobby/storage space. Credit Suisse currently occupies an additional 177,626 sq. ft. of office space and 8,770 sq. ft. of storage space that will expire in 2017. Credit Suisse has the option to extend its space on these floors through 2037. Sony is expected to relocate its headquarters to the Property from its previous location at 550 Madison Avenue in early 2016, having signed a lease through January 31, 2031 for 578,791 sq. ft. (548,113 sq. ft. of office space on the top 11 floors of the Property, 17,555 sq. ft. of retail space and 13,123 sq. ft. of storage space). Other tenants include Yelp, Young & Rubicam, Inc., William Morris Endeavor (“WME”) and the Eleven Madison Park restaurant. Credit Suisse and Sony will occupy in the aggregate 1,844,842 sq. ft. (80.7% of NRA) at the Property. 

 

Located in Manhattan’s Midtown South neighborhood, the Property has direct access to the number 6 subway line which, along with the nearby N, R, Q, F and M lines, provides connections from the Upper East Side and Grand Central to Union Square, Downtown Manhattan and Brooklyn. Additionally, the Property is within walking distance of the Flatiron, Gramercy and Chelsea neighborhoods.

 

Environmental Matters. The Phase I environmental report dated April 30, 2015 recommended the continued implementation of an asbestos operation and maintenance plan at the Property, which is currently in place. 

 

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

22
 

  

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

 

Major Tenants.

 

Credit Suisse (1,266,051 sq. ft.; 55.4% of NRA; 50.0% of U/W Base Rent; A/A1/A by Fitch/Moody’s/S&P) Credit Suisse is a multinational financial services company based in Zurich, Switzerland. Credit Suisse is organized as a stock corporation with four divisions: Investment Banking, Private Banking, Asset Management, and a Shared Services Group. Operating out of global headquarters in Zurich, London and New York, Credit Suisse has 45,800 employees in 344 branches and offices in over 50 countries. Credit Suisse has used the Property as its North American headquarters since 1996. In 2014, Credit Suisse vacated a portion of its space, which it subleased to the borrowers to allow for Sony to take approximately 548,000 sq. ft. of office space on the Property’s top 11 floors. Credit Suisse currently occupies 1,266,051 sq. ft., which includes its office space on floors 2-11 and 13 as well as its space in the basement, the lobby and its concourse space. 

 

Credit Suisse recently executed a new lease for 862,269 sq. ft. commencing in June 2017 through May 2037 for floors 2 through 10, as well as 217,386 sq. ft. of concourse space, mechanical and lobby space. Credit Suisse has two, 10-year extension options for the space that expires in 2037 as well as three partial termination options for one floor each, which are exercisable 5, 10 and 15 years into the lease term, upon 15 months written notice and subject to a termination fee as described in the lease documents. Credit Suisse’s space on floors 11 and 13 expires in 2017 (along with a small portion of storage space on the first floor) and the tenant has the option to extend these floors through 2037 at $73.81 PSF. This option must be exercised by April 1, 2016. Credit Suisse currently pays a blended base rent of $26.18 PSF for these floors, which is significantly below current market rents as the leases for these floors were signed over 15 years ago.

 

Sony (578,791 sq. ft.; 25.3% of NRA; 28.9% of U/W Base Rent; BB-/Ba1/BBB- by Fitch/Moody’s/S&P) Sony is a multinational electronics and entertainment company based in Tokyo, Japan. The company employs nearly 140,000 people worldwide and operates in four business segments: SONY Corporation (SONY Electronics in the US), SONY Pictures Entertainment, SONY Mobile Communications, and SONY Financial. 

 

In 2015, Sony signed a 16-year lease at the Property for the top 11 floors, as well as retail space on the ground floor and mezzanine level. The Property is expected to serve as its U.S. headquarters as well as house its flagship store, the “SONY Experience.” Sony has made a significant financial commitment to the space, and is expected to spend approximately $150.0 million to complete its build-out, in addition to a TI allowance from the borrowers. Sony is leasing 548,113 sq. ft. in the top floors of the building (19-29) for its office space at a base rent of $74.00 PSF. Additionally, Sony is leasing 17,555 sq. ft. of retail space for its “SONY Experience” store, the ground floor of which has a base rent of $225.00 PSF and 13,123 sq. ft. of storage space. Sony has two successive extension options for all of its space, the first for 10 years and the second for either 5 or 10 years. Sony has not yet taken occupancy of its space at the Property as its space is still being built out. Substantially all of the Sony space is currently leased to Credit Suisse, which has subleased such space to the borrowers, which has in turn leased such space to Sony (which converts to a direct lease upon expiration of the Credit Suisse lease for that space in 2017). Sony is entitled to free rent periods with respect to various portions of its space following the related lease commencement. 

 

The Market. The Property is located in the Midtown South office market - Manhattan’s smallest office market - housing 66.6 million sq. ft. of space. The market has a total of 35 Class A buildings totaling 17.3 million sq. ft. As of Q1 2015, the Midtown South office market exhibited a vacancy rate of 7.0% and a rental rate of $63.28 PSF. The Property is one of seven trophy office buildings in the Midtown South office market. 

 

The Midtown South office market is geographically segmented into five major submarkets: SoHo, Greenwich Village/NoHo, Madison/Union Square, Hudson Square/West Village, and Chelsea. The 11 Madison Avenue Property is located in the Madison/Union Square submarket. The Madison/Union Square submarket contains over 32.0 million sq. ft. of office space and is Midtown South’s largest submarket. The submarket contains 10.4 million sq. ft. of Class A space (including the Property at 2.3 million sq. ft.). As of Q1 2015, the Madison/Union Square submarket had an overall vacancy rate of 7.3% and an overall asking rent of $64.22 PSF. 

 

The appraiser identified 34 comparable properties totaling approximately 19.3 million sq. ft. of space that exhibited a rental range of $40.00 PSF to $90.00 PSF with a weighted average occupancy of approximately 96.8%. However, according to the appraiser, the Property is directly competitive with ten Class A office properties located within the Madison/Union Square submarket. The average direct occupancy rate for the directly competitive buildings is 100.0%, compared to 96.8% for the full competitive set and 95.90% for the Class A Midtown South market as a whole. The chart below summarizes the ten properties considered to be directly competitive to the 11 Madison Avenue Property within the Madison/Union Square office submarket.

 

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

23
 

   

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

  

Competitive Set(1)
Building Net Rentable Area   Available Sq.
Ft. (Direct)
  Available Sq. Ft.
(Sublease)
  Direct Occupancy   Total Occupancy
One Madison Avenue 1,443,908   0   0   100.0%   100.0%
41 Madison Avenue 532,525   0   55,126   100.0%   89.7%
51 Madison Avenue 974,653   0   0   100.0%   100.0%
63 Madison Avenue 636,660   0   8,296   100.0%   98.7%
114 Fifth Avenue 287,804   0   19,326   100.0%   93.3%
160 Fifth Avenue 117,900   0   0   100.0%   100.0%
200 Fifth Avenue 594,089   0   0   100.0%   100.0%
770 Broadway 911,213   0   0   100.0%   100.0%
111 Eighth Avenue 2,300,000   0   0   100.0%   100.0%
51 Astor Place 307,839   0   0   100.0%   100.0%
Total / Wtd. Avg. 8,106,591   0   82,748   100.0%   99.0%

(1)Source: Appraisal.

  

The appraiser identified nine comparable transactions that are under contract or have occurred since June 2014. The transactions reflect a range of unadjusted price PSF from $713.02 to $1,819.33 PSF. After making adjustments including but not limited to location, age, condition, quality and appeal, the appraiser determined an adjusted price range of approximately $972.21 PSF to $1,107.94 PSF for the comparable sales transactions. 

               
Comparable Retail Sales – Multi-Level(1)
Location

Net Rentable  

Area (Sq. Ft.) 

Year Built/Renovated No.
Stories
Transaction
Date
Price Price/NRA

Occupancy

at Sale 

757 Third Avenue 504,893 1964 27 Mar-15 $360,000,000 $713 95.0%
230 Park Avenue 1,404,918 1928 34 Mar-15 $1,200,000,000 $854 90.0%
717 Fifth Avenue 352,951 1959/2001 26 Feb-15 $415,000,000 $1,176 92.0%
11 Times Square 1,107,839 2010 40 Feb-15 $1,400,000,000 $1,264 85.0%
601 Lexington Avenue (Allocated) 1,669,897 1977 61 Dec-14 $2,400,000,000 $1,437 99.0%
1045 Sixth Avenue/7 Bryant Park (Leasehold) 473,672 2015 (under construction) 28 Dec-14 $598,000,000 $1,262 0.0%
1095 Sixth Avenue 1,179,552 1973/2008 41 Nov-14 $2,146,000,000 $1,819 96.0%
1740 Broadway 620,928 1950/2007 26 Nov-14 $600,912,768 $968 98.0%
Park Avenue Tower 616,082 1986 36 Jun-14 $750,000,000 $1,217 96.0%

(1)Source: Appraisal.

  

The appraiser concluded an average rental rate for the 11 Madison Avenue Property in the mid $80s, as summarized in the chart below.

 

Office Market Rent(1)
Type Market Rent PSF
Concourse $30.00
Office Floors 2, 5-12 $80.00
Office Floors 3-4 $85.00
Office Floors 13-14, 16-20 $90.00
Office Floors 15 $70.00
Office Floors 21-24 $95.00
Office Floors 25-29 $100.00

(1)Source: Appraisal.

 

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

24
 

  

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

 

Cash Flow Analysis. 

 

Cash Flow Analysis
  2013 2014   T-12 5/31/2015  

Sponsor Budget
(3 Year)

  U/W   U/W PSF
Base Rent(1) $52,888,225   $52,592,579   $53,715,326   $159,869,968   $147,917,623   $64.73
Rent Abatements 0   0   0   (5,368,454)   0   0.00
Straight Line Rents(2) 0   0   0   0   1,932,702   0.85
Value of Vacant Space 0   0   0   0   4,796,680   2.10
Gross Potential Rent $52,888,225   $52,592,579   $53,715,326   $154,501,514   $154,647,005   $67.68
Total Recoveries 15,059,977   14,780,924   13,408,807   3,799,446   5,509,992   2.41
Total Other Income 2,724,962   2,996,156   3,461,086   8,005,327   7,679,439   3.36
Less: Vacancy/Bad Debt(3) (725,384)   (488,860)   (319,721)   0   (4,796,680)   (2.10)
Effective Gross Income $69,947,780   $69,880,799   $70,265,498   $166,306,287   $163,039,756   $71.35
Total Variable Expenses 13,213,979   12,999,874   13,312,685   31,651,567   31,569,448   13.82
Total Fixed Expenses 9,682,754   10,175,176   10,563,422   21,976,710   21,976,710   9.62
Net Operating Income $47,051,047   $46,705,749   $46,389,392   $112,678,010   $109,493,598   $47.92
TI/LC 0   0   0   0   1,605,307   0.70
Capital Expenditures 0   0   0   0   457,009   0.20
Net Cash Flow $47,051,047   $46,705,749   $46,389,392   $112,678,010   $107,431,283   $47.01
(1)Base Rent includes Credit Suisse’s contractual base rent beginning in 2017 for all floors except 11 and 13 and 8,770 sq. ft. of storage space, for which the in-place rent is reflected. Base Rent also includes WME’s expansion onto a portion of the 17th floor, which occurred in August 2015.

(2)Straight Line Rents is equal to the average rent for Sony’s space over the loan term.

(3)U/W Vacancy/Bad Debt is based on the in-place vacancy.

  

Property Management.   The 11 Madison Avenue Property is managed by SL Green Management LLC, a borrower affiliate.

  

Lockbox / Cash Management.     The 11 Madison Avenue Loan Combination is structured with a hard lockbox and springing cash management. At closing, the borrowers were required to deliver tenant direction letters requiring all rents, revenues and receipts from the Property to be deposited directly by the tenants into a clearing account established by the borrowers. Amounts on deposit in the clearing account are required to be transferred daily to a deposit account controlled by the lender, and provided no Trigger Period (defined herein) exists, automatic daily transfers of such deposits are required to be made from the deposit account into borrower’s operating account. During a Trigger Period, any transfers to borrower’s operating account will cease and sums on deposit in the deposit account are required to be applied to payment of all monthly amounts due under the loan documents.

 

A “Trigger Period” will commence upon the occurrence or commencement, as applicable, of (i) an event of default, (ii) a Low Debt Yield Trigger Period (defined herein), (iii) a default by the borrowers of any major lease obligation, (iv) a Lease Collateral Sweep Period (defined herein), (v) a Lease Sweep Period (defined herein) or (vi) a First Mezzanine or Second Mezzanine loan default.

 

A “Low Debt Yield Trigger Period” will commence if , as of the last day of any quarter, the mortgage loan debt yield falls below 7.50% or the aggregate debt yield falls below 5.75% and will cease to exist if either (i) the mortgage loan debt yield exceeds 7.50% or the total debt yield exceeds 5.75% for two consecutive quarters or (ii) the borrowers provide cash or a letter of credit to the lender in the amount that the outstanding principal balance would need to be reduced to cause the mortgage loan debt yield to be equal to or greater than 7.50% or the total debt yield to be equal to or greater than 5.75% (such cash or letter of credit are required to be released to the borrowers upon the borrowers meeting the conditions set forth in subsection (i) hereof).

  

A “Lease Collateral Sweep Period” will commence if the long-term unsecured credit rating of the guarantor under the Lease Costs Guaranty falls below the minimum credit rating requirement as further described in “Initial Reserves” below and will end if either (i) all lease costs have been fully funded in cash into the lease costs account or (ii) upon the subsequent date that guarantor meets the minimum credit rating.

 

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

25
 

  

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

  

A “Lease Sweep Period” will commence upon a bankruptcy proceeding in which the tenant and/or guarantor under either the Credit Suisse Lease or the Sony Lease, or its respective parent entity, (each a “Major Tenant”) is the debtor and will end upon the earlier to occur of (i) in the event either of the Major Tenant leases are rejected in the applicable bankruptcy proceeding, the date on which a sufficient portion of the space occupied under the defaulted Major Tenant Lease is re-leased so as to achieve a mortgage loan debt yield of 7.50% or greater and an aggregate debt yield of 5.75%, (ii) the date of an assumption or assignment of the applicable Major Tenant lease out of bankruptcy or (iii) the date on which the amount of $75.00 per rentable square foot of the relevant space is deposited into a rollover reserve account for approved leasing costs.

 

Initial Reserves.    At loan closing, the borrowers deposited (i) $18,847,898 into the Sony free rent reserve account on account of free rent concessions with respect to the Sony lease, (ii) $39,000,000 in cash on account of outstanding payments with respect to the Credit Suisse sublease ($2,500,000 of the sublease payments were paid off at closing and the remaining $36,500,000 was deposited into the Credit Suisse sublease account), (iii) $1,000 into an endorsement reserve on account of outstanding disbursements to be made with respect to the delivery of updates to the title insurance policy and (iv) (a) $81,152,102 into the lease costs account to partially fund the lease costs, and (b) the Lease Costs Guaranty (defined below). The lease costs consist of (1) outstanding TI/LC obligations with respect to the Credit Suisse, Sony, Yelp and WME leases (collectively, the “Outstanding TI/LC Expenses”) and (2) the outstanding base building work obligations, detailed in the chart below, with respect to the Credit Suisse, Sony, Yelp and WME leases (the “Base Building Work”). 

 

On the origination date, the guarantor delivered a guaranty (the “Lease Costs Guaranty”) in the amount of $59,060,332, which represents the remaining portion of the $140,212,434 of lease costs owed by the borrowers under existing leases, less the amount deposited in the lease costs reserve. The Lease Costs Guaranty covers an amount equal to (i) the lease costs outstanding (including any cost overruns) minus (ii) the sum of (A) the reserve funds in the lease costs account and (B) the amount of any lease costs letters of credit. In the event that the long-term unsecured S&P credit rating of the guarantor is less than “BB+”, the borrowers will be required to immediately deposit cash reserves into the lease costs account in the amount of (and in exchange for) any lease costs covered by the Lease Costs Guaranty; provided that in lieu of such cash collateralization, so long as no event of default exists, the borrower may elect to have all available cash applied to the lease costs account until all of the lease costs have been fully funded in cash. 

 

Lease cost funds are required to be released and the Lease Costs Guaranty will be reduced, generally, on a pro rata basis as the borrowers satisfy the leasing obligations and incur the lease costs. In addition, amounts on reserve in the Sony free rent reserve account will be transferred to the lease costs account monthly in connection with the amortization of Sony’s free rent. The Lease Costs Guaranty will be reduced by such deposits into the lease costs account as well as deposits of any other reserve funds into the lease costs account. 

 

Lease Costs
Lease Costs Outstanding Amount
Credit Suisse Landlord Base Building Work $21,591,448
Sony Landlord Base Building Work 19,931,438
Credit Suisse Tenant Improvements(1) 43,898,724
Sony Tenant Improvements 43,641,509
Other Tenant Improvements 4,533,205
Credit Suisse Leasing Commissions 4,529,626
Sony Leasing Commissions 0
Other Leasing Commissions 2,086,484
Total Lease Costs $140,212,434

(1)Includes $33,806,313 in anticipated work allowance under the 2017 Credit Suisse Lease.

  

Ongoing Reserves.    During the continuance of a Trigger Period, the borrowers are required to deposit, on a monthly basis, (i) 1/12 of the taxes payable in the next 12 months, (ii) provided an acceptable blanket policy is no longer in place, 1/12 of the insurance premiums payable in the next 12 months and (iii) $342,756 for annual capital expenditures.

  

Current Mezzanine or Subordinate Indebtedness.    Two mezzanine loans were funded concurrently with the closing of the 11 Madison Avenue Loan Combination. A $150,000,000 mezzanine A loan, which is coterminous with the 11 Madison Avenue Loan, and accrues interest at a fixed per annum rate equal to 4.650% and a $175,000,000 mezzanine B loan, which is coterminous with the 11 Madison Avenue Loan, and accrues interest at a fixed per annum rate equal to 4.850%. An intercreditor agreement is in place with respect to the 11 Madison Avenue Loan and the related mezzanine loans.

  

Future Mezzanine or Subordinate Indebtedness Permitted. None.

 

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

26
 

 

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

  

IDA Lease Units. A portion of the 11 Madison Avenue Property consisting of the leasehold interests in 9 condominium units, the related fee simple interests of which are owned by the New York City Industrial Development Agency, (“IDA”) is subject to a certain overlease agreement dated December 22, 1995, by and between the borrowers (as successor to tenant’s interest) and the IDA (as assigned and/or amended, the “11 Madison Avenue Overlease”). The rent under the 11 Madison Avenue Overlease is $10 for the full term and has been fully prepaid. The purpose of the 11 Madison Avenue Overlease is to substitute real property tax obligations with payments in lieu of real estate taxes. Credit Suisse is required to pay all PILOT pursuant to a PILOT Agreement dated December 1, 1995 between the IDA and Credit Suisse First Boston Corporation; however, under the sublease described under “Major Tenants” above, the borrowers have agreed to make such payments as to the subleased space. The IDA structure terminates on December 31, 2016. If the 11 Madison Avenue Overlease terminates for any reason, the fee simple interest in the condominium units subject to the 11 Madison Avenue Overlease reverts back to the borrower. The mortgage provides that upon any such reversion of condominium units to the borrowers, such condominium units will automatically be subject to the mortgage.

 

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

27
 

 

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

 

 

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

28
 

 

11 Madison Avenue
New York, NY 10010

Collateral Asset Summary – Loan No. 1

11 Madison Avenue  

Cut-off Date Balance: 

Cut-off Date LTV: 

U/W NCF DSCR: 

U/W NOI Debt Yield: 

$70,000,000
32.5%

3.89x  

14.3% 

 

 

 

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

29
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

(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.

30
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Mortgage Loan Information
Loan Seller: CCRE
Loan Purpose: Refinance
Sponsor: Naum Neil Shekhter; Margot V. Shekhter
Borrower: NMS 1539, LLC; NMS 1548, LLC; NMS 1759, LLC; NMS Superior Apartments, LLC; NMS Warner Center, LLC; NMS Northridge, LLC
Original Balance(1): $65,000,000
Cut-off Date Balance(1): $65,000,000
% by Initial UPB: 7.0%
Interest Rate: 4.9380%
Payment Date: 6th of each month
First Payment Date: October 6, 2015
Maturity Date: September 6, 2025
Amortization: Interest Only
Additional Debt(1): $55,000,000 Pari Passu Debt
Call Protection(2)(3): L(25), D(92), O(3)
Lockbox / Cash Management: Springing Soft / Springing

 

Reserves(4)
  Initial Monthly
Taxes: $633,333 $79,167
Insurance: $52,199 $10,440
Replacement: $0 $8,000
Required Repairs: $199,100 NAP

 

Financial Information(5)
Cut-off Date Balance / Unit: $312,500  
Balloon Balance / Unit: $312,500  
Cut-off Date LTV(6): 68.8%  
Balloon LTV(6): 68.8%  
Underwritten NOI DSCR: 1.33x  
Underwritten NCF DSCR: 1.31x  
Underwritten NOI Debt Yield: 6.7%  
Underwritten NCF Debt Yield: 6.6%  
Underwritten NOI Debt Yield at Balloon: 6.7%  
Underwritten NCF Debt Yield at Balloon: 6.6%  
 
Property Information
Single Asset / Portfolio: Portfolio of six properties
Property Type: Multifamily - Various
Collateral: Fee Simple
Location: Various, CA
Year Built / Renovated: 1987-1988, 2003, 2008-2009 / 2015
Total Units: 384
Property Management: NMS Properties, Inc.
Underwritten NOI: $7,981,432
Underwritten NCF: $7,885,432
Appraised Value(6): $174,300,000
Appraisal Date: June 9, 2015
 
Historical NOI
Most Recent NOI: $7,372,651 (T-12 June 30, 2015)
2014 NOI: $7,012,973 (December 31, 2014)
2013 NOI: $6,035,021 (December 31, 2013)
2012 NOI: NAV
 
Historical Occupancy
Most Recent Occupancy: 99.2% (August 25, 2015)
2014 Occupancy: 94.8% (December 31, 2014)
2013 Occupancy: 94.8% (December 31, 2013)
2012 Occupancy: 96.9% (December 31, 2012)
(1)The NMS Los Angeles Multifamily Portfolio Loan Combination is evidenced by three pari passu notes in the aggregate original principal amount of $120.0 million. The controlling Note A-1, with an original principal balance of $65.0 million, will be included in the COMM 2015-CCRE27 mortgage trust. The non-controlling Note A-2 and Note A-3, with an aggregate original principal balance of $55.0 million, will not be included in the trust and are expected to be held by CCRE or an affiliate. For additional information on the pari passu companion loans, see “The Loan” herein.
(2)Partial release is permitted. See “Partial Release” herein.
(3)The lockout period for defeasance will be at least 25 payment dates beginning with and including the first payment date of October 6, 2015. Defeasance of the full $120.0 million NMS Los Angeles Multifamily Portfolio Loan Combination is permitted on or after the date that is the earlier to occur of (i) two years after the closing date of the securitization that includes the last pari passu note to be securitized and (ii) October 6, 2019. The assumed lockout period of 25 payments is based on the expected COMM 2015-CCRE27 securitization closing date in October 2015. The actual lockout period may be longer.
(4)See “Initial Reserves” and “Ongoing Reserves” herein.
(5)DSCR, LTV, Debt Yield and Balance / Unit calculations are based on the aggregate NMS Los Angeles Multifamily Portfolio Loan Combination.
(6)The portfolio Appraised Value of $174.3 million reflects a premium attributed to the aggregate value of the NMS Los Angeles Multifamily Portfolio as a whole. The sum of the value of each of the NMS Los Angeles Multifamily Portfolio Properties on an individual basis is $163.8 million, which represents a Cut-off Date LTV and Balloon LTV of 73.3%. See “Letter of Credit” herein.


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

31
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Portfolio Summary
Property Location   Year Built /
Renovated
  # of
Units
  Allocated
Loan Amount ($)
  Allocated Loan
Amount (%)
  Appraised
Value(1)
   Occupancy(2)
Luxe at 1548 Santa Monica, CA   2009 / NAP   54   $27,200,000   22.7%   $37,100,000   100.0%
Luxe at 1539 Santa Monica, CA   2008 / NAP   62   $26,300,000   21.9%   $35,930,000   100.0%
Luxe at 1759 West Los Angeles, CA   2009 / NAP   61   $23,500,000   19.6%   $32,110,000   100.0%
NMS at Northridge Northridge, CA   1987 / 2015   102   $21,500,000   17.9%   $29,290,000   99.0%
NMS at Warner Center Canoga Park, CA   1988 / NAP   79   $15,300,000   12.8%   $20,920,000   97.5%
NMS at Superior Northridge, CA   2003 / 2015   26   $6,200,000   5.2%   $8,450,000   100.0%
Total / Wtd. Avg.     384   $120,000,000   100.0%   $163,800,000   99.2%
Total with Portfolio Premium                  $174,300,000    
                               
(1)The portfolio Appraised Value of $174.3 million reflects a premium attributed to the aggregate value of the NMS Los Angeles Multifamily Portfolio as a whole. The sum of the value of each of the NMS Los Angeles Multifamily Portfolio Properties on an individual basis is $163.8 million.
(2)Occupancy based on a rent roll dated August 25, 2015.

 

The Loan. The NMS Los Angeles Multifamily Portfolio loan (the “NMS Los Angeles Multifamily Portfolio Loan”) is a fixed rate loan secured by the borrowers’ fee simple interest in a 384-unit, six property portfolio of mid-rise and garden apartment properties located in Santa Monica, Northridge and Canoga Park, Los Angeles, California (each a “Property”, collectively, the “NMS Los Angeles Multifamily Portfolio Properties”) with an original and cut-off date principal balance of $120.0 million. The NMS Los Angeles Multifamily Portfolio Loan is evidenced by the controlling Note A-1, with original principal balance of $65.0 million, which will be included in the COMM 2015-CCRE27 Mortgage Trust. The pari passu non-controlling Note A-2, and Note A-3, with an aggregate original principal balance of $55.0 million (and, together with the NMS Los Angeles Multifamily Portfolio Loan, the “NMS Los Angeles Multifamily Portfolio Loan Combination”), will not be included in the trust and are expected to be held by CCRE or an affiliate or transferred to a future securitization.

 

The relationship between the holders of the NMS Los Angeles Multifamily Portfolio Loan Combination is governed by a co-lender agreement as described under “Description of the Mortgage Pool–Loan Combinations–The NMS Los Angeles Multifamily Portfolio Loan” in the Free Writing Prospectus.

 

Loan Combination Summary
  Original Balance Cut-off Date Balance   Note Holder Controlling Piece
Note A-1 $65,000,000 $65,000,000   COMM 2015-CCRE27 Yes
Note A-2 & A-3 $55,000,000 $55,000,000   CCRE No
Total $120,000,000 $120,000,000      

 

The NMS Los Angeles Multifamily Portfolio Loan has a 10-year term and interest only payments for the term of the loan. The NMS Los Angeles Multifamily Portfolio Loan accrues interest at a fixed rate equal to 4.9380%. Loan proceeds were used to retire existing debt of approximately $89.5 million, fund upfront reserves of approximately $884,632, pay closing costs and return approximately $28.8 million of equity to the borrower. Based on the portfolio appraised value of $174.3 million as of June 9, 2015, the cut-off date LTV ratio is 68.8%. The most recent prior financings of the NMS Los Angeles Multifamily Portfolio Properties were included in the FREMF 2010-K9, FREMF 2011-K11, FREMF 2012-K709 and COMM 2007-C9 securitizations.

  

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Mortgage Loan $120,000,000 100.0%   Loan Payoff $89,464,958 74.6%
        Reserves $884,632 0.7%
        Closing Costs $857,010 0.7%
        Return of Equity $28,793,400 24.0%
Total Sources $120,000,000 100.0%   Total Uses $120,000,000 100.0%

 

The Borrowers / Sponsor. The borrowers are NMS 1539, LLC, NMS 1548, LLC, NMS 1759, LLC, NMS Superior Apartments, LLC, NMS Warner Center, LLC, NMS Northridge, LLC, each a single purpose Delaware limited liability company, structured to be bankruptcy-remote, with two independent directors in its organizational structure. The sponsors of the borrower and the nonrecourse carve-out guarantors are Naum Neil Shekhter and Margot V. Shekhter, on a joint and several basis.


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

32
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Neil Shekhter has over 25 years of developing and managing multifamily properties. Mr. Shekhter founded NMS Properties, a privately owned real estate development and management firm, in 1988. NMS Properties manages more than 50 properties with approximately 2,000 apartment units and 320,000 sq. ft. of retail and commercial space in the Los Angeles area. NMS Properties also has an additional 2,500 multifamily units and 200,000 sq. ft. of mixed-use space under development.

 

The Properties. The NMS Los Angeles Multifamily Portfolio Properties consist of six, Class A mid-rise (66.3% of appraised value) and garden style (33.7% of appraised value) multifamily properties totaling 384 units located in the Santa Monica, Los Angeles and San Fernando Valley areas of California. As of August 25, 2015, the NMS Los Angeles Multifamily Portfolio Properties were 99.2% occupied and have maintained a weighted average historical occupancy of 96.7% since 2011.

 

The NMS Los Angeles Multifamily Portfolio Properties are equipped with various mixes of luxury amenities and fixtures including pools, jacuzzis, fitness rooms, saunas, stainless steel appliances, loft-style high ceilings, in-unit washers and dryers, central A/C and heating, on-site management and maintenance, underground gated parking, hardwood style flooring, and large windows and balconies.

 

The Luxe at 1548, Luxe at 1539 and Luxe at 1759 Properties (collectively, the “West LA / Santa Monica Properties”) were all built by the sponsor within the past seven years, (2009, 2008, and 2009 respectively). NMS at Superior was built by the sponsor in 2003 and the NMS at Northridge and NMS at Warner Center (collectively, the “Canoga Park / Northridge Properties”) were purchased by the sponsor in 1999 and 1997, respectively. The Properties are well located in their respective markets proximate to the respective major demand drivers including the Third Street Promenade and Santa Monica Pier in Santa Monica, UCLA in Westwood and Sawtelle Japantown in West Los Angeles, and California State University at Northridge (CSUN), Pierce College and Warner Center in the San Fernando Valley.

 

The NMS Los Angeles Multifamily Portfolio Properties have experienced consistent growth in rental rates. For the West LA / Santa Monica Properties and Canoga Park / Northridge Properties, new leases executed over the past three months have average net rental rates that are 7.0% and 5.0% higher, respectively, as compared to their twelve month averages.

 

Luxe at 1548 Property The Luxe at 1548 Property consists of one, Class A five-story apartment building with 54 units and approximately 1,000 sq. ft. of ground floor commercial/office space. The Luxe at 1548 Property was constructed in 2009 and is 100.0% occupied as of August 25, 2015. The Luxe at 1548 Property features 1 bed/1 bath configurations and 2 bed/2 bath configurations, 102 subterranean garage parking spaces and a concierge dry cleaning service. The Luxe at 1548 Property is located in the city of Santa Monica in west Los Angeles County, California.

 

The property is situated five blocks from Ocean Avenue and less than a mile from the Santa Monica Pier. Additionally, the property is located within one block of the Santa Monica station of the Expo Line, a light-rail line providing access to downtown Los Angeles that is anticipated to open in 2016. According to walkscore.com, the Luxe at 1548 Property received a walk score of 92. One unit at the Luxe at 1548 Property is currently leased to low income tenants under affordability restrictions. The Luxe at 1548 Property is subject to a springing deed restriction as described below under “Letter of Credit.”

 

Luxe at 1548 Property Unit Mix Summary(1)
Unit Type # of Units % of Total Occupied Units Occupancy

Average Unit Size

(Sq. Ft.)

Average Monthly Rental Rate Average Monthly Rental Rate PSF
1 Bed / 1 Bath 17 31.5% 17 100.0% 676 $3,312 $4.90
1 Bed / 1 Bath 1 1.9% 1 100.0% 625     $1,708(2) $2.73
2 Bed / 2 Bath 33 61.1% 33 100.0% 875 $3,719 $4.25
1 Bed / 1 Bath-Pent 1 1.9% 1 100.0% 725 $4,031 $5.56
1 Bed / 1 Bath-Pent 1 1.9% 1 100.0% 1,050 $5,558 $5.29
2 Bed / 2 Bath 1 1.9% 1 100.0% 1,100 $5,885 $5.35
Total / Wtd. Avg. 54 100.0% 54 100.0% 812 $3,634 $4.47
(1)Based on appraisal.
(2)Affordable unit.

 

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

33
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Luxe at 1539 Property The Luxe at 1539 Property consists of one, Class A six-story apartment building with 62 units and approximately 940 sq. ft. of ground floor office space. The Luxe at 1539 Property was constructed in 2008 and is 100.0% occupied as of August 25, 2015. The Luxe at 1539 Property features 1 bed/1 bath configurations and loft/1.5 bath configurations as well as 83 subterranean garage parking spaces. The Luxe at 1539 Property is located in the city of Santa Monica in west Los Angeles County, California, which is located approximately 16 miles of west of the Los Angeles CBD.

 

The property is located three blocks from Ocean Avenue and approximately 0.5 miles from the Santa Monica Pier. Additionally, the Luxe at 1539 Property is directly across the street from Santa Monica Place and Third Street Promenade, a premier shopping destination, and adjacent to the Santa Monica station of the Expo Line. According to walkscore.com, the Luxe at 1539 Property received a walk score of 94.

 

Luxe at 1539 Property Unit Mix Summary(1)
Unit Type # of Units % of Total Occupied Units Occupancy

Average Unit Size

(Sq. Ft.)

Average Monthly Rental Rate Average Monthly Rental Rate PSF
1 Bed / 1 Bath-Jr. 26 41.9% 26 100.0% 482 $2,724 $5.65
1 Bed / 1 Bath 19 30.6% 19 100.0% 599 $2,929 $4.89
1 Bed / 1 Bath+Den 2 3.2% 2 100.0% 803 $3,104 $3.87
Loft / 1.5 Bath 14 22.6% 14 100.0% 803 $3,688 $4.59
1 Bed / 1 Bath-Pent 1 1.6% 1 100.0% 1,025 $3,922 $3.83
Total / Wtd. Avg. 62 100.0% 62 100.0% 609 $3,036 $4.98
(1)Based on appraisal.

 

Luxe at 1759 Property The Luxe at 1759 Property consists of one, seven-story apartment building with 61 units. The Luxe at 1759 Property was constructed in 2009 and is 100.0% occupied as of August 25, 2015. The Luxe at 1759 Property features 1 bed/1 bath configurations, loft/1 bath configurations, 2 bed/2 bath configurations, 3 bed/2 bath configurations, 3 bed/3 bath configurations and 4 bed/3 bath configurations as well as 81 subterranean garage parking spaces. The Luxe at 1759 Property is located within the community of Sawtelle in the city of Los Angeles in west Los Angeles County, California. The property is adjacent to San Diego Freeway (Interstate 405) and the Sawtelle corridor and is proximate to Brentwood (approximately 2.1 miles), UCLA (approximately 2.5 miles), Century City (approximately 2.9 miles), Beverly Hills (approximately 3.5 miles) and Santa Monica (approximately 3.3 miles).

 

Downtown Los Angeles is accessible from the 10 Freeway, approximately 11 miles east of the Luxe at 1759 Property. According to walkscore.com, the Luxe at 1539 Property received a walk score of 93. Five units at the Luxe at 1759 Property are currently leased to low income tenants under affordability restrictions.

 

Luxe at 1759 Property Unit Mix Summary(1)
Unit Type # of Units % of Total Occupied Units Occupancy

Average Unit Size

(Sq. Ft.)

Average Monthly Rental Rate Average Monthly Rental Rate PSF
1 Bed / 1 Bath 26 42.6% 26 100.0% 447 $2,182 $4.88
1 Bed / 1 Bath 4 6.6% 4 100.0% 630 $2,553 $4.05
Loft / 1 Bath 4 6.6% 4 100.0% 750 $3,117 $4.16
2 Bed / 2 Bath 16 26.2% 16 100.0% 1,008 $3,144 $3.12
3 Bed / 2 Bath 6 9.8% 6 100.0% 1,133 $3,797 $3.35
3 Bed / 3 Bath 2 3.3% 2 100.0% 1,323 $4,358 $3.30
3 Bed / 3 Bath 1 1.6% 1 100.0% 1,520 $4,600 $3.03
4 Bed / 3 Bath 2 3.3% 2 100.0% 1,400 $5,013 $3.58
Total / Wtd. Avg. 61 100.0% 61 100.0% 771 $2,883 $3.74
(1)Based on appraisal.

 

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

34
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

NMS at Northridge Property The NMS at Northridge Property consists of four, two-story apartment buildings with 102 units, a clubhouse, pool, and spa and fitness center. The NMS at Northridge Property was constructed in 1987 and is 99.0% occupied as of August 25, 2015. NMS at Northridge Property features 1 bed/1 bath configurations, 2 bed/2 bath configurations and 3 bed/2 bath configurations, and private garages providing 211 parking spaces. The property is currently undergoing in-unit renovations, which include flooring upgrades, stainless steel appliances, new cabinets, granite countertops and upgraded light fixtures, among other things. According to the borrower, approximately 60% of the units have been renovated with the remaining units scheduled for renovation as tenants vacate. The NMS at Northridge Property is located in the city of Northridge within the San Fernando Valley area.

 

Additionally, the NMS at Northridge Property is located across the street from California State University at Northridge (approximately 32,500 full-time students) and 40,131 total students). The university has the largest student body out of all 23 campuses in the California State University system and is the second largest university in California. According to the borrower, approximately 33.0% of the NMS at Northridge Property is leased to students. Twelve units at the NMS at Northridge Property are currently leased to low income tenants under affordability restrictions. The restrictions expired in 2012 and the borrower intends to lease these units to market rent tenants as the current tenants vacate.

  

NMS at Northridge Property Unit Mix Summary(1)
Unit Type # of Units % of Total Occupied Units Occupancy

Average Unit Size

(Sq. Ft.)

Average Monthly
Rental Rate
Average Monthly
Rental Rate PSF
1 Bed / 1 Bath 6 5.9% 6 100.0% 650 $1,472 $2.26
1 Bed / 1 Bath 10 9.8% 10 100.0% 700 $1,473 $2.10
2 Bed / 2 Bath 85 83.3% 84 98.8% 900 $1,856 $2.06
3 Bed / 2 Bath 1 1.0% 1 100.0% 1,100 $2,000 $1.82
Total / Wtd. Avg. 102 100.0% 101 99.0% 868 $1,797 $2.07
(1)Based on appraisal.

  

NMS at Warner Center Property The NMS at Warner Center Property consists of eight, two and three-story apartment buildings with 79 units. The NMS at Warner Center Property was constructed in 1988 and is 97.5% occupied as of August 25, 2015. The NMS at Warner Center Property features 1 bed/1 bath configurations, 2 bed/2 bath configurations and 3 bed/2 bath configurations as well as 195 subterranean garage parking spaces. The NMS at Warner Center Property is located in the city of Canoga Park within the San Fernando Valley. Additionally, the NMS at Warner Center Property is located within approximately one mile of Warner Center, 1.5 miles of Westfield Topanga and Westfield Promenade and approximately 5.1 miles of Northridge Fashion Center. Eight units at the NMS at Warner Center Property are currently leased to low income tenants under affordability restrictions. The restrictions expired in 2013 and the borrower intends to lease these units to market rent tenants as the current tenants vacate.

  

NMS at Warner Center Property Unit Mix Summary(1)
Unit Type # of Units % of Total Occupied Units Occupancy

Average Unit Size
(Sq. Ft.)

Average Monthly
Rental Rate
Average Monthly
Rental Rate PSF
1 Bed / 1 Bath 26 32.9% 24 92.3% 700 $1,633 $2.33
2 Bed / 2 Bath 40 50.6% 40 100.0% 900 $1,860 $2.07
3 Bed / 2 Bath 13 16.5% 13 100.0% 1,050 $2,127 $2.03
Total / Wtd. Avg. 79 100.0% 77 97.5% 859 $1,829 $2.13
(1)Based on appraisal.

  

NMS at Superior Property The NMS at Superior Property consists of one two-story apartment building with 26 units. The NMS at Superior Property was constructed in 2003 and is 100.0% occupied as of August 25, 2015. The NMS at Superior Property features 1 bed/2 bath configurations, 2 bed/2 bath configurations, 3 bed/2 bath configurations and 3 bed/3 bath configurations, 58 podium parking spaces. The NMS at Superior Property is located in the city of Northridge in the county of Los Angeles, California. The NMS at Superior Property is located in the San Fernando Valley area, adjacent to the NMS at Northridge Property and within walking distance of the California State University at Northridge. According to the borrower, approximately 33.0% of the NMS at Superior Property is leased to students.

 

NMS at Superior Property Unit Mix Summary(1)
Unit Type # of Units % of Total Occupied Units Occupancy

Average Unit Size

(Sq. Ft.)

Average Monthly
Rental Rate
Average Monthly Rental Rate PSF
1 Bed / 2 Bath 2 7.7% 2 100.0% 900 $1,822 $2.02
2 Bed / 2 Bath 20 76.9% 20 100.0% 1,000 $2,131 $2.13
3 Bed / 2 Bath 2 7.7% 2 100.0% 1,200 $2,611 $2.18
3 Bed / 3 Bath 2 7.7% 2 100.0% 1,250 $2,672 $2.14
Total / Wtd. Avg. 26 100.0% 26 100.0% 1,027 $2,186 $2.13
(1)Based on appraisal.

 

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

35
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Environmental Matters. The Phase I environmental reports dated August 25, 2015 or August 12, 2015 recommended no further action at the NMS Los Angeles Multifamily Properties other than the continued implementation of the existing asbestos operations & maintenance plans.

  

The Market.

                 
Market Comparison(1)
      Market Conclusion(4) 5-Mile Radius
Property Name  Monthly
Rent Per
Unit(2)
Monthly
Rent PSF

 

Occupancy(3)

Monthly Rent
Per Unit
Monthly
Rent PSF
Occupancy Population Median
Household
Income
Luxe at 1548 Property $3,634 $4.47 100.0% $3,473 $4.28 96% 428,511 $69,889
Luxe at 1539 Property $3,036 $4.98 100.0% $2,946 $4.83 96% 419,112 $70,180
Luxe at 1759 Property $2,883 $3.74 100.0% $2,797 $3.63 96% 598,596 $68,451
NMS at Northridge Property $1,797 $2.07 99.0% $1,804 $2.08 95% 583,649 $53,692
NMS at Warner Center Property $1,829 $2.13 97.5% $1,813 $2.11 95% 445,276 $61,411
NMS at Superior Property $2,186 $2.13 100.0% $2,081 $2.03 95% 584,359 $53,707
Wtd. Average: $2,461 $3.16 99.2% $2,401 $3.08 95% 509,222 $62,565
(1)Based on appraisals.
(2)Monthly Rent Per Unit amounts are exclusive (gross) of concessions.
(3)Based on rent rolls dated August 25, 2015.
(4)Represents appraiser’s concluded market rent and occupancy.

 

The NMS Los Angeles Multifamily Portfolio Properties are all located within Los Angeles County. As of Q1 2015, the Los Angeles apartment market reported an average vacancy rate of 3.2%, in line with the average vacancy rate from 2010 to 2014 of 3.7%. During the same time period, Class A units reported an increase in asking rent of 2.5% year-over year.

  

The Santa Monica / West Los Angeles Properties are situated in West Los Angeles. From 2010-2015, the population grew by approximately 3.45% and is estimated to grow by an additional 3.82% by 2020. The Canoga Park / Northridge Properties are situated in the San Fernando Valley. From 2010-2015, the population grew by approximately 3.76% and is estimated to grow by an additional 4.08% by 2020.

 

Santa Monica The Luxe at 1548 Property and Luxe at 1539 Property are located in the city of Santa Monica in west Los Angeles County, California. As of August 25, 2015, the occupancy and average monthly rent per unit at the Luxe at 1548 Property and Luxe at 1539 Property was 100.0% and $3,634, respectively, and 100.0% and $3,036, respectively.

 

West Los Angeles The Luxe at 1759 Property is located in the city of Los Angeles in west Los Angeles County, California. As of August 25, 2015, the occupancy and average monthly rent per unit at the Luxe at 1759 Property were 100.0% and $2,883, respectively.

 

Northridge The NMS at Northridge Property and NMS at Superior Property are located in the city of Northridge within the San Fernando Valley area of northern Los Angeles. As of August 25, 2015, the occupancy and average monthly rent per unit at the NMS at Northridge Property and NMS at Superior Property were 99.0% and $1,797, respectively, and 100.0% and $2,186, respectively.

 

Canoga Park The NMS at Warner Center Property is located in the city of Canoga Park, within the San Fernando Valley area of northern Los Angeles, California. As of July 20, 2015, the occupancy and average monthly rent per unit at the NMS at Warner Center Property was 97.5% and $1,829, respectively.

 

Inventory growth is limited within the NMS Los Angeles Multifamily Portfolio’s submarkets due to high barriers to entry including significant costs of development. In addition to the lack of new supply, the submarkets have averaged a net effective rent growth rate of approximately 2.5% per year for the past five years.

 

NMS Los Angeles Multifamily Portfolio – Submarket Inventory Growth and Rent Growth(1)
  Santa Monica West Los Angeles Northridge Canoga Park
Year Inventory
Growth
Vacancy Rent
Growth
Inventory
Growth
Vacancy Rent
Growth
Inventory
Growth
Vacancy Rent
Growth
Inventory
Growth
Vacancy Rent
Growth
2011 0.0% 3.3% 2.2% 0.4% 4.1% 1.1% 0.0% 3.0% 1.7% 2.6% 6.8% 1.6%
2012 0.2% 3.0% 3.7% 0.2% 3.4% 4.4% 0.0% 2.4% 2.8% 0.5% 5.2% 3.9%
2013 0.7% 2.8% 1.2% 0.2% 3.1% 1.3% 0.0% 2.0% 3.2% 4.1% 6.2% 4.6%
2014 0.8% 3.2% 2.6% 0.2% 2.9% 3.9% 0.0% 1.5% 2.0% 0.0% 5.0% 1.2%
2015 0.0% 3.0% 2.1% 0.1% 2.9% 2.4% 0.0% 1.3% 2.5% 0.0% 4.3% 2.3%
Avg. 0.3% 3.1% 2.4% 0.2% 3.3% 2.6% 0.0% 2.0% 2.4% 1.4% 5.5% 2.7%
(1)Source: Market Research Report.

 

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

36
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Cash Flow Analysis.

 

Cash Flow Analysis
  2013 2014 T-12 6/30/2015 T-3 6/30/2015 Annualized U/W U/W per Unit
Gross Potential Rent(1)     $10,534,060 $10,944,140 $11,107,643 $11,151,132     $11,281,164 $29,378
Total Other Income(2) 328,176 545,392 578,080 586,980 582,021 1,516
Less: Vacancy & Concessions(3) (1,868,645) (1,597,137) (1,365,050) (1,116,340)     (1,022,203) (2,662)
Effective Gross Income $8,993,590 $9,892,396 $10,320,673 $10,621,772 $10,840,983 $28,232
Total Operating Expenses(4) 2,958,570 2,879,423 2,948,022 2,948,022 2,859,551 7,447
Net Operating Income $6,035,021 $7,012,972 $7,372,650 $7,673,750 $7,981,432 $20,785
Capital Expenditures 0 0 0 0 96,000 250
Net Cash Flow(5)  $6,035,021 $7,012,972 $7,372,650 $7,673,750  $7,885,432 $20,535
             
(1)U/W Gross Potential Rent is based on the rent rolls as of August 25, 2015.
(2)Other Income includes, among other things, commercial rental income and furnished unit rental income.
(3)Vacancy & Concessions collectively represents 9.1% of U/W Gross Potential Rent. Vacancy represents approximately 4.0% of U/W Gross Potential Rent. As of August 25, 2015, in-place vacancy at the NMS Los Angeles Multifamily Portfolio Properties is 0.8%. The appraiser concluded an average market vacancy rate of 4.0%.
(4)Taxes are based on the T-12 actual taxes for the period ending June 30, 2015.
(5)The increase in Net Cash Flow from 2013 to U/W is the result of, among other things:  (1) four newly built units coming online in 2014 at the Luxe at 1548 Property, (2) general re-stabilization following displacement/disruption during the construction period (2013-2014) of the four units at the Luxe at 1548 Property, (3) general re-stabilization following displacement/disruption at the Luxe at 1548 Property and Luxe at 1539 Property as result of the 2013-2014 ongoing construction of the adjacent Santa Monica Light Rail Expo, (4)  initiation of furnished rental program in 2014,  (5) NMS at Northridge Property rental rate growth resulting from ongoing interior unit renovations, (6)  commercial space leasing and (7) general market rent growth.

 

Property Management. The NMS Los Angeles Multifamily Portfolio Properties are managed by NMS Properties, Inc. a California corporation and an affiliate of the borrowers.

 

Lockbox / Cash Management.  The NMS Los Angeles Multifamily Portfolio Loan is structured with a springing soft lockbox and springing cash management. A soft lockbox, in-place cash management and an excess cash flow sweep will occur during a Cash Trap Period.

 

A “Cash Trap Period” will occur (i) during an event of default, (ii) during any bankruptcy action of the borrowers, guarantors or property manager or (iii) upon the failure of the borrowers after the end of two consecutive calendar quarters to maintain an aggregate NMS Los Angeles Multifamily Portfolio Loan debt service coverage ratio of at least 1.20x until the debt service coverage ratio is at least 1.25x for two consecutive calendar quarters.

 

Initial Reserves. At loan closing, the borrowers deposited (i) $633,333 into a tax reserve account, (ii) $52,199 into an insurance reserve account and (iii) $199,100 into a required repairs reserve account, which represents approximately 125.0% of the engineer’s estimated immediate repairs.

 

Ongoing Reserves.  On a monthly basis, the borrowers are required to deposit reserves of (i) 1/12 of the estimated annual real estate taxes, which currently equates to $79,167, into a tax reserve account, (ii) 1/12 of the annual insurance premiums, which currently equates to $10,440, into an insurance reserve account and (iii) $8,000 ($250 per unit annually) into a capital expenditure account.

 

Current Mezzanine or Subordinate Indebtedness.  None.

 

Future Mezzanine or Subordinate Indebtedness Permitted.  None.

 

Partial Release. On any payment date after the lockout period, the borrower may obtain the release of any NMS Los Angeles Multifamily Portfolio Property, provided, among other things, (i) no event of default has occurred and (ii) the borrowers deliver defeasance collateral in an amount equal to the greater of (a) 125% of the related allocated loan amount for the individual property being released, (b) 100% of the net sales proceeds with respect to such property or (c) the amount necessary to satisfy the requirements that (i) the combined LTV of the remaining properties is less than or equal to the lesser of (x) 68.8% or (y) the LTV immediately prior to the release, (ii) the combined DSCR of the remaining properties is at least equal to the greater of (x) 1.20x or (y) the DSCR immediately prior to the release, (iii) the combined debt yield of the remaining properties is at least equal to the greater of (x) 6.0% or (y) the debt yield immediately prior to the release and (iv) the loan documents require that two of the following properties: (A) the Luxe at 1759 Property, (B) the NMS at Warner Center Property or (C) the NMS at Northridge Property be released before a release of the Luxe at 1548 Property or Luxe at 1539 Property is permitted.

 

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

37
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

Letter of Credit. The Luxe at 1548 Property is subject to a springing deed restriction by the city of Santa Monica to provide 19 units of affordable housing. The loan sponsors agreed with the city to build a multifamily building at a nearby location (the “New Building”) and provide the affordable housing units at that property (which property will not be collateral for the NMS Los Angeles Portfolio Loan). In the event the New Building provides the required affordable housing units, the city is required to release the deed restriction. In the event the sponsors have not made affordable housing units available at the New Building, the city may require that the borrowers lease 19 units at the Luxe at 1548 Property to low income tenants as units become vacant. The appraisal did not consider the springing deed restriction. However, the borrowers delivered a $7.0 million evergreen letter of credit to lender as additional collateral for the NMS Los Angeles Multifamily Loan and the loan sponsors provided a personal guarantee with respect to the last $7.0 million of principal repaid under the NMS Los Angeles Multifamily Loan. The letter of credit and the personal guarantee will be released upon a release of the deed restriction encumbering the Luxe at 1548 Property or in the event the Luxe at 1548 Property is released from the lien of the security instrument in accordance with the loan documents. Pursuant to the August 14, 2015 appraisal (before the springing deed restriction), the appraised value for this property was $37,100,000. This value was used in the calculation of the sum of the value of each of the properties on an individual basis. On October 8, 2014, the appraiser provided a supplemental appraisal that included a hypothetical value of $31,100,000 in the event the 19 units are subject to Section 8 restrictions and $26,330,000 in the event the 19 units are subject to HUD restrictions.

 

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

38
 

 

Various, California

Collateral Asset Summary – Loan No. 2

NMS Los Angeles Multifamily
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$65,000,000

68.8%

1.31x

6.7%

 

(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.

39
 

 

Various, TX 

Collateral Asset Summary – Loan No. 3

Sandalwood Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$62,912,576

63.3%

1.60x

10.2%

  

 

 

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

40
 

 

Various, TX 

Collateral Asset Summary – Loan No. 3

Sandalwood Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$62,912,576

63.3%

1.60x

10.2%

 

Mortgage Loan Information
Loan Seller: GACC
Loan Purpose: Refinance
Sponsor: Thomas D. Crowson, Sr., M.D.
Borrower(1): Various
Original Balance: $63,000,000
Cut-off Date Balance: $62,912,576
% by Initial UPB: 6.8%
Interest Rate: 4.2100%
Payment Date: 6th of each month
First Payment Date: October 6, 2015
Maturity Date: September 6, 2025
Amortization: 360 months
Additional Debt: None
Call Protection(2): L(25), D(90), O(5)
Lockbox / Cash Management: Soft / Springing

 

Reserves(3)
  Initial Monthly
Taxes: $1,322,157 $165,270
Insurance: $175,000 Springing
Replacement: $0 $41,100
Required Repairs: $497,169  NAP

 

Financial Information
Cut-off Date Balance / Unit: $38,268
Balloon Balance / Unit: $30,672
Cut-off Date LTV(4): 63.3%
Balloon LTV(4): 50.8%
Underwritten NOI DSCR: 1.73x
Underwritten NCF DSCR: 1.60x
Underwritten NOI Debt Yield: 10.2%
Underwritten NCF Debt Yield: 9.4%
Underwritten NOI Debt Yield at Balloon: 12.7%
Underwritten NCF Debt Yield at Balloon: 11.8%

 

Property Information
Single Asset / Portfolio: Portfolio of seven properties
Property Type: Garden Multifamily
Collateral: Fee Simple
Location: Various, TX
Year Built / Renovated: Various
Total Units: 1,644
Property Management: Sandalwood Management, Inc.
Underwritten NOI: $6,421,137
Underwritten NCF: $5,927,937
Appraised Value(4): $99,310,000
Appraisal Date: July 13, 2015
 
Historical NOI
Most Recent NOI(5): $6,017,102 (T-12 June 30, 2015)
2014 NOI(5): $6,448,976 (December 31, 2014)
2013 NOI: $6,406,928 (December 31, 2013)
2012 NOI: $5,872,126 (December 31, 2012)
 
Historical Occupancy
Most Recent Occupancy: 96.4% (July 31, 2015)
2014 Occupancy(5): 90.5% (December 31, 2014)
2013 Occupancy(5): 94.3% (December 31, 2013)
2012 Occupancy: NAV
(1)The borrowers under the Sandalwood Portfolio Loan are SAT Brandon Oaks Apts., LTD.; TX Arlington Oaks Apts., LTD.; Cimarron Crossing Apts., LTD.; SAT Oaks of Northgate Apts., LTD.; Sugar Tree Apts., LTD.; Sundance Apts., LTD.; WEB Lakeshire Place Apts., LTD.
(2)Partial release is permitted. See “Partial Release” herein.
(3)See “Initial Reserves” and “Ongoing Reserves” herein.
(4)The portfolio Appraised Value of $99.31 million reflects a premium attributed to the aggregate value of the Sandalwood Portfolio Properties as a whole. The sum of the value of each of the Sandalwood Portfolio Properties on an individual basis is $97.58 million, which represents a Cut-off Date LTV and Balloon LTV of 64.5% and 51.7%, respectively.
(5)The decline in Most Recent NOI compared to 2014 NOI and the decline in 2014 Occupancy compared to 2013 Occupancy reflects the renovation of 24 units damaged in a fire at the Oaks of Northgate Property. The units were totally renovated and have re-entered the leasing pool as of August 2015.

 

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

41
 

Various, TX 

Collateral Asset Summary – Loan No. 3

Sandalwood Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$62,912,576

63.3%

1.60x

10.2%

               
Portfolio Summary
Property Name    Location Units Year Built / Renovated Allocated Loan Amount Appraised Value(1) Occupancy(2)
Oaks of Northgate San Antonio, TX 276 1985 / 2015 $10,550,000 $16,400,000 89.9%
Cimarron Crossing Austin, TX 160 1981 / NAP $10,450,000 $15,460,000 100.0%
Brandon Oaks San Antonio, TX 276 1986 / 2015 $10,200,000 $17,200,000 96.4%
Sugar Tree Apartments Corpus Christi, TX 250 1983 / NAP $9,450,000 $13,650,000 94.4%
Arlington Oaks Arlington, TX 202 1981 / NAP $8,500,000 $12,630,000 98.0%
Lakeshire Place Webster, TX 304 1979 / NAP $8,250,000 $14,140,000 98.7%
Sundance Apartments San Antonio, TX 176 1972 / NAP $5,600,000 $8,100,000 100.0%
Total / Wtd. Avg.   1,644   $63,000,000 $97,580,000 96.4%
Total with Portfolio Premium         $99,310,000  
(1)The portfolio Appraised Value of $99.31 million reflects a premium attributed to the aggregate value of the Sandalwood Portfolio Properties as a whole. The sum of the value of each of the Sandalwood Portfolio Properties on an individual basis is $97.58 million.
(2)Occupancy based on rent rolls dated July 31, 2015.

 

The Loan. The Sandalwood Portfolio loan (the “Sandalwood Portfolio Loan”) is a fixed rate loan secured by the borrowers’ fee simple interest in a 1,644 unit multifamily portfolio located in Texas within the cities of San Antonio, Austin, Corpus Christi, Arlington and Webster, collectively the “Sandalwood Portfolio Properties” with an original principal balance of $63.0 million. The Sandalwood Portfolio Loan has a 10-year term and amortizes on a 30-year schedule. The Sandalwood Portfolio Loan accrues interest at a fixed rate of 4.2100% and has a cut-off date balance of $62,912,576. The Sandalwood Portfolio Loan proceeds were used to refinance the refinance approximately $37.7 million of existing debt, fund upfront reserves of approximately $2.0 million, pay closing costs of approximately $0.8 million and return approximately $22.5 million of equity to the borrower. Based on the portfolio appraised value of $99.31 million, the cut-off date LTV is 63.3%. The most recent prior financing of the Sandalwood Portfolio Properties was included in the COMM 2006-C7 securitization.

 

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Mortgage Loan $63,000,000 100.0%   Loan Payoff $37,742,526 59.9%
        Reserves $1,994,325 3.2%
        Closing Costs $776,231 1.2%
        Return of Equity $22,486,917 35.7%
Total Sources $63,000,000 100.0%   Total Uses $63,000,000 100.0%

 

The Borrowers / Sponsor.   The borrowers, SAT Brandon Oaks Apts., LTD., TX Arlington Oaks Apts., LTD., Cimarron Crossing Apts., LTD., SAT Oaks of Northgate Apts., LTD., Sugar Tree Apts., LTD., Sundance Apts., LTD., WEB Lakeshire Place Apts., LTD., are each Texas limited partnerships with two independent directors. Thomas D. Crowson, Sr., M.D. is the sponsor of each of the borrowers and the non-recourse carve-out guarantor for the Sandalwood Portfolio Loan.

 

Thomas D. Crowson, Sr., M.D. has been in the multifamily and commercial real estate business since the 1970s and his current commercial real estate holdings include approximately 2,361 apartment units in Texas, Mississippi and Arkansas; five new and used car dealerships in Mississippi; eight Newks Eatery Restaurants in Birmingham, Alabama, as well as in Austin and Houston, Texas; two Country Clubs/Golf Courses in Florida and Mississippi; and a Modular Home Builder in Georgia.

  

The Properties. The Sandalwood Portfolio Properties consists of seven Class B/C garden-style apartment complexes located in Texas, within five markets, including San Antonio, Austin, Corpus Christi, Arlington and Webster. The properties were built between 1972 and 1986, and acquired by the sponsor between 1993 and 1995. Since acquisition, the sponsor invested approximately $12.3 million ($7,501/unit) including approximately $1.6 million ($954/unit) spent in 2015 for capital improvements to renovate and update each of the Sandalwood Portfolio Properties. Amenities at each of the properties generally include a pool, fitness center, leasing office, resident clubhouse and laundry room. Unit amenities generally feature a standard appliance package, washer and dryers, and balcony or patios.

 

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

42
 

 

Various, TX 

Collateral Asset Summary – Loan No. 3

Sandalwood Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$62,912,576

63.3%

1.60x

10.2%

 

Land Use Restriction Agreement: Five of the seven properties are subject to a Land Use Restriction Agreement (“LURA”) requiring 523 units (31.8%) to be leased to tenants who earn less than 80% of the area’s median income (“Low Income Tenants”) and to tenants who earn less than 50% of area median income (“Very Low Income Tenants”). The remaining 1,121 units (68.2%) can be leased at market rents. The LURA’s restrictions can be terminated in one of three ways: 1) a total casualty or condemnation of the applicable property, 2) through lender foreclosure proceedings or other exercise of lender’s remedies under the Mortgage, or 3) through the natural expiration of time (i.e. the later of 40 years from the date of execution of the Agreement or 50 years from the date the property was initially occupied as a multifamily property). Salient details about the 523 units (31.8%) across the properties that are subject to these restrictions are detailed below:

 

Land Use Restriction Agreement(1)
Property Name Subject to
LURA
Subject to
Master LURA
Total Units Restricted
Units
%
Restricted
Restricted Low
Income (80%)
Very Low Income
(50%)
LURA
Expiration
Oaks of Northgate Yes Yes 276 97 35.1% 41 56 2033
Cimarron Crossing No No 160 0 0.0% 0 0 NAP
Brandon Oaks Yes Yes 276 138 50.0% 82 56 2033
Sugar Tree Apartments Yes Yes 250 88 35.2% 38 50 2034
Arlington Oaks No No 202 0 0.0% 0 0 NAP
Lakeshire Place Yes No 304 107 35.2% 46 61 2034
Sundance Apartments Yes Yes 176 93 52.8% 55 38 2033
Total     1,644 523 31.8% 262 261  
(1)Source: LURA Agreements and MLURA Agreements for Oaks of Northgate, Brandon Oaks, Lakeshire Place, Sugar Tree Apartments and Sundance Apartments.

 

According to the Sugar Tree Apartments appraisal, the Low Income Tenant rents do not impact rent levels that can be achieved at the properties subject to the LURA, because the monthly rental rates for both tenants that pay market level rents and Low Income Tenants are the same. However, the rental rates that Very Low Income Tenants pay are discounted when compared to market rental rates. Four of the five properties subject to the LURA, are also subject to Master LURAs (as indicated above), which designate occupancy requirements on a portfolio basis. The Master LURAs provide the sponsor with the flexibility to allocate the income restricted units across the portfolio which helps manage vacancy, rental rates, and move-outs across the portfolio.

 

Oaks of Northgate (16.7% of Total Loan Amount) is a 276-unit Class B garden-style apartment complex located at 8000 Oakdell Way in San Antonio, Texas. Built in 1985, and renovated in 2015, the property contains 19, two and three-story residential buildings. The property underwent renovations in 2015, consisting of complete renovations to 24 units that were damaged in a fire at building one. The units have been totally renovated and have re-entered the leasing pool in August. According to the sponsor, rents on these units are projected to be higher than comparable size units in the other buildings at this property and the units are expected to lease-up in a short period. The property has a total of 419 open surface parking spaces which equates to a parking ratio of 1.5 spaces per unit. As of July 31, 2015, Oaks of Northgate was 89.9% occupied. Concessions are currently offered on the one-bedroom units and are reflected in the quoted rents shown below. 

                     
  Unit Mix Summary – Oaks of Northgate(1)
Unit Type

#
of Units

Unit Size
(Sq. Ft.)
% of Total
Units
Occupied
Units
Occupancy
Rate
Avg. Monthly
Rental Rate
Avg. Monthly
Rental Rate
PSF
Monthly
Market
Rental Rate(2)
Monthly
Market Rate
PSF (2)
1 Bed / 1 Bath 72 660 26.1% 70 97.2% $650 $0.99 $625 $0.95
1 Bed / 1 Bath(3) 8 660 2.9%      0(4) 0.0% NAV(4) NAV(4) $675 $1.02
1 Bed / 1 Bath(5) 16 660 5.8%      0(4) 0.0% NAV(4) NAV(4) $775 $1.17
1 Bed / 1 Bath 44 710 15.9% 44 100.0% $671 $0.95 $640 $0.90
2 Bed / 2 Bath 64 838 23.2% 62 96.9% $753 $0.90 $765 $0.91
2 Bed / 2 Bath 72 966 26.1% 72 100.0% $825 $0.85 $840 $0.87
Total / Wtd. Avg. 276 789 100.0% 248 89.9% $730 $0.93 $726 $0.92
(1)Source: July 31, 2015 rent roll.
(2)Source: Appraisal.
(3)Units fully renovated after a building fire. The units that received upgraded flooring and appliances command a $50 premium according to management.
(4)Occupied units exclude 24 units significantly damaged in a fire. Renovations were completed in August 2015 and the units are in the process of being leased.
(5)Units fully renovated after a building fire, and command a $150 premium according to management.

 

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

43
 

 

Various, TX 

Collateral Asset Summary – Loan No. 3

Sandalwood Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$62,912,576

63.3%

1.60x

10.2%

 

Cimarron Crossing (16.6% of Total Loan Amount) is a 160-unit Class B garden-style apartment complex located at 9500 Jollyville Road in Austin, Texas. Built in 1981, the property contains 34, one- and two-story residential buildings. The property has 263 surface parking spaces for a parking ratio of 1.6 spaces per unit. As of July 31, 2015, Cimarron Crossing was 100.0% occupied.

 

Unit Mix Summary – Cimarron Crossing(1)
Unit Type

#
of Units

Unit Size
(Sq. Ft.)
% of Total
Units
Occupied
Units
Occupancy
Rate
Avg. Monthly
Rental Rate
Avg. Monthly Rental Rate
PSF
Monthly
Market
Rental Rate(2)
Monthly
Market Rate
PSF (2)
Studio 24 400 15.0% 24 100.0% $690 $1.73 $725 $1.81
1 Bed / 1 Bath 62 700 38.8% 62 100.0% $842 $1.20 $860 $1.23
1 Bed / 1 Bath 30 750 18.8% 30 100.0% $867 $1.16 $900 $1.20
1 Bed / 1 Bath 8 780 5.0% 8 100.0% $957 $1.23 $1,000 $1.28
2 Bed / 2.5 Bath 12 1,020 7.5% 12 100.0% $1,106 $1.08 $1,189 $1.17
2 Bed / 2 Bath 24 1,025 15.0% 24 100.0% $1,084 $1.06 $1,200 $1.17
Total / Wtd. Avg. 160 741 100.0% 160 100.0% $886 $1.24 $930 $1.25
(1)Source: July 31, 2015 rent roll.
(2)Source: Appraisal.

 

Brandon Oaks (16.2% of Total Loan Amount) is a 276-unit, Class B garden-style apartment complex located at 800 Vista Valet in San Antonio, Texas. Built in 1986, and renovated in 2015, the property contains 29, two- and three-story residential buildings. The property renovation in 2015 included interior upgrades, new carpet and vinyl, appliances, upgrades to the office and club house, in addition to landscaping upgrades, some of which are currently on-going. The property has 419 surface parking spaces and a parking ratio of 1.5 spaces per unit. As of July 31, 2015, Brandon Oaks was 96.4% occupied.

 

Unit Mix Summary – Brandon Oaks(1)
Unit Type # of
Units

Unit Size
(Sq. Ft.)

% of Total
Units
Occupied
Units
Occupancy
Rate
Avg. Monthly
Rental Rate
Avg. Monthly
Rental Rate
PSF
Monthly
Market
Rental Rate(2)
Monthly
Market Rate
PSF(2)
1Bed / 1Bath 41 506 14.9% 40 97.6% $580 $1.15 $575 $1.14
1Bed / 1Bath 19 506 6.9% 19 100.0% $575 $1.14 $575 $1.14
2Bed / 1Bath 56 855 20.3% 54 96.4% $768 $0.90 $770 $0.90
2Bed / 1Bath 72 944 26.1% 70 97.2% $803 $0.85 $825 $0.87
2Bed / 2Bath 56 1,037 20.3% 53 94.6% $881 $0.85 $880 $0.85
3Bed / 2Bath 32 1,174 11.6% 30 93.8% $1,091 $0.93 $1,054 $0.90
Total / Wtd. Avg.  276 876 100.0% 266 96.4% $794 $0.91 $797 $0.91
(1)Source: July 31, 2015 rent roll.
(2)Source: Appraisal.

 

Sugar Tree Apartments (15.0% of Total Loan Amount) is a 250-unit Class B garden-style apartment complex located at 8050 South Padre Island Drive in Corpus Christi, Texas. Built in 1983, the property contains 16, two- and three-story residential buildings. The property has 439 open surface parking spaces which equates to a parking ratio of 1.8 spaces per unit. As of July 31, 2015, Sugar Tree Apartments was 94.4% occupied.

 

Unit Mix Summary – Sugar Tree Apartments(1)
Unit Type #of Units

Unit Size

(Sq. Ft.)

% of Total Units Occupied Units Occupancy
Rate
Avg. Monthly
Rental Rate
Avg. Monthly
Rental Rate
PSF
Monthly
Market
Rental Rate(2)
Monthly
Market Rate
PSF(2)
1Bed / 1Bath 80 540 32.0% 79 98.8% $681 $1.26 $705 $1.31
1Bed / 1Bath 16 600 6.4% 16 100.0% $727 $1.21 $750 $1.25
1Bed / 1Bath 50 670 20.0% 46 92.0% $765 $1.14 $765 $1.14
1Bed / 1Bath 24 745 9.6% 15 62.5% $843 $1.13 $800 $1.07
1Bed / 1Bath 12 890 4.8% 12 100.0% $869 $0.98 $900 $1.01
2Bed / 1Bath 24 825 9.6% 24 100.0% $879 $1.07 $905 $1.10
2Bed / 1.5Bath 8 1,125 3.2% 8 100.0% $1,026 $0.91 $1,050 $0.93
2Bed / 2Bath 36 1,000 14.4% 36 100.0% $994 $0.99 $1,000 $1.00
Total / Wtd. Avg.  250 719 100.0% 236 94.4% $800 $1.11 $811 $1.13
(1)Source: July 31, 2015 rent roll.
(2)Source: Appraisal.

 

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

44
 

 

Various, TX 

Collateral Asset Summary – Loan No. 3

Sandalwood Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$62,912,576

63.3%

1.60x

10.2%

 

Arlington Oaks (13.5% of Total Loan Amount) is a 202-unit Class B garden-style apartment complex located at 1111 Honeysuckle Way in Arlington, Texas. Built in 1981, the property contains 20, one-, two-, and three-story residential buildings. The property has 362 surface parking spaces which equates to a parking ratio of 1.8 spaces per unit. As of July 31 2015, Arlington Oaks was 98.0% occupied. The Arlington Oaks property is legal non-conforming as to zoning with respect to the use of the property as a multifamily dwelling. For additional information, see “Risk Factors—Risks Related to the Mortgage Loans—Risks Related to Zoning Laws” in the free writing prospectus.

 

Unit Mix Summary – Arlington Oaks(1)
Unit Type # of
Units

Unit Size
(Sq. Ft.)

% of Total
Units
Occupied
Units
Occupancy
Rate
Avg. Monthly
Rental Rate
Avg. Monthly
Rental Rate
PSF
Monthly
Market Rental
Rate(2)
Monthly
Market Rate
PSF (2)
1 Bed / 1 Bath 78 556 38.6% 78 100.0% $601 $1.08 $645 $1.16
1 Bed / 1 Bath 30 684 14.9% 30 100.0% $637 $0.93 $685 $1.00
1 Bed / 1 Bath 20 775 9.9% 20 100.0% $723 $0.93 $760