FWP 1 n2231_ts-x4.htm FREE WRITING PROSPECTUS

    FREE WRITING PROSPECTUS
    FILED PURSUANT TO RULE 433
    REGISTRATION FILE NO.: 333-228375-04
     

 

     

 

BANK 2020-BNK27

 

Free Writing Prospectus

Structural and Collateral Term Sheet

 

$617,857,668

(Approximate Total Mortgage Pool Balance)

 

$525,333,000

(Approximate Offered Certificates)

 

Banc of America Merrill Lynch Commercial Mortgage Inc.

 

as Depositor

 

Wells Fargo Bank, National Association

Bank of America, National Association

Morgan Stanley Mortgage Capital Holdings LLC

as Sponsors and Mortgage Loan Sellers

 

 

 

Commercial Mortgage Pass-Through Certificates

Series 2020-BNK27

 

June 15, 2020

 

BofA SECURITIES

Co-Lead Bookrunner Manager

MORGAN STANLEY

Co-Lead Bookrunner Manager

WELLS FARGO SECURITIES

Co-Lead Bookrunner Manager

     

Academy Securities, Inc.

Co-Manager

 

Drexel Hamilton

Co-Manager

     

 

STATEMENT REGARDING THIS FREE WRITING PROSPECTUS

 

The depositor has filed a registration statement (including a prospectus) with the SEC (File No. 333-228375) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, the depositor or any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll free 1-866-294-1322 or by email to dg.Prospectus_Requests@baml.com.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

 

 

BANK 2020-BNK27  

 

 

Neither this Term Sheet nor anything contained herein shall form the basis for any contract or commitment whatsoever. The information contained herein is preliminary as of the date hereof. This Term Sheet is subject to change, completion or amendment from time to time. The information contained herein will be superseded by similar information delivered to you as part of the Preliminary Prospectus. The information contained herein supersedes any such information previously delivered. The information contained herein should be reviewed only in conjunction with the entire Preliminary Prospectus. All of the information contained herein is subject to the same limitations and qualifications contained in the Preliminary Prospectus. The information contained herein does not contain all relevant information relating to the underlying mortgage loans or mortgaged properties. Such information is described in the Preliminary Prospectus. The information contained herein will be more fully described in the Preliminary Prospectus. The information contained herein should not be viewed as projections, forecasts, predictions or opinions with respect to value. Prior to making any investment decision, prospective investors are strongly urged to read the Preliminary Prospectus in its entirety. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this Term Sheet is truthful or complete. Any representation to the contrary is a criminal offense.

 

Wells Fargo Securities is the trade name for the capital markets and investment banking services of Wells Fargo & Company and its subsidiaries, including but not limited to Wells Fargo Securities, LLC, a member of the New York Stock Exchange, the Financial Industry Regulatory Authority (“FINRA”), the National Futures Association (“NFA”) and the Securities Investor Protection Corporation (“SIPC”), Wells Fargo Prime Services, LLC, a member of FINRA, NFA and SIPC, and Wells Fargo Bank, National Association. Wells Fargo Securities, LLC and Wells Fargo Prime Services, LLC are distinct entities from affiliated banks and thrifts.

 

IMPORTANT NOTICE RELATING TO AUTOMATICALLY GENERATED EMAIL DISCLAIMERS

 

Any legends, disclaimers or other notices that may appear at the bottom of, or attached to, the email communication to which this Term Sheet may have been attached are not applicable to this Term Sheet and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of this Term Sheet having been sent via Bloomberg or another email system.

 

IMPORTANT NOTICE REGARDING THE CONDITIONS FOR THIS OFFERING OF ASSET-BACKED SECURITIES

 

THE ASSET-BACKED SECURITIES REFERRED TO IN THIS TERM SHEET ARE BEING OFFERED WHEN, AS AND IF ISSUED. IN PARTICULAR, YOU ARE ADVISED THAT THE ASSET-BACKED SECURITIES, AND THE ASSET POOL BACKING THEM, ARE SUBJECT TO MODIFICATION OR REVISION (INCLUDING, AMONG OTHER THINGS, THE POSSIBILITY THAT ONE OR MORE CLASSES OF SECURITIES MAY BE SPLIT, COMBINED OR ELIMINATED), AT ANY TIME PRIOR TO ISSUANCE OR AVAILABILITY OF A FINAL PROSPECTUS. AS A RESULT, YOU MAY COMMIT TO PURCHASE SECURITIES THAT HAVE CHARACTERISTICS THAT MAY CHANGE, AND YOU ARE ADVISED THAT ALL OR A PORTION OF THE SECURITIES MAY NOT BE ISSUED THAT HAVE THE CHARACTERISTICS DESCRIBED IN THIS TERM SHEET. OUR OBLIGATION TO SELL SECURITIES TO YOU IS CONDITIONED ON THE SECURITIES AND THE UNDERLYING TRANSACTION HAVING THE CHARACTERISTICS DESCRIBED IN THIS TERM SHEET. IF WE DETERMINE THAT THE FOREGOING CONDITION IS NOT SATISFIED IN ANY MATERIAL RESPECT, WE WILL NOTIFY YOU, AND NEITHER THE ISSUING ENTITY NOR ANY UNDERWRITER WILL HAVE ANY OBLIGATION TO YOU TO DELIVER ALL OR ANY PORTION OF THE SECURITIES WHICH YOU HAVE COMMITTED TO PURCHASE, AND THERE WILL BE NO LIABILITY BETWEEN US AS A CONSEQUENCE OF THE NON-DELIVERY.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-2 

 

 

BANK 2020-BNK27 Structural Overview

 

 

Offered Certificates

 

                 
Class Expected Ratings
(Fitch/KBRA/Moody’s)(1)
Approximate Initial
Certificate Balance
or Notional
Amount(2)
Approximate
Initial Credit
Support(3)
Pass-Through
Rate
Description
Expected
Weighted
Average Life
(Years)(4)
Expected
Principal
Window
(Months)(4)
Certificate
Principal
UW NOI
Debt
Yield(5)
Certificate
Principal
to Value
Ratio(6)
Class A-1 AAAsf/AAA(sf)/Aaa(sf) $2,528,000 30.000% (7) 3.00 1-60 18.5% 35.7%
Class A-SB AAAsf/AAA(sf)/Aaa(sf) $4,339,000 30.000% (7) 7.32 60-114 18.5% 35.7%
Class A-4(8) AAAsf/AAA(sf)/Aaa(sf) (8)(9) 30.000% (7)(8) (9) (9) 18.5% 35.7%
Class A-5(8) AAAsf/AAA(sf)/Aaa(sf) (8)(9) 30.000% (7)(8) (9) (9) 18.5% 35.7%
Class X-A AAAsf/AAA(sf)/Aaa(sf) $410,875,000(10) N/A Variable IO(11) N/A N/A N/A N/A
Class X-B A-sf/AAA(sf)/NR $114,458,000(10) N/A Variable IO(11) N/A N/A N/A N/A
Class A-S(8) AAAsf/AAA(sf)/Aa2(sf) $68,968,000(8) 18.250% (7)(8) 9.72 117-117 15.9% 41.7%
Class B AA-sf/AA-(sf)/NR $24,213,000 14.125% (7) 9.74 117-118 15.1% 43.8%
Class C A-sf/A-(sf)/NR $21,277,000 10.500% (7) 9.80 118-118 14.5% 45.7%

 

Privately Offered Certificates(12)

 

                 
Class Expected Ratings
(Fitch/KBRA/Moody’s)(1)
Approximate Initial
Certificate Balance
or Notional
Amount(2)
Approximate
Initial Credit
Support(3)
Pass-Through
Rate
Description
Expected
Weighted
Average Life
(Years)(4)
Expected
Principal
Window
(Months)(4)
Certificate
Principal
UW NOI
Debt
Yield(5)
Certificate
Principal
to Value
Ratio(6)
Class D BBBsf/BBB(sf)/NR $16,875,000 7.625% (7) 9.80 118-118 14.1% 47.1%
Class X-D BBBsf/BBB(sf)/NR $16,875,000 (10) N/A Variable IO(11) N/A N/A N/A N/A
Class E BBB-sf/BBB-(sf)/NR $5,870,000 6.625% (7) 9.80 118-118 13.9% 47.6%
Class F BB+sf/BB-(sf)/NR $10,272,000 4.875% (7) 9.80 118-118 13.6% 48.5%
Class G B+sf/B-(sf)/NR $5,869,000 3.875% (7) 9.80 118-118 13.5% 49.0%
Class H NR/NR/NR $22,745,784 0.000% (7) 9.80 118-118 13.0% 51.0%

 

Non-Offered Eligible Vertical Interest(12)

 

Class Expected Ratings
(Fitch/KBRA/Moody’s)(1)
Approximate
Initial Certificate
Balance or
Notional
Amount(2)
Approximate
Initial Credit
Support(3)
Pass-Through
Rate
Description
Expected
Weighted
Average Life
 (Years)(4)
Expected
Principal
Window
 (Months)(4)
Certificate
Principal
UW NOI
Debt
Yield
Certificate
Principal
to Value
Ratio
RR Interest NR/NR/NR $30,892,883.40 N/A (13) 9.58 1-118 N/A N/A

 

 

(1)Ratings shown are those of Fitch Ratings, Inc. (“Fitch”), Kroll Bond Rating Agency, LLC (“KBRA”) and Moody’s Investors Service, Inc. (“Moody’s”). Certain nationally recognized statistical rating organizations that were not hired by the depositor may use information they receive pursuant to Rule 17g-5 under the Securities Exchange Act of 1934, as amended, or otherwise to rate the certificates. There can be no assurance as to what ratings a non-hired nationally recognized statistical rating organization would assign. See “Risk Factors—Other Risks Relating to the Certificates—Nationally Recognized Statistical Rating Organizations May Assign Different Ratings to the Certificates; Ratings of the Certificates Reflect Only the Views of the Applicable Rating Agencies as of the Dates Such Ratings Were Issued; Ratings May Affect ERISA Eligibility; Ratings May Be Downgraded” and “Ratings” in the Preliminary Prospectus to be dated on or about the date hereof (the “Preliminary Prospectus”). Capitalized terms used but not defined herein have the meanings assigned to such terms in the Preliminary Prospectus.

 

(2)Approximate, subject to a permitted variance of plus or minus 5% and further subject to the discussion in footnote (9) below. In addition, the notional amounts of the Class X-A, Class X-B and Class X-D certificates may vary depending upon the final pricing of the classes of principal balance certificates or trust components whose certificate or principal balances comprise such notional amounts, and, if as a result of such pricing the pass-through rate of any class of the Class X-A, Class X-B and Class X-D certificates, as applicable, would be equal to zero at all times, such class of certificates will not be issued on the closing date of this securitization.

 

(3)The approximate initial credit support percentages set forth for the certificates are approximate and, for the Class A-1, Class A-SB, Class A-4 and Class A-5 certificates, are presented in the aggregate, taking into account the principal balances of the Class A-4 and Class A-5 trust components. The approximate initial credit support percentage set forth for the Class A-S certificates represents the approximate credit support for the underlying Class A-S trust component. The RR Interest provides credit support only to the limited extent that it is allocated a portion of any losses incurred on the underlying mortgage loans, which such losses are allocated between it, on the one hand, and to the Non-Retained Certificates, on the other hand, pro rata in accordance with their respective Percentage Allocation Entitlements (as defined below). See “Credit Risk Retention” in the Preliminary Prospectus.

 

(4)The Expected Weighted Average Life and Expected Principal Window during which distributions of principal would be received as set forth in the foregoing table with respect to each class of certificates having a certificate balance are based on the assumptions set forth under “Yield and Maturity Considerations—Weighted Average Life” in the Preliminary Prospectus and on the assumptions that there are no prepayments, modifications or losses in respect of the mortgage loans and that there are no extensions or forbearances of maturity dates or anticipated repayment dates of the mortgage loans.

 

(5)Certificate Principal UW NOI Debt Yield for any class of principal balance certificates shown in the table above (other than the RR Interest) is calculated as the product of (a) the weighted average UW NOI Debt Yield for the mortgage pool, multiplied by (b) a fraction, the numerator of which is the aggregate initial certificate or principal balance of all the principal balance certificates, and the denominator of which is the sum of (x) the aggregate initial certificate or principal balance of the subject class of principal balance certificates (or, with respect to the Class A-4, Class A-5 or Class A-S certificates, the trust component with the same alphanumeric designation) and all other classes of principal balance certificates (other than the RR Interest), if any, that are senior to such class and (y) the outstanding certificate balance of the RR Interest, multiplied by the applicable RR Interest Computation Percentage. The Certificate Principal UW NOI Debt Yields of the Class A-1, Class A-SB, Class A-4 and Class A-5 certificates are calculated in the aggregate for those classes as if they were a single class. With respect to any class of principal balance certificates, the “RR Interest Computation Percentage” is equal to a fraction, expressed as a percentage, the numerator of which is the total initial certificate or principal balance of the subject class of principal balance certificates (or, with respect to the Class A-4, Class A-5 or Class A-S certificates, the trust component with the same alphanumeric designation) and all other classes of principal balance certificates (other than the RR Interest), if any, that are senior to such class, and the denominator of which is the sum of the aggregate initial certificate or principal balance of all the principal balance certificates (other than the RR Interest).

 

(6)Certificate Principal to Value Ratio for any class of principal balance certificates shown in the table above (other than the RR Interest) is calculated as the product of (a) the weighted average Cut-off Date LTV Ratio of the mortgage pool, multiplied by (b) a fraction, the numerator of which is the sum of (x) the aggregate initial certificate or principal balance of the

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-3 

 

 

BANK 2020-BNK27 Structural Overview

 

 

subject class of principal balance certificates (or, with respect to the Class A-4, Class A-5 or Class A-S certificates, the trust component with the same alphanumeric designation) and all other classes of principal balance certificates (other than the RR Interest), if any, that are senior to such class and (y) the outstanding certificate balance of the RR Interest, multiplied by the applicable RR Interest Computation Percentage, and the denominator of which is the aggregate initial certificate or principal balance of all the principal balance certificates. The Certificate Principal to Value Ratios of the Class A-1, Class A-SB, Class A-4 and Class A-5 certificates are calculated in the aggregate for those classes as if they were a single class.

 

(7)The pass-through rate for each class of the Class A-1, Class A-SB, Class A-4, Class A-5, Class A-S, Class B, Class C, Class D, Class E, Class F, Class G and Class H certificates will be one of the following: (i) a fixed rate per annum, (ii) a variable rate per annum equal to the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date, (iii) a variable rate per annum equal to the lesser of (a) a fixed rate and (b) the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date or (iv) a variable rate per annum equal to the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date minus a specified percentage. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the net mortgage interest rates will be adjusted as necessary to a 30/360 basis.

 

(8)The Class A-4-1, Class A-4-2, Class A-4-X1, Class A-4-X2, Class A-5-1, Class A-5-2, Class A-5-X1, Class A-5-X2, Class A-S-1, Class A-S-2, Class A-S-X1 and Class A-S-X2 certificates are also offered certificates. Such classes of certificates, together with the Class A-4, Class A-5 and Class A-S certificates, constitute the “Exchangeable Certificates”. The Class A-1, Class A-SB, Class B, Class C, Class D, Class E, Class F, Class G and Class H certificates, together with the RR Interest and the Exchangeable Certificates with a certificate balance, are referred to as the “principal balance certificates.” Each class of Exchangeable Certificates will have the certificate balance or notional amount and pass-through rate described below under “Exchangeable Certificates.”

 

(9)The exact initial principal balances or notional amounts of the Class A-4, Class A-4-X1, Class A-4-X2, Class A-5, Class A-5-X1 and Class A-5-X2 trust components (and consequently, the exact aggregate initial certificate balances or notional amounts of the Exchangeable Certificates with an “A-4” or “A-5” designation) are unknown and will be determined based on the final pricing of the certificates. However, the initial principal balances, weighted average lives and principal windows of the Class A-4 and Class A-5 trust components are expected to be within the applicable ranges reflected in the following chart. The aggregate initial principal balance of the Class A-4 and Class A-5 trust components is expected to be approximately $404,008,000, subject to a variance of plus or minus 5%. In the event that the Class A-5 trust component is issued with an initial certificate balance of $404,008,000, the Class A-4 trust component will not be issued and the Class A-5 trust component will be renamed Class A-4. The Class A-4-X1 and Class A-4-X2 trust components will have initial notional amounts equal to the initial principal balance of the Class A-4 trust component. The Class A-5-X1 and Class A-5-X2 trust components will have initial notional amounts equal to the initial principal balance of the Class A-5 trust component.

 

  Trust Components Expected Range of Initial Principal
Balance
Expected Range of Weighted Average
Life (Years)
Expected Range of Principal Window
(Months)
  Class A-4 $0 - $250,000,000 N/A-9.49 N/A / 114-116
  Class A-5 $154,008,000 - $404,008,000 9.57-9.68 114-117 / 116-117

 

(10)The Class X-A, Class X-B and Class X-D certificates (collectively referred to as the “Class X certificates”) are notional amount certificates and will not be entitled to distributions of principal. The notional amount of the Class X-A certificates will be equal to the aggregate certificate or principal balance of the Class A-1 and Class A-SB certificates and the Class A-4 and Class A-5 trust components. The notional amount of the Class X-B certificates will be equal to the aggregate certificate or principal balance of the Class A-S trust component and the Class B and Class C certificates. The notional amount of each class of the Class X-D certificates will be equal to the certificate balance of the Class D certificates.

 

(11)The pass-through rate for the Class X-A certificates for any distribution date will be a per annum rate equal to the excess, if any, of (a) the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date, over (b) the weighted average of the pass-through rates on the Class A-1 and Class A-SB certificates and the Class A-4, Class A-4-X1, Class A-4-X2, Class A-5, Class A-5-X1 and Class A-5-X2 trust components for the related distribution date, weighted on the basis of their respective certificate or principal balances or notional amounts outstanding immediately prior to that distribution date (but excluding trust components with a notional amount in the denominator of such weighted average calculation). The pass-through rate for the Class X-B certificates for any distribution date will be a per annum rate equal to the excess, if any, of (a) the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date, over (b) the weighted average of the pass-through rates on the Class A-S, Class A-S-X1 and Class A-S-X2 trust components and Class B and Class C certificates for the related distribution date, weighted on the basis of their respective certificate or principal balances or notional amounts outstanding immediately prior to that distribution date (but excluding trust components with a notional amount in the denominator of such weighted average calculation). The pass-through rate for the Class X-D certificates for any distribution date will be a per annum rate equal to the excess, if any, of (a) the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date, over (b) the pass-through rate for the related distribution date on the Class D certificates. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the net mortgage interest rates will be adjusted as necessary to a 30/360 basis.

 

(12)Not offered pursuant to the Preliminary Prospectus or this Term Sheet. Information provided in this Term Sheet regarding the characteristics of these certificates is provided only to enhance your understanding of the offered certificates. The privately offered certificates also include the Class V and Class R certificates, which do not have a certificate balance, notional amount, credit support, pass-through rate, rating, assumed final distribution date or rated final distribution date, and which are not shown in the chart. The Class V certificates represent a beneficial ownership interest held through the grantor trust in a specified percentage of certain excess interest in respect of mortgage loans having anticipated repayment dates, if any. The Class R certificates represent the beneficial ownership of the residual interest in each of the real estate mortgage investment conduits, as further described in the Preliminary Prospectus.

 

(13)Although it does not have a specified pass-through rate (other than for tax reporting purposes), the effective pass-through rate for the RR Interest will be a variable rate per annum equal to the weighted average of the net mortgage interest rates on the mortgage loans for the related distribution date (in each case adjusted, if necessary, to accrue on the basis of a 360-day year consisting of twelve 30-day months).

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-4 

 

 

BANK 2020-BNK27 Structural Overview

 

 

Issue Characteristics

 

Offered Certificates: $525,333,000 (approximate) monthly pay, multi-class, commercial mortgage pass-through certificates, consisting of 13 principal balance classes (Class A-1, Class A-SB, Class A-4, Class A-4-1, Class A-4-2, Class A-5, Class A-5-1, Class A-5-2, Class A-S, Class A-S-1, Class A-S-2, Class B and Class C) and 8 interest-only classes (Class A-4-X1, Class A-4-X2, Class A-5-X1, Class A-5-X2, Class X-A, Class X-B, Class A-S-X1 and Class A-S-X2)
Co-Lead Managers and Joint Bookrunners: BofA Securities, Inc., Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC
Co-Managers: Academy Securities, Inc. and Drexel Hamilton, LLC
Mortgage Loan Sellers: Wells Fargo Bank, National Association, Bank of America, National Association and Morgan Stanley Mortgage Capital Holdings LLC
Rating Agencies: Fitch, KBRA and Moody’s
Master Servicer: Wells Fargo Bank, National Association
Special Servicer: CWCapital Asset Management LLC
Certificate Administrator/ Certificate Registrar/Custodian: Wells Fargo Bank, National Association
Trustee: Wilmington Trust, National Association
Operating Advisor: Park Bridge Lender Services LLC
Asset Representations Reviewer: Park Bridge Lender Services LLC
Initial Directing Certificateholder: LD II Holdco XI LLC or its affiliate
Risk Retention Consultation Party: Bank of America, National Association
U.S. Credit Risk Retention: For a discussion on the manner in which the U.S. credit risk retention requirements will be addressed by Bank of America, National Association, as the retaining sponsor, see “Credit Risk Retention” in the Preliminary Prospectus.
EU Risk Retention: For a summary of the covenants and representations that the originators will make for the benefit of the issuing entity, the depositor and the trustee with respect to retaining a material net economic interest in this securitization for the purposes of the EU Risk Retention and Due Diligence Requirements, see “Credit Risk Retention—EU Credit Risk Retention Agreement” in the Preliminary Prospectus. None of the depositor, the issuing entity, the sponsors or any other person expects to comply or will be required to comply with Article 7 of the EU Securitization Regulation.  The requirements of the EU Securitization Regulation, including the EU Risk Retention and Due Diligence Requirements, are also applicable in the UK until the end of the transition period put in place in connection with the departure of the UK from the EU (currently scheduled to end on December 31, 2020).
Cut-off Date: The mortgage loans will be considered part of the trust fund as of their respective cut-off dates. The cut-off date with respect to each mortgage loan is the respective due date for the monthly debt service payment that is due in June 2020 (or, in the case of any mortgage loan that has its first due date after June 2020, the date that would have been its due date in June 2020 under the terms of that mortgage loan if a monthly debt service payment were scheduled to be due in that month).
Expected Pricing Date: Week of June 15, 2020
Expected Closing Date: June 26, 2020
Determination Dates: The 11th day of each month or, if the 11th day is not a business day, then the business day immediately following such 11th day.
Distribution Dates: The 4th business day following each determination date. The first distribution date will be in July 2020.
Rated Final Distribution Date: The distribution date in April 2063
Interest Accrual Period: Preceding calendar month
Payment Structure: Sequential pay
Tax Treatment: REMIC, except that the Exchangeable Certificates will evidence interests in a grantor trust
Optional Termination: 1.00% clean-up call
Minimum Denominations: $10,000 for each class of Offered Certificates (other than Class X-A and Class X-B certificates); $1,000,000 for the Class X-A and Class X-B certificates
Settlement Terms: DTC, Euroclear and Clearstream
Legal/Regulatory Status: Each class of Offered Certificates is expected to be eligible for exemptive relief under ERISA. No class of Offered Certificates is SMMEA eligible.
Analytics: The certificate administrator is expected to make available all distribution date statements, CREFC® reports and supplemental notices received by it to certain modeling financial services as described in the Preliminary Prospectus.
Bloomberg Ticker: BANK 2020-BN27<MTGE><GO>
Risk Factors: THE CERTIFICATES INVOLVE CERTAIN RISKS AND MAY NOT BE SUITABLE FOR ALL INVESTORS. SEE THE “RISK FACTORS” SECTION OF THE PRELIMINARY PROSPECTUS.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-5 

 

 

BANK 2020-BNK27 Structural Overview

 

 

Structural Overview

 

Allocation Between the RR Interest and the Non-Retained Certificates:

The aggregate amount available for distributions to the holders of the Certificates (including the RR Interest) on each distribution date (net of specified expenses of the issuing entity, including fees payable to, and costs and expenses reimbursable to, the master servicer, any primary servicers, the special servicer, the certificate administrator, the trustee, the operating advisor, the asset representations reviewer and CREFC®) will be allocated between amounts available for distribution to the holders of the RR Interest, on the one hand, and to all other Certificates (other than the Class V and Class R Certificates), referred to herein as the “Non-Retained Certificates”, on the other hand. The portion of such amount allocable to (a) the RR Interest will at all times be the product of such amount multiplied by 5% and (b) the Non-Retained Certificates will at all times be the product of such amount multiplied by the difference between 100% and the percentage set forth in clause (a) (each, the respective “Percentage Allocation Entitlement”).

 

Accrual:

Each class of Offered Certificates will accrue interest on a 30/360 basis.

 

Amount and Order of Distributions:

On each distribution date, the Non-Retained Certificates’ Percentage Allocation Entitlement of funds available for distribution from the mortgage loans, net of (i) any yield maintenance charges and prepayment premiums and (ii) any excess interest, will be distributed in the following amounts and order of priority:

 

First, to the Class A-1, Class A-SB, Class X-A and Class X-B certificates and the Class A-4, Class A-4-X1, Class A-4-X2, Class A-5, Class A-5-X1 and Class A-5-X2 trust components, in respect of interest, up to an amount equal to, and pro rata in accordance with, the interest entitlements for those classes of certificates and trust components;

 

Second, to the Class A-1 and Class A-SB certificates and the Class A-4 and Class A-5 trust components as follows, to the extent of applicable available funds allocated to principal: either (i)(a) first, to principal on the Class A-SB certificates, until the certificate balance of the Class A-SB certificates is reduced to the planned principal balance for the related distribution date set forth in Annex E to the Preliminary Prospectus, and (b) second, to principal on the Class A-1 certificates, the Class A-4 trust component, the Class A-5 trust component and the Class A-SB certificates, in that order, in each case until the certificate or principal balance of such class of certificates or trust component has been reduced to zero, or (ii) if the certificate or principal balance of each class of principal balance certificates and trust components other than the Class A-1 and Class A-SB certificates, the Class A-4 and Class A-5 trust components and the RR Interest has been reduced to zero as a result of the allocation of losses on the mortgage loans to those certificates, to principal on the Class A-1 and Class A-SB certificates and the Class A-4 and Class A-5 trust components, pro rata, without regard to the distribution priorities described above or the planned principal balance of the Class A-SB certificates;

 

Third, to the Class A-1 and Class A-SB certificates and the Class A-4 and Class A-5 trust components, first, up to an amount equal to, and pro rata based on, any previously unreimbursed losses on the mortgage loans allocable to principal that were previously borne by each such class or trust component and then in the amount of interest thereon;

 

Fourth, to the Class A-S, Class A-S-X1 and Class A-S-X2 trust components, as follows: (a) to each such trust component in respect of interest, up to an amount equal to, and pro rata in accordance with, the interest entitlements for those trust components; (b) to the extent of applicable available funds allocable to principal remaining after distributions in respect of principal to each class of certificates or trust component with a higher priority (as set forth in this clause or prior enumerated clauses set forth above), to principal on the Class A-S trust component until its principal balance has been reduced to zero; and (c) to reimburse the Class A-S trust component, first, in the amount of any previously unreimbursed losses on the mortgage loans that were previously allocated thereto, then in the amount of interest thereon;

 

Fifth, to the Class B and Class C certificates, in that order, in each case as follows: (a) to interest on such class of certificates in the amount of its interest entitlement; (b) to the extent of applicable available funds allocable to principal remaining after distributions in respect of principal to each class of certificates or trust component with a higher priority (as set forth in this clause or prior enumerated clauses set forth above), to principal on such class of certificates until its certificate balance has been reduced to zero; and (c) to reimburse such class of certificates, first, in the amount of any previously unreimbursed losses on the mortgage loans that were previously allocated thereto, then in the amount of interest thereon;

 

Sixth, to the Class D, Class X-D, Class E, Class F, Class G and Class H certificates in the amounts and order of priority described in “Description of the Certificates—Distributions” in the Preliminary Prospectus; and

 

Seventh, to the Class R certificates, any remaining amounts.

 

Principal and interest payable on the Class A-4, Class A-4-X1, Class A-4-X2, Class A-5, Class A-5-X1, Class A-5-X2, Class A-S, Class A-S-X1 and Class A-S-X2 trust components will be distributed pro rata to the corresponding classes of Exchangeable Certificates representing interests therein in accordance with their Class Percentage Interests therein as described below under “Exchangeable Certificates.”

   
Interest and Principal Entitlements: The interest entitlement of each class of Offered Certificates on each distribution date generally will be the interest accrued during the related interest accrual period on the related certificate balance or notional amount at the related pass-through rate, net of any prepayment interest shortfalls allocated to that class for such distribution date as described below. If prepayment interest shortfalls arise from voluntary prepayments on serviced mortgage loans during any collection period, the applicable master servicer is required to make a limited compensating interest payment to offset those shortfalls.  See “Description of the Certificates—Prepayment Interest Shortfalls” in the Preliminary Prospectus. The remaining amount of prepayment interest shortfalls will be allocated between the RR Interest, on one hand, and the Non-Retained Certificates, on the other hand, in accordance with their respective Percentage Allocation Entitlements.  The prepayment interest

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-6 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

shortfalls allocated to the Non-Retained Certificates will be allocated among such classes of certificates (other than the Exchangeable Certificates) and trust components that are entitled to interest, on a pro rata basis, based on their respective amounts of accrued interest for the related distribution date, to reduce the interest entitlement on each such class of certificates and trust components. For any distribution date, prepayment interest shortfalls allocated to a trust component will be allocated among the related classes of Exchangeable Certificates, pro rata, in accordance with their respective interest accrual amounts for that distribution date. If a class of certificates or trust component receives less than the entirety of its interest entitlement on any distribution date, then the shortfall (excluding any shortfall due to prepayment interest shortfalls), together with interest thereon, will be added to its interest entitlement for the next succeeding distribution date.

 

The aggregate principal distribution amount for each distribution date generally will be the aggregate amount of principal received or advanced in respect of the mortgage loans, net of any non-recoverable advances and interest thereon and any workout-delayed reimbursement amounts that are reimbursed to the applicable master servicer or the trustee during the related collection period. Non-recoverable advances and interest thereon are reimbursable from principal collections before reimbursement from other amounts. Workout-delayed reimbursement amounts will be reimbursable from principal collections. The Non-Retained Certificates and the RR Interest will be entitled to their respective Percentage Allocation Entitlements of the aggregate principal distribution amount.

   
Exchangeable Certificates: Certificates of each class of Exchangeable Certificates may be exchanged for certificates of the corresponding classes of Exchangeable Certificates set forth next to such class in the table below, and vice versa.  Following any exchange of certificates of one or more classes of Exchangeable Certificates (the applicable “Surrendered Classes”) for certificates of one or more classes of other Exchangeable Certificates (the applicable “Received Classes”), the Class Percentage Interests (as defined below) of the outstanding principal balances or notional amounts of the Corresponding Trust Components that are represented by the Surrendered Classes (and consequently their related certificate balances or notional amounts) will be decreased, and those of the Received Classes (and consequently their related certificate balances or notional amounts) will be increased.  The dollar denomination of certificates of each of the Received Classes of certificates must be equal to the dollar denomination of certificates of each of the Surrendered Classes of certificates.  No fee will be required with respect to any exchange of Exchangeable Certificates.  

 

  Surrendered Classes (or Received Classes) of Certificates Received Classes (or Surrendered Classes) of Certificates
  Class A-4 Class A-4-1, Class A-4-X1
  Class A-4 Class A-4-2, Class A-4-X2
  Class A-5 Class A-5-1, Class A-5-X1
  Class A-5 Class A-5-2, Class A-5-X2
  Class A-S Class A-S-1, Class A-S-X1
  Class A-S Class A-S-2, Class A-S-X2

 

  On the closing date, the issuing entity will issue the following “trust components,” each with the initial principal balance (or, if such trust component has an “X” suffix, notional amount) and pass-through rate set forth next to it in the table below.  Each trust component with an “X” suffix will not be entitled to distributions of principal.

 

  Trust Component Initial Principal Balance
or Notional Amount
Pass-Through Rate
  Class A-4 See footnote (9) to the first table above under “Structural Overview” Class A-4 certificate pass-through rate minus 1.00%
  Class A-4-X1 Equal to Class A-4 trust component principal balance 0.50%
  Class A-4-X2 Equal to Class A-4 trust component principal balance 0.50%
  Class A-5 See footnote (9) to the first table above under “Structural Overview” Class A-5 certificate pass-through rate minus 1.00%
  Class A-5-X1 Equal to Class A-5 trust component principal balance 0.50%
  Class A-5-X2 Equal to Class A-5 trust component principal balance 0.50%
  Class A-S $68,968,000 Class A-S certificate pass-through rate minus 1.00%
  Class A-S-X1 Equal to Class A-S trust component principal balance 0.50%
  Class A-S-X2 Equal to Class A-S trust component principal balance 0.50%

 

  Each class of Exchangeable Certificates represents an undivided beneficial ownership interest in the trust components set forth next to it in the table below (the “Corresponding Trust Components”).  Each class of Exchangeable Certificates has a pass-through rate equal to the sum of the pass-through rates of the Corresponding Trust Components and represents a percentage interest (the related “Class Percentage Interest”) in each Corresponding Trust Component, including principal and interest payable thereon, equal to (x) the certificate balance (or, if such class has an “X” suffix, notional amount) of such class of certificates, divided by (y) the principal balance of the Class A-4 trust component (if such class of Exchangeable Certificates has an “A-4” designation), the Class A-5 trust component (if such class of Exchangeable Certificates has an “A-

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-7 

 

 

BANK 2020-BNK27 Structural Overview

 

 

  5” designation) or the Class A-S trust component (if such class of Exchangeable Certificates has an “A-S” designation).  

 

  Group of Exchangeable Certificates Class of Exchangeable Certificates Corresponding Trust Components
  “Class A-4 Exchangeable Certificates” Class A-4 Class A-4, Class A-4-X1, Class A-4-X2
  Class A-4-1 Class A-4, Class A-4-X2
  Class A-4-2 Class A-4
  Class A-4-X1 Class A-4-X1
  Class A-4-X2 Class A-4-X1, Class A-4-X2
  “Class A-5 Exchangeable Certificates” Class A-5 Class A-5, Class A-5-X1, Class A-5-X2
  Class A-5-1 Class A-5, Class A-5-X2
  Class A-5-2 Class A-5
  Class A-5-X1 Class A-5-X1
  Class A-5-X2 Class A-5-X1, Class A-5-X2
  “Class A-S Exchangeable Certificates” Class A-S Class A-S, Class A-S-X1, Class A-S-X2
  Class A-S-1 Class A-S, Class A-S-X2
  Class A-S-2 Class A-S
  Class A-S-X1 Class A-S-X1
  Class A-S-X2 Class A-S-X1, Class A-S-X2

 

 

The maximum certificate balance or notional amount of each class of Class A-4 Exchangeable Certificates that could be issued in an exchange is equal to the principal balance of the Class A-4 trust component, the maximum certificate balance or notional amount of each class of Class A-5 Exchangeable Certificates that could be issued in an exchange is equal to the principal balance of the Class A-5 trust component, and the maximum certificate balance or notional amount of each class of Class A-S Exchangeable Certificates that could be issued in an exchange is equal to the principal balance of the Class A-S trust component. The maximum certificate balances of Class A-4, Class A-5 and Class A-S certificates (subject to the constraint on the aggregate initial principal balance of the Class A-4 and Class A-5 trust components discussed in footnote (9) to the first table above under “Structural Overview”) will be issued on the closing date, and the certificate balance or notional amount of each other class of Exchangeable Certificates will be equal to zero on the closing date.

 

Each class of Class A-4 Exchangeable Certificates, Class A-5 Exchangeable Certificates and Class A-S Exchangeable Certificates will have a certificate balance or notional amount equal to its Class Percentage Interest multiplied by the principal balance of the Class A-4 Trust Component, Class A-5 Trust Component or Class A-S Trust Component, respectively. Each class of Class A-4 Exchangeable Certificates, Class A-5 Exchangeable Certificates and Class A-S Exchangeable Certificates with a certificate balance will have the same approximate initial credit support percentage, Expected Weighted Average Life, Expected Principal Window, Certificate Principal UW NOI Debt Yield and Certificate Principal to Value Ratio as the Class A-4 Certificates, Class A-5 Certificates or Class A-S Certificates, respectively, shown above.

 

Special Servicer Compensation:

The principal compensation to be paid to a special servicer in respect of its special servicing activities will be the special servicing fee, the workout fee and the liquidation fee.

 

The special servicing fee for each distribution date is calculated based on the outstanding principal balance of each serviced mortgage loan that is a specially serviced mortgage loan (and any related serviced companion loan) or as to which the related mortgaged property has become an REO property at the special servicing fee rate, which will be a rate equal to the greater of (i) 0.25000% per annum and (ii) the per annum rate that would result in a special servicing fee for the related month of $3,500. The special servicing fee will be payable monthly, first, from liquidation proceeds, insurance and condemnation proceeds, and other collections in respect of the related specially serviced mortgage loan or REO property and, then, from general collections on all the mortgage loans and any REO properties.

 

The special servicer will also be entitled to (i) liquidation fees generally equal to 1.0% (or, if such rate would result in an aggregate liquidation fee less than $25,000, then the liquidation fee rate will be equal to the lesser of (i) 3.0% and (ii) such lower rate as would result in an aggregate liquidation fee equal to $25,000) of liquidation proceeds and certain other collections in respect of a specially serviced mortgage loan (and any related serviced companion loan) or related REO property and of amounts received in respect of mortgage loan repurchases by the related mortgage loan sellers and (ii) workout fees generally equal to 1.0% of interest (other than post-ARD excess interest on mortgage loans with anticipated repayment dates and other than default interest) and principal payments made in respect of a rehabilitated mortgage loan (and any related serviced companion loan), subject to a floor of $25,000 with respect to any mortgage loan, whole loan or related REO property, and in the case of each of clause (i) and (ii), subject to certain adjustments and exceptions as described in the Preliminary Prospectus under “Pooling and Servicing Agreement—Servicing and Other Compensation and Payment of Expenses—Special Servicing Compensation”.

 

With respect to any non-serviced mortgage loan, the related special servicer under the related other pooling and servicing agreement pursuant to which such mortgage loan is being serviced will be entitled to similar compensation as that described above with respect to such non-serviced mortgage loan under such other pooling and servicing agreement as further described in the Preliminary Prospectus, although any related fees may accrue at a different rate and there may be a higher (or no) cap on liquidation and workout fees.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-8 

 

 

BANK 2020-BNK27 Structural Overview

 

 

Prepayment Premiums/Yield Maintenance Charges:

If any yield maintenance charge or prepayment premium is collected during any collection period with respect to any mortgage loan, then on the immediately succeeding distribution date, the certificate administrator will pay:

 

(i) to the Non-Retained Certificates, in the following amounts:

 

(a) to the holders of each class of the Class A-1, Class A-SB, Class A-4, Class A-4-1, Class A-4-2, Class A-5, Class A-5-1, Class A-5-2, Class A-S, Class A-S-1, Class A-S-2, Class B, Class C, Class D and Class E certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) the related Base Interest Fraction for such class and the applicable principal prepayment, and (z) a fraction, the numerator of which is equal to the amount of principal distributed to such class for that distribution date, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date,

 

(b) to the holders of the Class A-4-X1 certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-4-1 certificates, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, and (z) the difference between (1) the Base Interest Fraction for the Class A-4 certificates and the applicable principal prepayment and (2) the Base Interest Fraction for the Class A-4-1 certificates and the applicable principal prepayment,

 

(c) to the holders of the Class A-4-X2 certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-4-2 certificates, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, and (z) the difference between (1) the Base Interest Fraction for the Class A-4 certificates and the applicable principal prepayment and (2) the Base Interest Fraction for the Class A-4-2 certificates and the applicable principal prepayment,

 

(d) to the holders of the Class A-5-X1 certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-5-1 certificates, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, and (z) the difference between (1) the Base Interest Fraction for the Class A-5 certificates and the applicable principal prepayment and (2) the Base Interest Fraction for the Class A-5-1 certificates and the applicable principal prepayment,

 

(e) to the holders of the Class A-5-X2 certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-5-2 certificates, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, and (z) the difference between (1) the Base Interest Fraction for the Class A-5 certificates and the applicable principal prepayment and (2) the Base Interest Fraction for the Class A-5-2 certificates and the applicable principal prepayment,

 

(f) to the holders of the Class A-S-X1 certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-S-1 certificates, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, and (z) the difference between (1) the Base Interest Fraction for the Class A-S certificates and the applicable principal prepayment and (2) the Base Interest Fraction for the Class A-S-1 certificates and the applicable principal prepayment,

 

(g) to the holders of the Class A-S-X2 certificates, the product of (x) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium, (y) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-S-2 certificates, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, and (z) the difference between (1)

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-9 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

the Base Interest Fraction for the Class A-S certificates and the applicable principal prepayment and (2) the Base Interest Fraction for the Class A-S-2 certificates and the applicable principal prepayment,

 

(h) to the holders of the Class X-A certificates, the excess, if any, of (x) the product of (1) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium and (2) a fraction, the numerator of which is equal to the total amount of principal distributed to the Class A-1 and Class A-SB certificates and the Class A-4 Exchangeable Certificates (collectively) and the Class A-5 Exchangeable Certificates (collectively) for that distribution date, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, over (y) the total amount of such yield maintenance charge or prepayment premium distributed to the Class A-1 and Class A-SB certificates and the Class A-4 Exchangeable Certificates (collectively) and the Class A-5 Exchangeable Certificates (collectively) as described above,

 

(i) to the holders of the Class X-B certificates, the excess, if any, of (x) the product of (1) the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium and (2) a fraction, the numerator of which is equal to the total amount of principal distributed to the Class A-S Exchangeable Certificates (collectively) and the Class B and Class C certificates for that distribution date, and the denominator of which is the total amount of principal distributed to the Class A-1, Class A-SB, Class B, Class C, Class D and Class E certificates and the Class A-4 Exchangeable Certificates (collectively), the Class A-5 Exchangeable Certificates (collectively) and the Class A-S Exchangeable Certificates (collectively) for that distribution date, over (y) the total amount of such yield maintenance charge or prepayment premium distributed to the Class A-S Exchangeable Certificates (collectively) and the Class B and Class C certificates as described above, and

 

(j) to the holders of the Class X-D certificates, any remaining portion of the Non-Retained Certificates’ Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium not distributed as described above,

 

and (ii) to the RR Interest, its Percentage Allocation Entitlement of such yield maintenance charge or prepayment premium. All yield maintenance charges and prepayment premiums referred to above will be net of any liquidation fees payable therefrom.

 

No prepayment premiums or yield maintenance charges will be distributed to the holders of the Class F, Class G, Class H, Class V or Class R Certificates.

 

“Base Interest Fraction” means, with respect to any principal prepayment of any mortgage loan that provides for the payment of a yield maintenance charge or prepayment premium, and with respect to any class of principal balance certificates (other than the RR Interest), a fraction (A) the numerator of which is the greater of (x) zero and (y) the difference between (i) the pass-through rate on that class, and (ii) the applicable discount rate and (B) the denominator of which is the difference between (i) the mortgage interest rate on the related mortgage loan and (ii) the applicable discount rate; provided, that: under no circumstances will the Base Interest Fraction be greater than one; if the discount rate referred to above is greater than or equal to both the mortgage interest rate on the related mortgage loan and the pass-through rate on that class, then the Base Interest Fraction will equal zero; and if the discount rate referred to above is greater than or equal to the mortgage interest rate on the related mortgage loan and is less than the pass-through rate on that class, then the Base Interest Fraction will be equal to 1.0.

 

Consistent with the foregoing, the Base Interest Fraction is equal to:

 

  (Pass-Through Rate – Discount Rate)  
  (Mortgage Rate – Discount Rate)  

 

Realized Losses:

On each distribution date, immediately following the distributions to be made to the certificateholders on that date, the certificate administrator is required to calculate the amount, if any, by which (i) the aggregate stated principal balance of the mortgage loans, including any successor REO loans, expected to be outstanding immediately following that distribution date is less than (ii) the then aggregate certificate balance of the principal balance certificates after giving effect to distributions of principal on that distribution date. The Non-Retained Certificates’ Percentage Allocation Entitlement of such amount will be applied to the Class H, Class G, Class F, Class E, Class D, Class C and Class B certificates and the Class A-S trust component, in that order, in each case until the related certificate or principal balance has been reduced to zero, and then to the Class A-1 and Class A-SB certificates and the Class A-4 and Class A-5 trust components, pro rata based upon their respective certificate or principal balances, until their respective certificate or principal balances have been reduced to zero. The RR Interest’s Percentage Allocation Entitlement of such amount will be applied to the RR Interest until the related RR Interest balance has been reduced to zero.

 

Any portion of such amount applied to the Class A-4, Class A-5 or Class A-S trust component will reduce the certificate balance or notional amount of each class of certificates in the related group of Exchangeable Certificates by an amount equal to the product of (x) its certificate balance or notional amount, divided by the principal balance of such trust component prior to the applicable reduction, and (y) the amount applied to such trust component.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-10 

 

 

BANK 2020-BNK27 Structural Overview

 

 

Serviced Whole Loans:

The following mortgaged property secures a mortgage loan and one or more pari passu promissory notes (each, a “serviced companion loan”) that will be serviced pursuant to the related intercreditor agreement and the pooling and servicing agreement for this transaction: Ralph Lauren HQ New Jersey. With respect to such mortgaged property, the related mortgage loan, together with the related serviced companion loan(s), is referred to herein (for so long as it is serviced under the pooling and servicing agreement for this transaction) as a “serviced whole loan.” Each serviced companion loan is not part of the mortgage pool and may be contributed to one or more future securitization transactions (if not already securitized) or may be otherwise transferred at any time, subject to compliance with the related intercreditor agreement. See the table below entitled “Mortgage Loans with Pari Passu Companion Loans,” as well as “Description of the Mortgage Pool—The Whole Loans” in the Preliminary Prospectus, for additional information regarding such whole loan.

 

Non-Serviced Whole Loans:

Each of the following mortgaged properties or portfolio of mortgaged properties secures a mortgage loan (each, a “non-serviced mortgage loan”), one or more pari passu promissory notes and, in some cases, one or more generally subordinate promissory notes (each such promissory note, a “non-serviced companion loan”) that will be serviced pursuant to the related intercreditor agreement and the pooling and servicing agreement or trust and servicing agreement (referred to herein as a related “pooling and servicing agreement”) for another securitization transaction: Bellagio Hotel and Casino, 55 Hudson Yards, 525 Market, 200 West 57th Street, 711 Fifth Avenue, 1633 Broadway and 560 Mission Street. With respect to each such mortgaged property or portfolio of mortgaged properties, the related mortgage loan, together with the related non-serviced companion loan(s), is referred to herein (for so long as it is serviced under the pooling and servicing agreement for another securitization transaction) as a “non-serviced whole loan.” Each non-serviced companion loan is not part of the mortgage pool and may be contributed to one or more future securitization transactions (if not already securitized) or may be otherwise transferred at any time, subject to compliance with the related intercreditor agreement. Servicing of each non-serviced whole loan will generally be directed by the holder of the related control note (or, if such control note is included in a securitization, the directing certificateholder thereunder (or other party designated thereunder to exercise the rights of such control note)), and such holder will have the right to replace the special servicer with respect to the related whole loan with or without cause. See the tables below entitled “Mortgage Loans with Pari Passu Companion Loans” and “Mortgage Loans with Subordinate Debt,” as well as “Description of the Mortgage PoolThe Whole Loans” in the Preliminary Prospectus, for additional information regarding each such whole loan.

 

Directing Certificateholder/ Controlling Class:

The “Directing Certificateholder” will be the Controlling Class Certificateholder (or its representative) selected by more than 50% (by certificate balance) of the Controlling Class Certificateholders; provided, that (1) absent that selection, (2) until a Directing Certificateholder is so selected or (3) upon receipt of a notice from a majority of the Controlling Class Certificateholders (by certificate balance) that a Directing Certificateholder is no longer designated, the Controlling Class Certificateholder that owns the largest aggregate certificate balance of the Controlling Class (or its representative) will be the Directing Certificateholder; provided, that (a) in the case of clause (3), if no one holder owns the largest aggregate certificate balance of the Controlling Class, then there will be no Directing Certificateholder until appointed in accordance with the terms of the pooling and servicing agreement, and (b) the certificate administrator and the other parties to the pooling and servicing agreement will be entitled to assume that the identity of the Directing Certificateholder has not changed until such parties receive written notice of a replacement of the Directing Certificateholder from a party holding the requisite interest in the Controlling Class (as confirmed by the certificate registrar), or the resignation of the then current Directing Certificateholder.

 

The “Controlling Class” will be, as of any time of determination, the most subordinate class of Control Eligible Certificates then outstanding that has an aggregate certificate balance (as notionally reduced by any Cumulative Appraisal Reduction Amounts (as defined below) allocable to such class) at least equal to 25% of the initial certificate balance of that class; provided, that if at any time the certificate balances of the certificates other than the Control Eligible Certificates and the RR Interest have been reduced to zero as a result of principal payments on the mortgage loans, then the Controlling Class will be the most subordinate class of Control Eligible Certificates that has a certificate balance greater than zero without regard to any Cumulative Appraisal Reduction Amounts. The Controlling Class as of the closing date will be the Class H certificates.

 

The “Control Eligible Certificates” will be any of the Class F, Class G and Class H certificates.

 

Control Rights:

Prior to a Control Termination Event, the Directing Certificateholder will have certain consent and consultation rights under the pooling and servicing agreement with respect to certain major decisions and other matters. A “Control Termination Event” will occur when (i) the Class F certificates have a certificate balance (taking into account the application of the allocable portion of any Cumulative Appraisal Reduction Amounts to notionally reduce the certificate balance thereof) of less than 25% of the initial certificate balance of that class; or (ii) a holder of the Class F certificates is the majority controlling class certificateholder and has irrevocably waived its right, in writing, to exercise any of the rights of the controlling class certificateholder and such rights have not been reinstated to a successor controlling class certificateholder (provided that no Control Termination Event resulting solely from the operation of clause (ii) will be deemed to have existed or be in continuance with respect to a successor majority holder of the Class F certificates that has not irrevocably waived its right to exercise any of the rights of the controlling class certificateholder); provided that a Control Termination Event will be deemed not continuing in the event that the certificate balances of the principal balance certificates other than the Control Eligible Certificates and the RR Interest have been reduced to zero as a result of principal payments on the mortgage loans.

 

After the occurrence of a Control Termination Event but prior to the occurrence of a Consultation Termination Event, the Directing Certificateholder will not have any consent rights, but the Directing Certificateholder will

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-11 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

have certain non-binding consultation rights under the pooling and servicing agreement with respect to certain major decisions and other matters. A “Consultation Termination Event” will occur when (i) no class of Control Eligible Certificates has a certificate balance (without regard to the application of the allocable portion of any Cumulative Appraisal Reduction Amounts) at least equal to 25% of the initial certificate balance of that class; or (ii) a holder of a majority of the Class F certificates is the majority controlling class certificateholder and has irrevocably waived its right, in writing, to exercise any of the rights of the controlling class certificateholder and such rights have not been reinstated to a successor controlling class certificateholder (provided that no Consultation Termination Event resulting solely from the operation of clause (ii) will be deemed to have existed or be in continuance with respect to a successor majority holder of the Class F certificates that has not irrevocably waived its right to exercise any of the rights of the controlling class certificateholder); provided that a Consultation Termination Event will be deemed not continuing in the event that the certificate balances of the principal balance certificates other than the Control Eligible Certificates and the RR Interest have been reduced to zero as a result of principal payments on the mortgage loans.

 

After the occurrence of a Consultation Termination Event, the Directing Certificateholder will not have any consent or consultation rights, except with respect to any rights expressly set forth in the pooling and servicing agreement, and the operating advisor will retain certain non-binding consultation rights under the pooling and servicing agreement with respect to certain major decisions and other matters.

 

Notwithstanding the proviso to the definitions of “Control Termination Event” and “Consultation Termination Event”, a Control Termination Event and a Consultation Termination Event will each be deemed to have occurred with respect to any Excluded Loan with respect to the Directing Certificateholder or the holder of the majority of the Controlling Class, and neither the Directing Certificateholder nor any Controlling Class Certificateholder will have any consent or consultation rights with respect to the servicing of such Excluded Loan.

 

An “Excluded Loan” means (a) with respect to the Directing Certificateholder or the holder of the majority of the Controlling Class, a mortgage loan or whole loan with respect to which, as of any date of determination, the Directing Certificateholder or the holder of the majority of the Controlling Class is a Borrower Party or (b) with respect to the Risk Retention Consultation Party or the holder of the majority of the RR Interest, a mortgage loan or whole loan with respect to which, as of any date of determination, the Risk Retention Consultation Party or the holder of the majority of the RR Interest is a Borrower Party. It is expected that there will be no Excluded Loans with respect to this securitization on the closing date.

 

“Borrower Party” means a borrower, a mortgagor, a manager of a mortgaged property, the holder of a mezzanine loan that has been accelerated or as to which foreclosure or enforcement proceedings have been commenced against the equity collateral pledged to secure the related mezzanine loan, or any Borrower Party Affiliate.

 

“Borrower Party Affiliate” means, with respect to a borrower, a mortgagor, a manager of a mortgaged property or the holder of a mezzanine loan that has been accelerated or as to which foreclosure or enforcement proceedings have been commenced against the equity collateral pledged to secure the related mezzanine loan, (a) any other person controlling or controlled by or under common control with such borrower, mortgagor, manager or mezzanine lender, as applicable, or (b) any other person owning, directly or indirectly, 25% or more of the beneficial interests in such borrower, mortgagor, manager or mezzanine lender, as applicable. For the purposes of this definition, “control” when used with respect to any specified person means the power to direct the management and policies of such person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

 

Notwithstanding any of the foregoing to the contrary, if any mortgage loan is part of a whole loan, the Directing Certificateholder’s consent and/or consultation rights with respect thereto may be limited as described in the Preliminary Prospectus. In particular, with respect to each non-serviced whole loan and each servicing shift whole loan, the Directing Certificateholder will only have certain consultation rights with respect to certain major decisions and other matters related to such whole loan, in each case only prior to a Control Termination Event or Consultation Termination Event, as applicable. In addition, with respect to any serviced A/B whole loan, for so long as the holder of the related subordinate companion loan is the controlling note holder, the holder of such subordinate companion loan (rather than the Directing Certificateholder) will be entitled to exercise such consent and consultation rights with respect to such whole loan.

   
Appraisal Reduction Amounts and Collateral Deficiency Amounts:

 

An “Appraisal Reduction Amount” generally will be created in the amount, if any, by which the principal balance of a required appraisal loan (which is a mortgage loan with respect to which certain defaults, modifications or insolvency events have occurred as further described in the Preliminary Prospectus) plus other amounts overdue or advanced in connection with such mortgage loan exceeds 90% of the appraised value of the related mortgaged property plus certain escrows and reserves (including letters of credit) held with respect to the mortgage loan.

 

A mortgage loan will cease to be subject to an Appraisal Reduction Amount when it has been brought current for at least three consecutive months, no additional event of default is foreseeable in the reasonable judgment of the special servicer and no other circumstances exist that would cause such mortgage loan or any related companion loan to be a specially serviced loan; however, a “Collateral Deficiency Amount” may exist with respect to any mortgage loan that is modified into an AB loan structure (an “AB Modified Loan”) and remains a corrected mortgage loan and, if so, will generally equal the excess of (i) the stated principal balance of such AB Modified Loan (taking into account the related junior note(s) and any pari passu notes included therein), over (ii) the sum of (in the case of a whole loan, solely to the extent allocable to the subject mortgage loan) (x) the most recent appraised value for the related mortgaged property or mortgaged properties, plus (y) solely to the extent not reflected or taken into account in such appraised value (or in the calculation of any related Appraisal

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-12 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

Reduction Amount) and to the extent on deposit with, or otherwise under the control of, the lender as of the date of such determination, any capital or additional collateral contributed by the related borrower at the time the mortgage loan became (and as part of the modification related thereto) such AB Modified Loan for the benefit of the related mortgaged property or mortgaged properties (provided that in the case of an non-serviced mortgage loan, the amounts set forth in this clause (y) will be taken into account solely to the extent relevant information is received by the applicable master servicer), plus (z) any other escrows or reserves (in addition to any amounts set forth in the immediately preceding clause (y) and solely to the extent not reflected or taken into account in the calculation of any related Appraisal Reduction Amount) held by the lender in respect of such AB Modified Loan as of the date of such determination, which such excess, for the avoidance of doubt, will be determined separately from and exclude any related Appraisal Reduction Amounts.

 

As used herein, a “Cumulative Appraisal Reduction Amount” will be the sum of any Appraisal Reduction Amounts and any Collateral Deficiency Amounts.

 

Any Appraisal Reduction Amount in respect of any non-serviced mortgage loan generally will be calculated in accordance with the other servicing agreement pursuant to which such mortgage loan is being serviced, which calculations are expected to be generally similar to those provided for in the pooling and servicing agreement for this transaction.

 

If any mortgage loan is part of a whole loan, any Appraisal Reduction Amount or Collateral Deficiency Amount will (or effectively will) be calculated in respect of such whole loan taken as a whole and allocated, to the extent provided in the related intercreditor agreement and the related pooling and servicing agreement, first, to any related subordinate companion loan, and second, to the related mortgage loan and any pari passu companion loan on a pro rata basis by unpaid principal balance.

 

Appraisal Reduction Amounts will proportionately reduce the interest portion of debt service advances required to be made in respect of the related mortgage loan. Appraisal Reduction Amounts and Collateral Deficiency Amounts (in each case, to the extent of the Non-Retained Certificates’ Percentage Allocation Entitlement thereof) will be (i) taken into account in determining the identity of the controlling class entitled to appoint the Directing Certificateholder, the existence of a Control Termination Event and the allocation and/or exercise of voting rights for certain purposes (see “Directing Certificateholder/Controlling Class” above) and (ii) allocated to the following classes of certificates and trust components, in each case to notionally reduce their certificate balances or principal balances until the certificate balance or principal balance of each such class or trust component is notionally reduced to zero: the Class H, Class G, Class F, Class E, Class D, Class C and Class B certificates and the Class A-S trust component, in that order, and then pro rata to the Class A-1 and Class A-SB certificates and the Class A-4 and Class A-5 trust components. Appraisal Reduction Amounts and Collateral Deficiency Amounts allocated to each of the Class A-4, Class A-5 or Class A-S trust component will be allocated to the corresponding classes of Exchangeable Certificates with certificate balances pro rata to notionally reduce their certificate balances in accordance with their Class Percentage Interests therein.

 

Neither (i) a Payment Accommodation with respect to any mortgage loan or serviced whole loan nor (ii) any default or delinquency that would have existed but for such Payment Accommodation will constitute an appraisal reduction event, for so long as the related borrower is complying with the terms of such Payment Accommodation.

 

A “Payment Accommodation” for any mortgage loan or serviced whole loan means the entering into of any temporary forbearance agreement as a result of the COVID-19 emergency relating to payment obligations or operating covenants under the related mortgage loan documents or the use of funds on deposit in any reserve account or escrow account for any purpose other than the explicit purpose described in the related mortgage loan documents, that in each case require full repayment of deferred payments and escrows within 21 months of the date of the first forbearance for such mortgage loan or serviced whole loan.

 

Appraised-Out Class: An “Appraised-Out Class” is any class of Control Eligible Certificates, the certificate balance of which (taking into account the application of the Non-Retained Certificates’ Percentage Allocation Entitlement of any Appraisal Reduction Amounts or Collateral Deficiency Amounts to notionally reduce the certificate balance of such class) has been reduced to less than 25% of its initial certificate balance.  Any Appraised-Out Class may not exercise any direction, control, consent and/or similar rights of the Controlling Class until such time, if any, as such class is reinstated as the Controlling Class, and the rights of the Controlling Class will be exercised by the next most senior class of Control Eligible Certificates that is not an Appraised-Out Class, if any, during such period.
   
Appraisal Remedy: The holders of the majority (by certificate balance) of an Appraised-Out Class (such holders, the “Requesting Holders”) will have the right, at their sole expense, to require the special servicer to order (or, with respect to a non-serviced mortgage loan, require the applicable master servicer to request from the applicable non-serviced special servicer) a second appraisal of any mortgage loan (or serviced whole loan) for which an appraisal reduction event has occurred or as to which there exists a Collateral Deficiency Amount.  With respect to any serviced mortgage loan, the special servicer will be required to use its reasonable efforts to ensure that such appraisal is delivered within 30 days from receipt of the Requesting Holders’ written request and will be required to cause such appraisal to be prepared on an “as-is” basis by an MAI appraiser.  With respect to any non-serviced mortgage loan, the applicable master servicer will be required to use commercially reasonable efforts to obtain such second appraisal from the applicable non-serviced special servicer and to forward such second appraisal to the special servicer.  Upon receipt of such supplemental appraisal, the applicable master servicer (for Collateral Deficiency Amounts on non-serviced mortgage loans), the non-serviced special servicer (for Appraisal Reduction Amounts on non-serviced mortgage loans to the extent provided for in the related pooling and servicing agreement and applicable intercreditor agreement) and the special servicer (for any serviced mortgage loan) will be required to determine, in accordance with the Servicing Standard, whether, based on its assessment of such supplemental appraisal, any recalculation of the applicable Appraisal Reduction Amount or Collateral Deficiency Amount is warranted and, if so warranted, such person will be required to recalculate such

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-13 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

Appraisal Reduction Amount or Collateral Deficiency Amount, as applicable, based upon such supplemental appraisal and (for any serviced mortgage loan) receipt of information from the applicable master servicer as described above. If required by any such recalculation, the applicable Appraised-Out Class will be reinstated as the Controlling Class and each Appraised-Out Class will, if applicable, have its related certificate balance notionally restored to the extent required by such recalculation of the Appraisal Reduction Amount or Collateral Deficiency Amount, if applicable.

 

In addition, the Requesting Holders of any Appraised-Out Class will have the right to challenge the Appraisal Reduction Amount and to require the special servicer to order an additional appraisal of any serviced mortgage loan as to which there exists a Collateral Deficiency Amount if an event has occurred at, or with respect to, the related mortgaged property or mortgaged properties that would have a material effect on its or their appraised value, and such special servicer is required to use reasonable efforts to obtain an appraisal from an MAI appraiser reasonably acceptable to such special servicer within 30 days from receipt of the Requesting Holders’ written request.

 

Sale of Defaulted Loans:

Under certain circumstances, the special servicer may be required to use reasonable efforts to solicit offers for a defaulted serviced mortgage loan that is a specially serviced loan (and any related companion loan (to the extent provided under the related intercreditor agreement) and/or related REO properties.

 

The Directing Certificateholder will not have a right of first refusal to purchase a defaulted loan.

 

If the special servicer does not receive an offer at least equal to the outstanding principal balance plus all accrued and unpaid interest and outstanding costs and expenses and certain other amounts specified in the pooling and servicing agreement (the “Par Purchase Price”), the special servicer may purchase the defaulted loan or REO property at the Par Purchase Price or may accept the first cash offer received from any person that is determined to be a fair price for such defaulted loan or REO property. If multiple offers are received during the period designated by the special servicer for receipt of offers, such special servicer is generally required to select the highest offer. The special servicer will be required to determine whether any cash offer constitutes a fair price for any defaulted loan or REO property if the highest offeror is a person other than a party to the pooling and servicing agreement for this transaction (the “PSA”), the Directing Certificateholder, the Risk Retention Consultation Party, any sponsor, any Borrower Party, any independent contractor engaged by a special servicer, the trustee for the securitization of a related companion loan (with respect to a whole loan if it is a defaulted loan), any related companion loan holder or its representative, any holder of a related mezzanine loan or any known affiliate of any of the preceding entities (each, an “Interested Person”). If an offer is made by an Interested Person, the trustee will be required to determine (based upon the most recent appraisal conducted in accordance with the terms of the PSA) whether the offer constitutes a fair price for the defaulted loan or REO property unless (i) the offer is equal to or greater than the applicable Par Purchase Price and (ii) the offer is the highest offer received. Absent an offer at least equal to the Par Purchase Price, no offer from an Interested Person will constitute a fair price unless (x) it is the highest offer received and (y) at least two other offers are received from independent third parties. Neither the trustee nor any of its affiliates may make an offer for or purchase any specially serviced loan or REO property.

 

Notwithstanding any of the foregoing to the contrary, the special servicer is not required to accept the highest offer and may accept a lower offer for a defaulted loan or REO property if such special servicer determines, in accordance with the Servicing Standard (and subject to the requirements of any related intercreditor agreement), that a rejection of such offer would be in the best interests of the certificateholders and any related companion loan holders as a collective whole as if they constituted a single lender (and with respect to a serviced A/B whole loan, taking into account the subordinate nature of any related subordinate companion loan), so long as such lower offer was not made by such special servicer or any of its affiliates.

 

If title to any mortgaged property is acquired by the trust fund, the special servicer will generally be required to sell such mortgaged property prior to the close of the third calendar year beginning after the year of acquisition.

 

The foregoing applies to mortgage loans serviced under the PSA. With respect to any non-serviced whole loan, if the special servicer under the applicable pooling and servicing agreement determines to sell the related controlling companion loan if it becomes a defaulted loan, then the special servicer will be required to sell the related whole loan, including the related mortgage loan included in the BANK 2020-BNK27 securitization trust and the related pari passu companion loan(s) and, under certain circumstances, any subordinate companion loan(s), as a single loan. In connection with any such sale, the special servicer under the applicable pooling and servicing agreement will be required to follow procedures substantially similar to those set forth above.

 

Risk Retention Consultation Party: A risk retention consultation party may be appointed by the holder or holders of more than 50% of the RR Interest, by certificate balance.  The majority RR Interest holder will have a continuing right to appoint, remove or replace the risk retention consultation party in its sole discretion.  This right may be exercised at any time and from time to time. Except with respect to an Excluded Loan as to such party or the holder of the majority of the RR Interest, the risk retention consultation party will be entitled to consult with the special servicer, upon request of the risk retention consultation party, with respect to certain material servicing actions proposed by such special servicer; provided, that prior to the occurrence and continuance of a Consultation Termination Event, such mortgage loan must also be a specially serviced mortgage loan.
   
Appointment and Replacement of the Special Servicer:

The Directing Certificateholder will appoint the initial special servicer as of the closing date. Prior to the occurrence and continuance of a Control Termination Event, the special servicer may generally be replaced by the Directing Certificateholder with or without cause at any time.

 

After the occurrence and during the continuance of a Control Termination Event and upon (a) the written direction of holders of principal balance certificates evidencing not less than 25% of the voting rights of all classes of certificates (other than the RR Interest) entitled to principal (taking into account the application of Cumulative Appraisal Reduction Amounts to notionally reduce the certificate balances of classes to which such Cumulative

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-14 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

Appraisal Reduction Amounts are allocable) requesting a vote to replace the special servicer with a replacement special servicer, (b) payment by such requesting holders to the certificate administrator of all reasonable fees and expenses to be incurred by the certificate administrator in connection with administering such vote and (c) delivery by such holders of a rating agency confirmation from each applicable rating agency, the certificate administrator will be required to promptly post such notice on its internet website and by mail and conduct the solicitation of votes of all certificates in such regard, which requisite affirmative votes must be received within 180 days of the posting of such notice. Upon the written direction of holders of at least 66 2/3% of a Certificateholder Quorum, the trustee will be required to immediately replace the special servicer with a qualified replacement special servicer designated by such holders of certificates.

 

After the occurrence and during the continuance of a Consultation Termination Event, if the operating advisor determines that the special servicer is not performing its duties as required under the pooling and servicing agreement or is otherwise not acting in accordance with the Servicing Standard, the operating advisor may also recommend the replacement of such special servicer. The operating advisor’s recommendation to replace such special servicer must be confirmed by an affirmative vote of holders of principal balance certificates evidencing at least a majority of the aggregate voting rights (taking into account the application of any Cumulative Appraisal Reduction Amounts to notionally reduce the respective certificate balances) of all principal balance certificates on an aggregate basis (which requisite affirmative vote must be received within 180 days of posting of the notice of the operating advisor’s recommendation to the certificate administrator’s website).

 

A “Certificateholder Quorum” means, in connection with any solicitation of votes in connection with the replacement of a special servicer or the asset representations reviewer, the holders of certificates evidencing at least 50% of the aggregate voting rights (taking into account the application of realized losses and, other than with respect to the termination of the asset representations reviewer, any Cumulative Appraisal Reduction Amounts to notionally reduce the certificate balance of the certificates) of all classes of certificates entitled to principal (other than the RR Interest) on an aggregate basis.

 

With respect to each serviced whole loan, any holder of a related pari passu companion loan, following a servicer termination event with respect to the special servicer that affects such holder, will be entitled to direct the trustee (and the trustee will be required) to terminate such special servicer solely with respect to such serviced whole loan. A replacement special servicer will be selected by the trustee or, prior to a Control Termination Event, by the Directing Certificateholder; provided, that any successor special servicer appointed to replace the special servicer with respect to such whole loan cannot be the entity (or its affiliate) that was terminated at the direction of the holder of the related pari passu companion loan.

 

Notwithstanding any of the foregoing to the contrary, with respect to any serviced A/B whole loans as to which a subordinate companion loan holder is the related controlling note holder, the holder of the related control note will be entitled to replace the special servicer with respect to such whole loan at any time, with or without cause, and while it is a serviced whole loan, no other party may replace the special servicer for such whole loan unless there is a servicer termination event with respect thereto.

 

With respect to any non-serviced whole loan, subject to conditions or restrictions in the applicable intercreditor agreement, the BANK 2020-BNK27 trust, as holder of the related mortgage loan, has the right to terminate the applicable special servicer under the related pooling and servicing agreement if a servicer termination event occurs, with respect to such special servicer that affects the trust in its capacity as such holder. Such rights may be exercised by the Directing Certificateholder prior to a Consultation Termination Event (or the special servicer, following the occurrence and during the continuance of a Consultation Termination Event). The successor special servicer will be selected pursuant to the applicable pooling and servicing agreement by the related directing holder prior to a control termination event under such pooling and servicing agreement.

 

Servicing Standard:

The master servicer and the special servicer is obligated to service and administer the mortgage loans (and, if applicable, the serviced companion loans) in accordance with the definition of the “Servicing Standard” described in the Preliminary Prospectus and the terms of the pooling and servicing agreement, provided that each non-serviced mortgage loan, if any, will be serviced by another master servicer or special servicer under the pooling and servicing agreement with respect to the securitization of a related companion loan, which entities will be obligated to service and administer such non-serviced mortgage loan pursuant to a similar standard set forth in the related pooling and servicing agreement.

 

Excluded Special Servicer: If the special servicer obtains knowledge that it has become a Borrower Party with respect to any mortgage loan (an “Excluded Special Servicer Loan”), the special servicer will be required to resign as special servicer of that Excluded Special Servicer Loan.  Prior to the occurrence and continuance of a Control Termination Event, the Directing Certificateholder will be required to select (and may remove and replace with or without cause) a separate special servicer that is not a Borrower Party (an “Excluded Special Servicer”) with respect to any Excluded Special Servicer Loan, unless such Excluded Special Servicer Loan is also an Excluded Loan with respect to the Directing Certificateholder or the holder of the majority of the Controlling Class.  After the occurrence and during the continuance of a Control Termination Event, if at any time the applicable Excluded Special Servicer Loan is also an Excluded Loan with respect to the Directing Certificateholder or the holder of the majority of the Controlling Class or if the Directing Certificateholder is entitled to appoint the Excluded Special Servicer but does not so appoint within 30 days of notice of such resignation, the resigning special servicer will be required to use reasonable efforts to select the related Excluded Special Servicer.  Any Excluded Special Servicer will be required to perform all of the obligations of the special servicer and will be entitled to all special servicing compensation with respect to such Excluded Special Servicer Loan earned while the related mortgage loan is an Excluded Special Servicer Loan.
   
Liquidated Loan Waterfall: On liquidation of any mortgage loan, all net liquidation proceeds related to the mortgage loan (but not any related companion loan) will be applied so that amounts allocated as a recovery of accrued and unpaid interest will not, in the first instance, include any delinquent interest that was not advanced as a result of Appraisal Reduction

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-15 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

Amounts (or, if a non-recoverability determination was made, delinquent interest that would not have been advanced as a result of Appraisal Reduction Amounts in the absence of such non-recoverability determination) or accrued on the portion of the stated principal balance thereof equal to any related Collateral Deficiency Amount in effect from time to time and as to which no advance was made (collectively, the “Subordinated Interest Amount”). After the adjusted interest amount is so allocated, any remaining 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 will then be allocated to pay the Subordinated Interest Amount.

 

Operating Advisor:

The operating advisor will be required to perform certain review duties if a Control Termination Event has occurred and is continuing, which will generally include a limited annual review of, and the preparation of a report regarding, certain actions of the special servicer with respect to the resolution and/or liquidation of specially serviced loans. The review and report generally will be based on any asset status reports and additional information delivered to the operating advisor by the special servicer. In addition, if a Control Termination Event has occurred and is continuing, the special servicer must consult with the operating advisor (in addition to the Directing Certificateholder if no Consultation Termination Event has occurred and is continuing) in connection with major decisions with respect to mortgage loans. Furthermore, under certain circumstances, but only if a Consultation Termination Event has occurred and is continuing, the operating advisor may recommend the replacement of the special servicer as described above under “—Appointment and Replacement of the Special Servicer”; however, the operating advisor will not have any rights or obligations with respect to a non-serviced whole loan.

 

If a Consultation Termination Event has occurred and is continuing, the operating advisor may be removed and replaced without cause upon the affirmative direction of certificates owners holding not less than 75% of the voting rights of all certificates (taking into account the application of Cumulative Appraisal Reduction Amounts), following a proposal from certificate owners holding not less than 25% of the voting rights of all certificates (taking into account the application of Cumulative Appraisal Reduction Amounts). The certificateholders who initiate a vote on a termination and replacement of the operating advisor without cause must cause the payment of the fees and expenses incurred in the replacement. In addition, in the event there are no classes of certificates outstanding other than the Control Eligible Certificates, the RR Interest and the Class V and Class R certificates, then all of the rights and obligations of the operating advisor under the PSA will terminate without payment of any penalty or termination fee (other than any rights or obligations that accrued prior to the date of such termination (including accrued and unpaid compensation) and other than indemnification rights arising out of events occurring prior to such termination). See “Pooling and Servicing AgreementThe Operating AdvisorTermination of the Operating Advisor Without Cause” in the Preliminary Prospectus.

 

Asset Representations Reviewer:

The asset representations reviewer will be required to review certain delinquent mortgage loans (excluding a mortgage loan for which a Payment Accommodation has been made and the related borrower is complying with the terms of such Payment Accommodation) after a specified delinquency threshold has been met and the required percentage of certificateholders vote to direct a review as described below. The asset representations reviewer will be entitled to the Asset Representations Reviewer Fee with respect to such review. See “Pooling and Servicing AgreementThe Asset Representations Reviewer” in the Preliminary Prospectus.

 

The certificate administrator will be required to notify certificateholders if the specified delinquency threshold has been met as described in the Preliminary Prospectus under “—The Asset Representations Reviewer”.

 

If certificateholders evidencing not less than 5.0% of the voting rights request a vote to commence an asset review, and if subsequently (i) a majority of those certificateholders who cast votes and (ii) a majority of an Asset Review Quorum authorizes an asset review within 150 days of the request for a vote, the asset representations reviewer will be required to conduct an asset review of delinquent loans.

 

The asset representations reviewer may be terminated and replaced without cause. Upon (i) the written direction of certificateholders evidencing not less than 25% of the voting rights (without regard to the application of any Cumulative Appraisal Reduction Amounts) requesting a vote to terminate and replace the asset representations reviewer with a proposed successor asset representations reviewer that is an eligible asset representations reviewer, and (ii) payment by such holders to the certificate administrator of the reasonable fees and expenses to be incurred by the certificate administrator in connection with administering such vote, the certificate administrator will be required to promptly provide notice to all certificateholders and the asset representations reviewer of such request by posting such notice on its internet website, and by mailing such notice to all certificateholders and the asset representations reviewer. Upon the written direction of certificateholders evidencing at least 75% of a Certificateholder Quorum (without regard to the application of any Cumulative Appraisal Reduction Amounts), the trustee will be required to terminate all of the rights and obligations of the asset representations reviewer under the pooling and servicing agreement (other than any rights or obligations that accrued prior to the date of such termination and other than indemnification rights arising out of events occurring prior to such termination) by written notice to the asset representations reviewer, and the proposed successor asset representations reviewer will be appointed. See “Pooling and Servicing AgreementThe Asset Representations Reviewer” in the Preliminary Prospectus.

 

An “Asset Review Quorum” means, in connection with any solicitation of votes to authorize an Asset Review as described above, the holders of certificates evidencing at least 5.0% of the aggregate voting rights represented by all certificates that have voting rights.

   
Dispute Resolution Provisions: The mortgage loan sellers will be subject to the dispute resolution provisions set forth in the PSA to the extent those provisions are triggered with respect to any mortgage loan sold to the depositor by a mortgage loan seller, and such mortgage loan seller will be obligated under the related mortgage loan purchase agreement to comply with all applicable provisions and to take part in any mediation or arbitration proceedings that may result. Generally, in the event that a Repurchase Request is not “Resolved” within 180 days after the related mortgage

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-16 

 

 

BANK 2020-BNK27 Structural Overview

 

 

 

loan seller receives such Repurchase Request, then the enforcing servicer will be required to send a notice to the first certificateholder (or beneficial owner) to deliver a certificateholder repurchase request with respect to the mortgage loan (the “Initial Requesting Certificateholder”) (if any) and to the certificate administrator (which will be required to make such notice available to certificateholders via the certificate administrator’s website) indicating the enforcing servicer’s intended course of action with respect to the Repurchase Request. If (a) the enforcing servicer’s intended course of action with respect to the Repurchase Request does not involve pursuing further action to exercise rights against the related mortgage loan seller with respect to the Repurchase Request and the Initial Requesting Certificateholder, if any, or any other certificateholder or certificate owner wishes to exercise its right to refer the matter to mediation (including nonbinding arbitration) or arbitration, or (b) the enforcing servicer’s intended course of action is to pursue further action to exercise rights against the related mortgage loan seller with respect to the Repurchase Request but the Initial Requesting Certificateholder, if any, or any other certificateholder or certificate owner does not agree with the dispute resolution method selected by the enforcing servicer, then the Initial Requesting Certificateholder, if any, or such other certificateholder or certificate owner may deliver a written notice to the enforcing servicer indicating its intent to exercise its right to refer the matter to either mediation or arbitration.

 

“Resolved” means, with respect to a Repurchase Request, (i) that the related material defect or breach has been cured, (ii) the related mortgage loan has been repurchased in accordance with the related mortgage loan purchase agreement, (iii) a mortgage loan has been substituted for the related mortgage loan in accordance with the related mortgage loan purchase agreement, (iv) the applicable mortgage loan seller has made a loss of value payment, (v) a contractually binding agreement has been entered into between the enforcing servicer, on behalf of the issuing entity, and the related mortgage loan seller that settles the related mortgage loan seller’s obligations under the related mortgage loan purchase agreement, or (vi) the related mortgage loan is no longer property of the issuing entity as a result of a sale or other disposition in accordance with the pooling and servicing agreement. See “Pooling and Servicing Agreement—Dispute Resolution Provisions” in the Preliminary Prospectus.

 

Investor Communications:

The certificate administrator is required to include on any Form 10-D any request received from a certificateholder to communicate with other certificateholders related to certificateholders exercising their rights under the terms of the PSA. Any certificateholder wishing to communicate with other certificateholders regarding the exercise of its rights under the terms of the PSA will be able to deliver a written request signed by an authorized representative of the requesting investor to the certificate administrator.

 

Deal Website: The certificate administrator will be required to maintain a deal website which will include, among other items: (a) summaries of asset status reports prepared by a special servicer, (b) inspection reports, (c) appraisals, (d) various “special notices” described in the Preliminary Prospectus, (e) the “Investor Q&A Forum” and (f) a voluntary “Investor Registry”. Investors may access the deal website following execution of a certification and confidentiality agreement.  

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-17 

 

  

BANK 2020-BNK27 Collateral Overview

 

 

Mortgage Loan Sellers No. of
Mortgage
Loans
No. of
Mortgaged
Properties
Aggregate
Cut-off Date
Balance
% of
Pool(1)
Wells Fargo Bank, National Association 12 15 $224,528,000 36.3%
Bank of America, National Association 16 21 $202,088,872 32.7%
Morgan Stanley Mortgage Capital Holdings LLC 8 10 $191,240,796 31.0%
Total: 36 46 $617,857,668 100.0%

 

Pool Statistics

   
Aggregate Cut-off Date Balance: $617,857,668
Number of Mortgage Loans: 36
Average Cut-off Date Balance per Mortgage Loan: $17,162,713
Number of Mortgaged Properties: 46
Average Cut-off Date Balance per Mortgaged Property: $13,431,688
Weighted Average Mortgage Rate: 3.2480%
% of Pool Secured by 5 Largest Mortgage Loans: 41.1%
% of Pool Secured by 10 Largest Mortgage Loans: 65.9%
% of Pool Secured by ARD Loans(2): 0.0%
Weighted Average Original Term to Maturity (months)(2): 120
Weighted Average Remaining Term to Maturity (months)(2): 116
Weighted Average Seasoning (months): 4
% of Pool Secured by Single Tenant Mortgaged Properties: 11.8%
% of Pool Secured by Refinance Loans: 41.6%
% of Pool Secured by Recapitalization Loans: 29.7%
% of Pool Secured by Acquisition Loans: 28.7%

 

Additional Debt

   
% of Pool with Pari Passu Mortgage Debt: 59.4%
% of Pool with Subordinate Mortgage Debt: 33.2%

 

Credit Statistics(3)

   
Weighted Average UW NOI DSCR: 3.95x
Weighted Average UW NOI Debt Yield(4): 13.0%
Weighted Average UW NCF DSCR: 3.80x
Weighted Average UW NCF Debt Yield(4): 12.5%
Weighted Average Cut-off Date LTV Ratio(4)(5): 51.0%
Weighted Average Maturity Date LTV Ratio(4)(5): 50.3%

 

 

Footnotes are set forth on the following page.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-18 

 

 

BANK 2020-BNK27 Collateral Overview

 

 

Amortization

Weighted Average Original Amortization Term (months)(6): 360
Weighted Average Remaining Amortization Term (months)(6): 360
% of Pool Interest Only through Maturity: 92.3%
% of Pool Interest Only followed by Amortizing Balloon: 5.9%
% of Pool Amortizing Balloon: 1.7%

 

Lockboxes

   
% of Pool with Hard Lockboxes: 63.1%
% of Pool with Springing Lockboxes: 31.4%
% of Pool with No Lockboxes: 4.5%
% of Pool with Soft Lockboxes: 0.9%

 

Reserves

   
% of Pool Requiring Tax Reserves: 48.6%
% of Pool Requiring Insurance Reserves: 18.3%
% of Pool Requiring Replacement Reserves: 40.3%
% of Pool Requiring TI/LC Reserves(7): 28.1%

 

Call Protection

   
% of Pool with lockout period, followed by defeasance until open period: 63.6%
% of Pool with lockout period, followed by defeasance or the greater of a prepayment premium and yield maintenance until open period: 13.6%
% of Pool with no lockout period. The greater of a prepayment premium and yield maintenance, followed by defeasance or the greater of a prepayment premium and yield maintenance until open period: 9.9%
% of Pool with lockout period. The greater of a prepayment premium and yield maintenance, followed by defeasance or the greater of a prepayment premium and yield maintenance until open period: 8.1%
% of Pool with lockout period, followed by the greater of a prepayment premium and yield maintenance until open period: 4.8%

 

 

(1)Unless otherwise indicated, all references to “% of Pool” in this Term Sheet reflect a percentage of the aggregate principal balance of the mortgage pool as of the Cut-off Date, after application of all payments of principal due during or prior to June 2020.
(2)With respect to any ARD Loan, unless otherwise indicated, references in this Term Sheet to the applicable “maturity date” or “maturity” refer to the applicable anticipated repayment date with respect to such ARD Loan, and such applicable anticipated repayment date is treated as its maturity date for all purposes hereof.
(3)With respect to any mortgage loan that is part of a whole loan, unless otherwise indicated, all LTV, DSCR and Debt Yield calculations in this Term Sheet include any related pari passu companion loans and exclude any subordinate companion loans, as applicable. Additionally, LTV, DSCR and Debt Yield figures in this Term Sheet are calculated for mortgage loans without regard to any additional indebtedness that may be incurred at a future date.
(4)With respect to certain mortgage loans, debt yields and LTVs (such as, for example, UW NOI Debt Yield, UW NCF Debt Yield, Cut-off Date LTV Ratio or Maturity Date LTV Ratio) have been calculated based on a principal balance that is net of a holdback or earnout reserve. Such mortgage loans are identified under the definitions of “Underwritten NOI Debt Yield”, “Underwritten NCF Debt Yield” and “Cut-off Date LTV Ratio” set forth under “Description of the Mortgage PoolCertain Calculations and Definitions” in the Preliminary Prospectus.
(5)The LTV ratios set forth in this Term Sheet are generally based on the “as-is” values of the related mortgaged properties; provided that the “as-is” value for a portfolio of mortgaged properties may include a premium relating to the valuation of the mortgaged properties as a whole rather than as the sum of individually valued mortgaged properties; provided, further, that such LTV ratios may be based on “as-stabilized”, “as complete” or other contingent values in certain cases in which reserves have been established at origination for the applicable condition or circumstance that is expected to result in stabilization provided, further, that such LTV ratios may have been calculated based on a principal balance that is net of a holdback or earnout reserve. See the definition of “Appraised Value” under “Description of the Mortgage PoolCertain Calculations and Definitions” in the Preliminary Prospectus.
(6)Excludes mortgage loans that provide for payments of interest only through the related maturity date or anticipated repayment date, as applicable.
(7)Excludes hospitality, multifamily and self storage properties.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-19 

 

 

BANK 2020-BNK27 Collateral Overview

 

 

COVID-19 Update

The following table contains information regarding the status of the mortgage loans and mortgaged properties provided by the respective borrowers as of the date set forth in the “Information as of Date” column. The cumulative effects of the COVID-19 emergency on the global economy may cause tenants to be unable to pay their rent and borrowers to be unable to pay debt service under the mortgage loans. As a result, we cannot assure you that the information in the following table is indicative of future performance or that tenants or borrowers will not seek rent or debt service relief (including forbearance arrangements) or other lease or loan modifications in the future. Such actions may lead to shortfalls and losses on the certificates. Any information in the following table will be superseded by the information contained under the heading “Description of the Mortgage Pool—COVID Considerations” in the Preliminary Prospectus.

 

Loan No. Mortgage
Loan Seller
Information
as of Date
Origination
Date
Property Name Property Type Debt
Service
Current
as of
June
Payment
(Y/N)
Forbearance,
Loan
Modification or
other Debt
Service Relief
Requested (Y/N)
Lease
Modification or
Rent Relief
Requested
(Y/N)
Tenants
Making Full
May Rent
Payment (%
NRA)
Tenants
Making Full
May Rent
Payment (% of
UW rent)
Tenants
Making Full
June Rent
Payment (%
NRA)
Tenants Making
Full June Rent
Payment (% of
UW rent)
1 MSMCH 6/5/2020 11/15/2019 Bellagio Hotel and Casino Hospitality Y N N (1) 100.0% (1) 100.0%
2 WFB 6/5/2020 11/21/2019 55 Hudson Yards Office Y N Y(2) 98.3% 99.0% 98.3% 99.0%
3 WFB 6/5/2020 1/29/2020 525 Market Office Y N Y(3) 99.1% 99.2% 99.5% 99.5%
4 MSMCH 6/3/2020 12/30/2019 200 West 57th Street Office Y N Y(4) 50.3%(5) 50.4%(5) N/A(15) N/A(15)
5 MSMCH 6/2/2020 2/7/2020 Ralph Lauren HQ New Jersey Office Y N N 100.0%(6) 100.0%(6) 100.0%(6) 100.0%(6)
6 BANA 6/12/2020 3/6/2020 711 Fifth Avenue Mixed Use Y N Y(7) (7) (7) (7) (7)
7 WFB 6/11/2020 11/25/2019 1633 Broadway Office Y N Y(8) 86.7%(9) 94.2% 82.9%(10) 91.1%(10)
8 BANA 6/1/2020 12/5/2019 560 Mission Street Office Y N Y(11) 99.3% 99.4% 99.3% 99.4%
9 BANA 6/8/2020 3/13/2020 3300 West Sahara Office Y N Y(12) 99.4% 99.8% 99.4% 99.8%
10 WFB 6/10/2020 11/22/2019 Laidley Tower Office Y N Y(13) 99.9% 99.9% 90.8% 91.0%(14)
11 WFB 6/5/2020 2/26/2020 Rosewood Self Storage Portfolio Self Storage Y N N 86.6% 89.1% 87.5% 88.9%
12 BANA 6/3/2020 2/28/2020 StorQuest Self Storage - Indio Self Storage Y N N 87.0% 82.4% N/A(15) N/A(15)
13 BANA 6/4/2020 3/12/2020 Central Self Storage Portfolio Idaho Self Storage Y N N 95.4% 97.0% N/A(15) N/A(15)
14 BANA 6/3/2020 3/13/2020 GoodFriend Self Storage - East Hampton Self Storage Y N N 96.5% 92.3% N/A(15) N/A(15)
15 MSMCH 6/3/2020 1/31/2020 Lowe's - Fairlawn, OH Retail Y N N 100.0% 100.0% 100.0% 100.0%
16 WFB 6/13/2020 2/14/2020 Agoura Meadows Shopping Center Retail Y N Y(16) 75.3%(17) 64.2% 78.6%(18) 72.3%%(18)
17 BANA 6/3/2020 2/27/2020 StorQuest Self Storage - La Quinta Self Storage Y N N 91.9% 91.6% N/A(15) N/A(15)
18 BANA 6/4/2020 3/2/2020 Central Self Storage - Broadway Self Storage Y N N 94.4% 93.6% N/A(15) N/A(15)
19 MSMCH 6/8/2020 2/11/2020 River Oaks Shopping Center Retail Y N N 98.9% 97.1% 98.9% 98.9%
20 WFB 6/8/2020 2/14/2020 The Playa Merced Shopping Center Retail Y N Y(19) 94.2%(20) 95.5% 92.9%(21) 92.0%(21)
21 BANA 6/5/2020 3/5/2020 Four Corners Self Storage Self Storage Y N N 84.7% 83.3% N/A(15) N/A(15)
22 WFB 6/3/2020 3/5/2020 Gillmor - Reno Office Y N N 100.0% 100.0% 100.0% 100.0%
23 BANA 6/4/2020 3/3/2020 Central Self Storage - Antioch Self Storage Y N N 95.3% 93.0% N/A(15) N/A(15)
24 BANA 6/3/2020 1/29/2020 First Choice Self Storage - Grapevine Self Storage Y N N 97.8% 97.2% N/A(15) N/A(15)
25 MSMCH 6/8/2020 2/27/2020 Aspen Self Storage Portfolio Mixed Use/Self Storage Y N N 89.0% 89.0% 89.8% 89.8%
26 MSMCH 6/2/2020 3/11/2020 Preserve at Quail Pass Phase III Multifamily Y N N 99.3%(22) 99.3%(22) 72.4%(22) 72.4%(22)
27 BANA 6/4/2020 2/26/2020 Central Self Storage - Concord Self Storage Y N N 96.1% 97.0% N/A(15) N/A(15)
28 BANA 6/4/2020 1/27/2020 Stor-All Portfolio KS Self Storage Y N N 94.5% 89.8% N/A(15) N/A(15)
29 BANA 5/29/2020 3/11/2020 Cabela's Outpost Saginaw Retail Y N N(23) 100.0% 100.0% 50.0%(24) 50.0%(24)
30 WFB 6/2/2020 1/30/2020 Airpark Drive Office Y N N 100.0% 100.0% 100.0% 100.0%
31 WFB 6/5/2020 2/5/2020 Frisco Lakes III Shopping Center Retail Y N Y(25) 21.8% 54.2% 35.9% 57.4%
32 WFB 6/4/2020 2/14/2020 EL Monte Plaza Retail Y N Y(26) 76.4%(27) 86.1% 95.4%(28) 100.0%
33 MSMCH 6/3/2020 3/2/2020 Aldi - Bellflower Retail Y N N 100.0% 100.0% 100.0% 100.0%
34 BANA 6/5/2020 3/5/2020 Skyway Self Storage Self Storage Y N N 90.6% 90.2% N/A(15) N/A(15)
35 WFB 6/10/2020 3/4/2020 Statham Oaks Self Storage Self Storage Y N Y(29) 79.9% 95.6% 81.2% 78.9%
36 BANA 6/4/2020 2/26/2020 Central Self Storage - Dunlap Self Storage Y N N 89.5% 89.9% N/A(15) N/A(15)

 

 

Footnotes are set forth on the following page.

 

This is not a research report and was not prepared by the Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-20 

 

  

BANK 2020-BNK27 Collateral Overview

 

 

(1)The Bellagio Hotel and Casino property is master leased to Bellagio, LLC, an indirectly wholly owned subsidiary of MGM Resorts International, which is current on its initial lease rent under its new 30-year lease.
(2)Three tenants, representing 1.7% of UW rent, have requested rent relief. This includes one tenant, representing 1.3% of UW rent, that was granted 50% rent deferment for May, June, and July, which is expected to be paid back over 12 months beginning in 2021.
(3)Three tenants, representing 0.5% of UW rent, requested and have been granted rent relief. In addition, the parking operator, representing 0.4% of UW EGI, has requested and has been granted rent relief.
(4)Thirty four tenants (65.1% of NRA and 74.0% of UW rent) at the 200 West 57th Street property have requested rent relief. Nine tenants (19.9% of NRA and 18.9% of UW rent) have been granted deferral of rent by the borrower. The deferral granted ranges from 1 to 3 months with repayment over a fixed period.
(5)Thirty eight tenants, representing 49.1% of UW rent made full rent payments in May. Two tenants, representing 1.1% of UW rent made partial May rent payments. The St. Luke’s Roosevelt Hospital paid 76.8% of its UW rent in May.
(6)The Ralph Lauren HQ New Jersey property is a single tenant property. Ralph Lauren is currently in a 12 month free rent period and the Ralph Lauren HQ New Jersey loan is structured with a free rent reserve. Ralph Lauren has paid reimbursements in full and on time.
(7)As of May 18, 2020, the borrower has entered into a rent deferral agreement with the sixth largest tenant at the property, The Swatch Group (4.2% NRA, 37.3% UW rent). For the months of April, May and June 2020, The Swatch Group base rent has been reduced to 50.0%. The abated 50% of base rent is required to be repaid by December 31, 2020 (50.0%) and March 31, 2021 (50.0%). The borrower sponsors are in discussions with Ralph Lauren regarding rent relief with respect to the Polo Bar space (7,436 SF of the total Ralph Lauren 38,638 SF and 1.4% of the total Ralph Lauren underwritten base rent) which is temporarily closed.
(8)One tenant, representing 7.8% of UW rent, has requested and received rent relief. The tenant will pay 50% of their rent from April through December 2020, to be repaid over 36 months beginning January 2021 at a 3.75% imputed interest rate. One tenant, representing 4.5% of UW rent, has requested and received a rent deferral from April through June 2020. A third tenant, representing 0.5% of UW rent has requested, but not yet been granted, rent relief.
(9)Tenants representing 94.7% of NRA made full or partial rent payments and tenants representing 90.3% of UW rent made full rent payments. One tenant, representing 7.9% of NRA and 7.8% of UW rent, paid 50% of their rent. Four tenants, representing 5.3% of NRA and 5.8% of UW rent, did not pay rent in May.
(10)Tenants representing 90.9% of NRA made full or partial rent payments and tenants representing 87.2% of UW rent made full rent payments.  Included in the full June rent payments are three tenants, representing 16.1% of UW rent that have outstanding rent balances for the month of June of less than 0.5% of their total rent. One tenant, representing 7.9% of NRA and 7.8% of UW rent, paid 50% of their rent.  Six tenants, representing 9.1% of NRA and 8.9% of UW rent, did not pay rent in June.
(11)Two retail spaces (0.7% NRA and 0.6% UW rent) have deferred rent for May and June and will resume payments when stay at home orders are lifted in California.
(12)One retail space (0.6% NRA and 0.2% UW rent) has deferred rent for April, May and June. The deferred rent will be paid back in three equal installments starting September 2020.
(13)One tenant, representing 3.8% of UW rent, has requested rent relief. Two tenants have requested relief on parking fees. Parking income accounts for 6.0% of UW EGI.
(14)Three tenants, representing 9.0% of UW Rent, did not pay rent in June.
(15)Given the timing of collection and reporting, an accurate estimate of the percentage of tenants paying rent in June is not available.
(16)Nine tenants, representing 18.8% of UW rent, have requested rent relief. As of June 3, 2020, the sponsor has agreed to rent relief for eight tenants representing 15.2% of UW rent.
(17)Thirteen tenants, representing 62.1% of UW rent made full rent payments in May. Two tenants, representing 2.9% of UW rent made partial May rent payments totaling 2.1% of UW rent. Cigars & Cigarettes Shop paid 86.3% of its UW rent; and Mimo Jewelers paid 40.1% of its UW rent.
(18)Fifteen tenants, representing 70.6% of UW rent, made full rent payments in June. One tenant, representing 1.9% of UW rent, made a partial rent payment.
(19)Two tenants, representing 4.4% of UW rent, have requested and were granted rent relief. The tenant did not pay rent for April and May 2020, which is expected to be repaid over six payments beginning in July 2020.
(20)Eight tenants, representing 93.4% of UW rent, made full rent payments. Two tenants, representing 4.4% of UW rent, made partial rental payments totaling 2.1% of UW rent in May.
(21)Six tenants, representing 92.0% of underwritten rent, made full rent payments in June.
(22)The percentage of Tenant Count Making Full May Rent Payment and UW rent paid and the percentage of Tenant Count Making Full June Rent Payment and UW rent paid are based on the percentage of total billed residential rent collected.
(23)As of May 29, 2020, the borrower has deposited $375,000 into a rent relief reserve account. No “Lockbox Event” will occur as a result of a “DSCR Trigger Event”, so long as certain conditions are satisfied, including $375,000 being on deposit in the a relief reserve account. From and after May 1, 2022, as long as no event of default is continuing, the funds will be disbursed to the borrower as long as certain conditions are satisfied including (i) the Cabela's Outpost lease is in full force and effect, (ii) Cabela's Outpost is in full occupancy of their space and is paying full rent, (iii) Cabela’s Outpost has not provided any written notice of its intention to cease paying rent or to vacate or to cease operations at the mortgage property and (iv) there is no default beyond the expiration of any applicable notice and cure periods under the lease.
(24)The single tenant at the mortgage property, Cabela's Outpost, has entered into a lease amendment with the borrower. Starting June 1, 2020 and continuing till May 31, 2021, the tenant will only be required to pay 50% of the annual rent payable under the lease. The annual rent deferred during this period will be payable without interest in equal monthly installments amortized over a three year period starting June 1, 2021.
(25)Seven tenants, representing 74.5% of UW rent, requested and received partial rent relief. Three of the seven tenants, representing 38.6% of UW rent, are expected to repay deferred May rent over 12 months beginning in 2021. Four of the seven tenants, representing 49.4% of UW rent are expected to repay deferred June rent over 12 months beginning in 2021.
(26)Six tenants, representing 30.3% of UW rent, requested and received partial rent relief in April and May. The deferred rent will be taken out of the tenant's security deposits
(27)Six tenants, representing 19.0% of NRA and 30.3% of UW rent, made partial rent payments in May.
(28)All tenants in occupancy paid June rent. There is one vacant unit accounting for 4.6% of NRA.
(29)Two tenants requested and received partial rent relief in April.

 

This is not a research report and was not prepared by the Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-21 

 

  

 BANK 2020-BNK27 Characteristics of the Mortgage Loans

 

 

Top 10 Mortgage Loans or Groups of Cross-Collateralized Mortgage Loans(1)
                           
Loan
No.
Mortgage
Loan
Seller
Property Name City State Property Type Cut-off Date
Balance
% of
Pool
SF/Rooms Cut-off Date
Balance per
SF/Room
UW
NCF
DSCR
UW NOI
Debt
Yield
Cut-off
Date LTV
Maturity
Date LTV
1 MSMCH Bellagio Hotel and Casino Las Vegas NV Hospitality $61,000,000 9.9% 3,933 $426,189 8.42x 28.3% 39.3% 39.3%
2 WFB 55 Hudson Yards New York NY Office $54,000,000 8.7% 1,431,212 $660 3.54x 11.0% 39.4% 39.4%
3 WFB 525 Market San Francisco CA Office $50,000,000 8.1% 1,034,170 $454 4.29x 13.1% 37.0% 37.0%
4 MSMCH 200 West 57th Street New York NY Office $45,000,000 7.3% 171,395 $671 1.93x 7.5% 62.2% 62.2%
5 MSMCH Ralph Lauren HQ New Jersey Nutley NJ Office $44,000,000 7.1% 255,018 $224 3.00x 9.6% 59.4% 59.4%
6 BANA 711 Fifth Avenue New York NY Mixed Use $43,000,000 7.0% 340,024 $1,603 2.90x 9.4% 54.5% 54.5%
7 WFB 1633 Broadway New York NY Office $40,000,000 6.5% 2,561,512 $391 3.84x 11.9% 41.7% 41.7%
8 BANA 560 Mission Street San Francisco CA Office $30,000,000 4.9% 668,149 $449 5.23x 14.2% 35.6% 35.6%
9 BANA 3300 West Sahara Las Vegas NV Office $23,175,000 3.8% 225,811 $103 2.86x 11.7% 67.6% 67.6%
10 WFB Laidley Tower Charleston WV Office $17,000,000 2.8% 212,768 $80 3.55x 14.4% 64.4% 64.4%
    Total/Wtd. Avg.       $407,175,000 65.9%     4.18x 13.6% 48.0% 48.0%

 

 

(1)With respect to any mortgage loan that is part of a whole loan, unless otherwise indicated, all LTV, DSCR, Debt Yield and Balance per SF/Room calculations in this Term Sheet include any related pari passu companion loans and exclude any subordinate companion loans, as applicable. Additionally, LTV, DSCR, Debt Yield and Balance per SF/ Room figures in this Term Sheet are calculated for mortgage loans without regard to any additional indebtedness that may be incurred at a future date. With respect to any leased fee loans, the SF/ Rooms and Balance per SF/Room figures in this Term Sheet are based on the size of the non-collateral improvements.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-22 

 

  

BANK 2020-BNK27 Characteristics of the Mortgage Loans

 

 

Mortgage Loans with Pari Passu Companion Loans
                         
Loan
No.
Mortgage
Loan Seller
Property Name Mortgage
Loan Cut-
off Date
Balance
Aggregate Pari
Passu Companion
Loan Cut-off Date
Balance
Combined
Cut-off Date
Balance
Lead Servicing
Agreement
Master
Servicer
Special
Servicer
Control Rights Combined
UW NCF
DSCR(1)
Combined
UW NOI
Debt Yield(1)
Combined
Cut-off
Date LTV(1)
1 MSMCH Bellagio Hotel and Casino $61,000,000 $1,615,200,000 $1,676,200,000 BX 2019-OC11 KeyBank Situs BX 2019-OC11 8.42x 28.3% 39.3%
2 WFB 55 Hudson Yards $54,000,000 $891,000,000 $945,000,000 HY 2019-55HY Wells Fargo CWCapital HY 2019-55HY 3.54x 11.0% 39.4%
3 WFB 525 Market $50,000,000 $420,000,000 $470,000,000 MKT 2020-525M Wells Fargo Situs MKT 2020-525M 4.29x 13.1% 37.0%
4 MSMCH 200 West 57th Street $45,000,000 $70,000,000 $115,000,000 BANK 2020-BNK26 Wells Fargo LNR BANK 2020-BNK26 1.93x 7.5% 62.2%
5 MSMCH Ralph Lauren HQ New Jersey $44,000,000 $13,000,000 $57,000,000 BANK 2020-BNK27 Wells Fargo CWCapital BANK 2020-BNK27 3.00x 9.6% 59.4%
6 BANA 711 Fifth Avenue $43,000,000 $502,000,000 $545,000,000 GSMS 2020-GC47 Wells Fargo KeyBank GSMS 2020-GC47 2.90x 9.4% 54.5%
7 WFB 1633 Broadway $40,000,000 $961,000,000 $1,001,000,000 BWAY 2019-1633 KeyBank Situs BWAY 2019-1633(2) 3.84x 11.9% 41.7%
8 BANA 560 Mission Street $30,000,000 $270,000,000 $300,000,000 BMARK 2020-B16 Midland KeyBank BMARK 2020-B16 5.23x 14.2% 35.6%

 

 

(1)DSCR, Debt Yield and LTV calculations include any related pari passu companion loans and exclude any subordinate companion loans, as applicable.
(2)During the continuance of a control shift event relating to the BWAY 2019-1633 securitization transaction, Note A-1-C-1 will be the controlling note and the holder thereof (or the directing certificateholder (or other designated party) of a securitization of Note A-1-C-1) will have the applicable control rights.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-23 

 

  

BANK 2020-BNK27 Characteristics of the Mortgage Loans

 

Mortgage Loans with Subordinate Debt
 
Loan
No.
Mortgage
Loan Seller
Property Name Mortgage Loan
Cut-off Date
Balance
Cut-off Date
Balance per
Room/SF
Subordinate Debt
Cut-off Date Balance
UW NCF
DSCR
UW NOI Debt
Yield
Cut-off Date
LTV
Whole Loan UW
NCF DSCR(1)
Whole Loan UW
NOI Debt
Yield(1)
Whole Loan
Cut-off Date
LTV(1)
1 MSMCH Bellagio Hotel and Casino $61,000,000 $426,189 $1,333,800,000 8.42x 28.3% 39.3% 4.06x 15.7% 70.7%
2 WFB 55 Hudson Yards $54,000,000 $660 $300,000,000 3.54x 11.0% 39.4% 2.69x 8.3% 51.9%
3 WFB 525 Market $50,000,000 $454 $212,000,000 4.29x 13.1% 37.0% 2.96x 9.0% 53.7%
7 WFB 1633 Broadway $40,000,000 $391 $249,000,000 3.84x 11.9% 41.7% 3.08x 9.5% 52.1%

 

 

(1)Whole Loan UW NCF DSCR, Whole Loan UW NOI Debt Yield and Whole Loan Cut-off Date LTV figures shown above are calculated based on any related pari passu notes and any related subordinate note(s).

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-24 

 

  

BANK 2020-BNK27 Characteristics of the Mortgage Loans

 

 

Prior Securitization History(1)
 
Loan
No.
Mortgage
Loan
Seller
Property Name City State Property
Type
Cut-off
Date
Balance
% of
Pool
SF Cut-off
Date
 Balance
per SF(2)
UW
NCF
DSCR(2)
UW
NOI
Debt
Yield(2)
Cut-off
Date
LTV(2)
Maturity
Date
LTV(2)

Prior

Securitization

12 BANA StorQuest Self Storage - Indio Indio CA Self Storage $13,125,000 2.1% 142,338 $92.21 2.64x 8.9% 64.3% 64.3% CSAIL 2015-C3
14 BANA GoodFriend Self Storage - East Hampton East Hampton NY Self Storage $12,650,000 2.0% 38,300 $330.29 2.34x 8.3% 64.1% 64.1% WFRBS 2013-C17
17 BANA StorQuest Self Storage - La Quinta La Quinta CA Self Storage $9,125,000 1.5% 75,633 $120.65 2.65x 8.8% 63.4% 63.4% GSMS 2014-GC26
23 BANA Central Self Storage - Antioch Antioch CA Self Storage $8,000,000 1.3% 74,250 $107.74 3.81x 12.5% 51.8% 51.8% GSMS 2012-GCJ7
    Total       $42,900,000 6.9%              

 

 

(1)Includes mortgage loans for which all or a portion of the previously existing debt was most recently securitized in conduit securitizations, based on information provided by the related borrower or obtained through searches of a third-party database. The information has not otherwise been confirmed by the mortgage loan sellers. With respect to any mortgage loan that is part of a whole loan, unless otherwise indicated, all LTV, DSCR, Debt Yield and Cut-off Date Balance per SF calculations include any related pari passu companion loans and exclude any related subordinate companion loans, as applicable.
(2)For properties that are part of a portfolio, the Cut-off Date Balance Per SF, UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations reflect the values of the portfolio as a whole.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-25 

 

  

BANK 2020-BNK27 Characteristics of the Mortgage Loans

 

 

 

Property Type Distribution(1)
Property Type Number of
Mortgaged
Properties
Aggregate
Cut-off Date
Balance
% of
Pool
Wtd. Avg.
Mortgage
Rate
Wtd. Avg.
UW NCF
DSCR
Wtd. Avg.
UW NOI
Debt Yield
Wtd. Avg.
Cut-off
Date LTV
Wtd. Avg.
Maturity
Date LTV
Office 10 $316,975,000 51.3% 3.1205% 3.52x 11.4% 48.7% 48.7%
CBD 7 $259,175,000 41.9% 3.1065% 3.59x 11.6% 47.0% 47.0%
Single Tenant 1 $44,000,000 7.1% 3.1300% 3.00x 9.6% 59.4% 59.4%
Suburban 2 $13,800,000 2.2% 3.3522% 3.86x 13.6% 47.4% 47.4%
Self Storage 23 $120,820,251 19.6% 3.3608% 3.24x 11.5% 57.5% 56.1%
Self Storage 23 $120,820,251 19.6% 3.3608% 3.24x 11.5% 57.5% 56.1%
Retail 8 $61,813,418 10.0% 3.6849% 2.71x 12.0% 55.3% 50.6%
Anchored 4 $32,957,000 5.3% 3.5196% 3.40x 13.9% 52.2% 47.7%
Single Tenant 3 $23,206,418 3.8% 3.8917% 1.95x 9.8% 59.2% 54.5%
Shadow Anchored 1 $5,650,000 0.9% 3.8000% 1.87x 10.5% 57.1% 51.7%
Hospitality 1 $61,000,000 9.9% 3.1702% 8.42x 28.3% 39.3% 39.3%
Full Service 1 $61,000,000 9.9% 3.1702% 8.42x 28.3% 39.3% 39.3%
Mixed Use 3 $49,649,000 8.0% 3.2470% 2.90x 9.7% 56.2% 56.2%
Office/Retail 1 $43,000,000 7.0% 3.1600% 2.90x 9.4% 54.5% 54.5%
Self Storage/Retail 2 $6,649,000 1.1% 3.8100% 2.93x 11.8% 67.5% 67.5%
Multifamily 1 $7,600,000 1.2% 3.8500% 2.19x 8.7% 69.1% 69.1%
Garden 1 $7,600,000 1.2% 3.8500% 2.19x 8.7% 69.1% 69.1%
Total/Wtd. Avg. 46 $617,857,668 100.0% 3.2480% 3.80x 13.0% 51.0% 50.3%

 

 

(1)All numerical information concerning the mortgage loans is approximate and, in the case of mortgage loans secured by multiple properties, is based on allocated loan amounts with respect to such properties. All weighted average information regarding the mortgage loans reflects the weighting of the mortgage loans based on their outstanding principal balances as of the Cut-off Date or, in the case of mortgage loans secured by multiple properties, allocated loan amounts. The sum of numbers and percentages in columns may not match the “Total” due to rounding. With respect to any mortgage loan that is part of a whole loan, unless otherwise indicated, all LTV, DSCR and Debt Yield calculations include any related pari passu companion loans and exclude any related subordinate companion loans, as applicable.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-26 

 

  

BANK 2020-BNK27 Characteristics of the Mortgage Loans

 

 

 

 

Geographic Distribution(1)
State or Other Jurisdiction Number of
Mortgaged
Properties
Aggregate
Cut-off Date
Balance
% of
Pool
Wtd. Avg.
Mortgage
Rate
Wtd. Avg.
UW NCF
DSCR
Wtd. Avg.
UW NOI
Debt Yield
Wtd. Avg.
Cut-off
Date LTV

Wtd. Avg.

Maturity
Date LTV

New York 5 $194,650,000 31.5% 3.1721% 3.01x 9.8% 50.1% 50.1%
California 12 $161,325,296 26.1% 3.0721% 4.05x 12.9% 44.1% 43.5%
California – Northern (2) 6 $112,364,000 18.2% 2.9529% 4.36x 13.4% 41.0% 40.5%
California – Southern(2) 6 $48,961,296 7.9% 3.3458% 3.34x 11.9% 51.3% 50.3%
Nevada 3 $92,175,000 14.9% 3.2721% 6.69x 23.0% 46.7% 46.7%
New Jersey 1 $44,000,000 7.1% 3.1300% 3.00x 9.6% 59.4% 59.4%
Texas 6 $30,589,001 5.0% 3.3486% 2.60x 10.3% 63.0% 58.9%
Ohio 2 $20,087,500 3.3% 3.9308% 2.12x 8.9% 68.1% 68.1%
West Virginia 1 $17,000,000 2.8% 3.4860% 3.55x 14.4% 64.4% 64.4%
Idaho 4 $13,000,000 2.1% 3.4200% 4.93x 17.5% 36.2% 36.2%
Washington 2 $12,300,000 2.0% 3.5567% 2.41x 8.7% 64.6% 64.6%
South Carolina 1 $8,418,000 1.4% 4.0200% 1.80x 11.1% 73.2% 61.9%
Oklahoma 3 $7,999,000 1.3% 3.8100% 2.93x 11.8% 67.5% 67.5%
Kansas 3 $6,131,250 1.0% 3.6900% 1.56x 8.8% 71.5% 59.8%
Michigan 1 $5,982,622 1.0% 3.7800% 1.87x 11.1% 49.9% 39.5%
Georgia 1 $2,600,000 0.4% 3.9700% 2.60x 10.6% 65.0% 65.0%
Arizona 1 $1,600,000 0.3% 3.5400% 11.47x 42.2% 14.5% 14.5%
Total/Wtd. Avg. 46 $617,857,668 100.0% 3.2480% 3.80x 13.0% 51.0% 50.3%

 

 

(1)All numerical information concerning the mortgage loans is approximate and, in the case of mortgage loans secured by multiple properties, is based on allocated loan amounts with respect to such properties. All weighted average information regarding the mortgage loans reflects the weighting of the mortgage loans based on their outstanding principal balances as of the Cut-off Date or, in the case of mortgage loans secured by multiple properties, allocated loan amounts. The sum of numbers and percentages in columns may not match the “Total” due to rounding. With respect to any mortgage loan that is part of a whole loan, unless otherwise indicated, all LTV, DSCR and Debt Yield calculations include any related pari passu companion loans and exclude any related subordinate companion loans, as applicable.
(2)“California – Northern” includes zip codes above 93600, and “California – Southern” includes zip codes at or below 93600.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-27 

 

  

BANK 2020-BNK27 Collateral Statistics

 

 

Collateral Statistics(1)

 

Cut-off Date Balance ($)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
1,600,000 - 5,000,000 4 13,036,296 2.1
5,000,001 - 10,000,000 16 118,444,872 19.2
10,000,001 - 20,000,000 7 96,201,500 15.6
20,000,001 - 40,000,000 3 93,175,000 15.1
40,000,001 - 50,000,000 4 182,000,000 29.5
50,000,001 - 61,000,000 2 115,000,000 18.6
Total: 36 $617,857,668 100.0%

Min: $1,600,000                          Max: $61,000,000             Avg: $17,162,713 

State or Other Jurisdiction(2)

       
  No. of
Mortgaged
Properties
Aggregate
Cut-off Date
Balance ($)

% of

Pool

New York 5 194,650,000 31.5
California 12 161,325,296 26.1
California – Northern (3) 6 112,364,000 18.2
California – Southern(3) 6 48,961,296 7.9
Nevada 3 92,175,000 14.9
New Jersey 1 44,000,000 7.1
Texas 6 30,589,001 5.0
Ohio 2 20,087,500 3.3
West Virginia 1 17,000,000 2.8
Idaho 4 13,000,000 2.1
Washington 2 12,300,000 2.0
South Carolina 1 8,418,000 1.4
Oklahoma 3 7,999,000 1.3
Kansas 3 6,131,250 1.0
Michigan 1 5,982,622 1.0
Georgia 1 2,600,000 0.4
Arizona 1 1,600,000 0.3
Total: 46 $617,857,668 100.0%

Property Type(2)

       
  No. of
Mortgaged
Properties
Aggregate
Cut-off Date
Balance ($)
% of
Pool
Office 10 316,975,000 51.3
CBD 7 259,175,000 41.9
Single Tenant 1 44,000,000 7.1
Suburban 2 13,800,000 2.2
Self Storage 23 120,820,251 19.6
Self Storage 23 120,820,251 19.6
Retail 8 61,813,418 10.0
Anchored 4 32,957,000 5.3
Single Tenant 3 23,206,418 3.8
Shadow Anchored 1 5,650,000 0.9
Hospitality 1 61,000,000 9.9
Full Service 1 61,000,000 9.9
Mixed Use 3 49,649,000 8.0
Office/Retail 1 43,000,000 7.0
Self Storage/Retail 2 6,649,000 1.1
Multifamily 1 7,600,000 1.2
Garden 1 7,600,000 1.2
Total: 46 $617,857,668 100.0%

 

Mortgage Rate (%)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
2.5890 - 2.9999 4 174,000,000 28.2
3.0000 - 3.4999 15 269,464,000 43.6
3.5000 - 4.0200 17 174,393,668 28.2
 Total: 36 $617,857,668 100.0%
Min: 2.5890%                            Max: 4.0200%                 Wtd Avg: 3.2480%

Original Term to Maturity or ARD (mos.)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
120 36   617,857,668 100.0
 Total: 36 $617,857,668 100.0%
Min: 120 mos.                           Max: 120 mos.                 Wtd Avg: 120 mos.

Remaining Term to Maturity or ARD (mos.)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
114 5 202,000,000 32.7
115 - 118 31 415,857,668 67.3
 Total: 36 $617,857,668 100.0%
Min: 114 mos.                           Max: 118 mos.                 Wtd Avg: 116 mos.

Original Amortization Term (mos.)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
Interest Only 29 570,575,500 92.3
360 7 47,282,168 7.7
 Total: 36 $617,857,668 100.0%
Min: 360 mos.                           Max: 360 mos.                 Wtd Avg: 360 mos.

Remaining Amortization Term (mos.)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
Interest Only 29 570,575,500 92.3
358 2 10,718,918 1.7
360 5 36,563,250 5.9
 Total: 36 $617,857,668 100.0%
Min: 358 mos.                           Max: 360 mos.                 Wtd Avg: 360 mos.

Mortgage Loan Sellers

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
WFB 12 224,528,000 36.3
BANA 16 202,088,872 32.7
MSMCH 8 191,240,796 31.0
Total: 36 $617,857,668 100.0%

 

Amortization Type

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
Interest Only 29 $570,575,500 92.3
Partial Interest Only 5 $36,563,250 5.9
Amortizing Balloon 2 $10,718,918 1.7
Total: 36 $617,857,668 100.0%

Cut-off Date LTV Ratio (%)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
14.5 - 40.0 8 228,100,000 36.9
40.1 - 50.0 6 72,393,918 11.7
50.1 - 55.0 3 56,800,000 9.2
55.1 - 60.0 2 49,650,000 8.0
60.1 - 65.0 9 132,639,000 21.5
65.1 - 73.2 8 78,274,750 12.7
Total: 36 $617,857,668 100.0%
Min: 14.5%                                      Max: 73.2%                     Wtd Avg: 51.0%

Maturity Date or ARD LTV Ratio (%)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
14.5 - 30.0 2 12,600,000 2.0
30.1 - 40.0 8 226,218,918 36.6
40.1 - 60.0 11 182,256,250 29.5
60.1 - 69.1 15 196,782,500 31.8
Total: 36 $617,857,668 100.0%
Min: 14.5%                                     Max: 69.1%                      Wtd Avg: 50.3%

UW NCF DSCR (x)

       
  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
1.56 - 1.90 6 38,918,168 6.3
1.91 - 2.20 4 73,451,500 11.9
2.21 - 2.50 2 20,850,000 3.4
2.51 - 2.80 5 34,750,000 5.6
2.81 - 3.20 4 118,174,000 19.1
3.21 - 11.47 15 331,714,000 53.7
Total: 36 $617,857,668 100.0%
Min: 1.56x                                       Max: 11.47x                     Wtd Avg: 3.80x

UW NOI Debt Yield (%)

  No. of
Mortgage
Loans
Aggregate
Cut-off Date
Balance ($)
% of
Pool
7.5 - 8.0 1 45,000,000 7.3
8.1 - 9.0 7 69,318,750 11.2
9.1 - 10.0 4 99,100,000 16.0
10.1 - 12.0 13 192,163,918 31.1
12.1 - 16.0 6 118,175,000 19.1
16.1 - 42.2 5 94,100,000 15.2
Total: 36 $617,857,668 100.0%
Min: 7.5%                                        Max: 42.2%                     Wtd Avg: 13.0%

 

 

(1)All numerical information concerning the mortgage loans is approximate. All weighted average information regarding the mortgage loans reflects the weighting of the mortgage loans based on their outstanding principal balances as of the Cut-off Date. The sum of numbers and percentages in columns may not match the “Total” due to rounding. With respect to any mortgage loan that is part of a whole loan, unless otherwise indicated, all LTV, DSCR and Debt Yield calculations include any related pari passu companion loans and exclude any related subordinate companion loans, as applicable.
(2)In the case of mortgage loans secured by multiple properties, cut-off date balance information is based on allocated loan amounts with respect to such properties.
(3)“California – Northern” includes zip codes above 93600, and “California – Southern” includes zip codes at or below 93600.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-28 

 

 

Hospitality – Full Service Loan #1 Cut-off Date Balance: $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV: 39.3%
Las Vegas, NV 89109   UW NCF DSCR: 8.42x
    UW NOI Debt Yield: 28.3%

 

 

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-29 

 

 

Hospitality – Full Service Loan #1 Cut-off Date Balance: $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV: 39.3%
Las Vegas, NV 89109   UW NCF DSCR: 8.42x
    UW NOI Debt Yield: 28.3%

 

 

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-30 

 

  

Mortgage Loan No. 1 – Bellagio Hotel and Casino
 
Mortgage Loan Information   Property Information
Mortgage Loan Seller: MSMCH   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/KBRA/Moody’s): BBB-sf/AA+/A1   Location: Las Vegas, NV 89109
Original Balance(1): $61,000,000   General Property Type: Hospitality
Cut-off Date Balance(1): $61,000,000   Detailed Property Type: Full Service
% of Initial Pool Balance: 9.9%   Title Vesting: Fee/Leasehold
Loan Purpose: Acquisition   Year Built/Renovated: 1997/2019
Borrower Sponsor: BREIT Operating Partnership L.P.   Size(6): 3,933 Rooms
Guarantor: BREIT Operating Partnership L.P.   Cut-off Date Balance per Room(1): $426,189
Mortgage Rate(2): 3.170153%   Maturity Date Balance per Room(1): $426,189
Note Date: 11/15/2019   Property Manager: Tenant-managed
First Payment Date: 1/5/2020      
Maturity Date: 12/5/2029   Underwriting and Financial Information(7)(8)
Original Term to Maturity: 120 months   UW NOI: $474,065,315
Original Amortization Term: 0 months   UW NOI Debt Yield(1): 28.3%
IO Period: 120 months   UW NOI Debt Yield at Maturity(1): 28.3%
Seasoning: 6 months   UW NCF DSCR(1): 8.42x
Prepayment Provisions(3): YM0.5 (30); DEF/YM0.5 (83); O (7)   Most Recent NOI: $474,065,315 (9/30/2019 TTM)
Lockbox/Cash Mgmt Status: Hard/Springing   2nd Most Recent NOI: $489,866,042 (12/31/2018)
Additional Debt Type(1)(4): Pari Passu/Subordinate   3rd Most Recent NOI: $505,736,234 (12/31/2017)
Additional Debt Balance(1)(4): $1,615,200,000/$1,333,800,000   Most Recent Occupancy(6): 94.8% (9/30/2019)
Future Debt Permitted (Type): Yes (Mezzanine)   2nd Most Recent Occupancy(6): 94.9% (12/31/2018)
Reserves(5)   3rd Most Recent Occupancy(6): 92.9% (12/31/2017)
Type Initial Monthly Cap   Appraised Value (as of)(9): $4,260,000,000 (10/16/2019)
RE Taxes: $0 Springing N/A   Appraised Value per Room: $1,083,143
Insurance: $0 Springing N/A   Cut-off Date LTV Ratio(1)(9): 39.3%
Replacement Reserve: $0 Springing N/A   Maturity Date LTV Ratio(1)(9): 39.3%

 

Sources and Uses
Sources Proceeds % of Total   Uses Proceeds % of Total
Senior Loan Amount(1): $1,676,200,000 39.3%   Purchase Price: $4,250,000,000 99.8%
Subordinate Loan Amount: $1,333,800,000 31.3%   Closing Costs: $10,591,035 0.2%
Borrower Equity(10): $1,250,591,035 29.4%        
Total Sources: $4,260,591,035 100.0%   Total Uses: $4,260,591,035 100.0%

 

(1)The Bellagio Hotel and Casino Mortgage Loan (as defined below) is part of the Bellagio Hotel and Casino Whole Loan (as defined below), which is comprised of 25 pari passu senior promissory notes in the aggregate original principal amount of $1,676,200,000 (the “Bellagio Hotel and Casino Senior Notes,” and collectively, the “Bellagio Hotel and Casino Senior Loan”), six promissory notes in the aggregate original principal amount of $650,500,000 which are pari passu with each other and subordinate to the Bellagio Hotel and Casino Senior Notes (the “Bellagio Hotel and Casino Junior A Notes”), and three promissory notes with an aggregate principal balance of $683,300,000 which are pari passu with each other and subordinate to the Bellagio Hotel and Casino Senior Notes and the Bellagio Hotel and Casino Junior A Notes (the “Bellagio Hotel and Casino Junior B Notes” and collectively with the Bellagio Hotel and Casino Junior A Notes, the “Bellagio Hotel and Casino Subordinate Companion Loan”). The Cut-off Date Balance per Room, Maturity Date Balance per Room, UW NCF DSCR, UW NOI Debt Yield, UW NOI Debt Yield at Maturity, Cut-off Date LTV Ratio and Maturity Date LTV Ratio numbers presented above are based on the Bellagio Hotel and Casino Senior Loan. The Cut-off Date Balance per Room, Maturity Date Balance per Room, UW NCF DSCR, UW NOI Debt Yield, UW NOI Debt Yield at Maturity, Cut-off Date LTV Ratio and Maturity Date LTV Ratio based on the Bellagio Hotel and Casino Whole Loan are $765,319, $765,319, 4.24x/4.06x, 15.7%/15.1%, 15.7%/15.1%, 70.7% and 70.7%, respectively. The Bellagio Hotel and Casino Whole Loan was co-originated by MSBNA, JPMCB and CREFI (all as defined below).
(2)Reflects the Bellagio Hotel and Casino Senior Notes only. The Bellagio Hotel and Casino Junior A Notes also accrue interest at the rate of 3.170153% per annum. The Bellagio Hotel and Casino Junior B Notes accrue interest at the rate of 5.350000% per annum.
(3)Defeasance of the Bellagio Hotel and Casino Whole Loan is permitted at any time after the earlier of the end of the two-year period commencing on the closing date of the securitization of the promissory note representing the portion of the Bellagio Hotel and Casino Whole Loan last to be securitized and November 15, 2022. The assumed defeasance lockout period of 30 payments is based on the closing date of this transaction in June 2020. The Bellagio Hotel and Casino Whole Loan may be prepaid in whole or in part at any time, subject to payment of the greater of 0.5% of the amount prepaid and the applicable yield maintenance premium if such prepayment occurs prior to June 5, 2029.
(4)See "The Mortgage Loan" and "Additional Secured Indebtedness (not including trade debts)" below for further discussion of additional debt.
(5)See “Escrows and Reserves” below for further discussion of reserve requirements.
(6)Size and Occupancy are based solely on the hotel at the Bellagio Hotel and Casino Property (as defined below). As of the trailing twelve months ending September 30, 2019, approximately 29.6% of revenues were from gaming, 28.4% from hotel, 24.7% from food & beverage, 9.0% from entertainment and 8.3% from other sources.
(7)The Bellagio Hotel and Casino Property was acquired by the Bellagio Hotel and Casino Borrower (as defined below) in a sale-leaseback transaction from Bellagio, LLC, an indirectly wholly owned subsidiary of MGM Resorts International, which entered into a new 30-year lease, with two 10-year extension options to operate the Bellagio Hotel and Casino Property. The Bellagio Tenant (as defined below) owns a 5% equity interest in the Bellagio Hotel and Casino Borrower. Financial and other information presented in this term sheet is presented on a “look through” basis, before rent due under the Bellagio Lease (as defined below). For so long as the Bellagio Lease is in effect, the Bellagio Hotel and Casino Borrower will be entitled only to the rent due under the Bellagio Lease and not to the underlying rent and other income from the Bellagio Hotel and Casino Property. The initial Bellagio Lease annual rent is $245,000,000, and debt service coverage ratio, debt yield and debt yield at maturity for the Bellagio Hotel and Casino Whole Loan based on such initial annual rent are 2.19x, 8.1% and 8.1%, respectively.
(8)All NOI, NCF and occupancy information, as well as the appraised value, were determined prior to the emergence of the novel coronavirus, and the economic disruption resulting from measures to combat the coronavirus, and all DSCR, LTV and Debt Yield metrics were calculated, and the Bellagio Hotel and Casino Whole Loan was underwritten, based on such prior information. See " Risk FactorsRisks Related to Market Conditions and Other External FactorsCoronavirus Pandemic Has Adversely Affected the Global Economy and Will Likely Adversely Affect the Performance of the Mortgage Loans" in the Preliminary Prospectus.
(9)The Appraised Value of $4,260,000,000 set forth above is the appraised value solely with respect to real property at the Bellagio Hotel and Casino Property, excluding personal property and intangible property attributable to the Bellagio Hotel and Casino Property (the “As-Is Real Property Appraised Value”). The appraisal also includes an “As Leased-Sale-Leaseback Appraised Value,” which is equal to the As-Is Real Property Appraised Value. The appraisal also included an Appraised Value of $6,500,000,000 (“As-Is Total Appraised Value”), which includes personal property and intangible property attributable to the Bellagio Hotel and Casino Property. The personal property and intangible property relating to the Bellagio Hotel and Casino Property are owned by the Bellagio Tenant, as more particularly provided in the Bellagio Lease. The Bellagio Tenant granted a security interest in certain property of Bellagio Tenant (with certain exclusions as more particularly described in the Bellagio Lease) in favor of the Bellagio Hotel and Casino Borrower, and such security interest was collaterally assigned by the Bellagio Hotel and Casino Borrower to the lender. The Cut-off Date LTV Ratio and LTV Ratio at Maturity based on the As-Is Total Appraised Value are 46.3% and 46.3%, respectively, based on the Bellagio Hotel and Casino Whole Loan and 25.8% and 25.8%, respectively, based on the Bellagio Hotel and Casino Senior Loan.
(10)Includes MGM’s approximately $62.4 million of retained equity interest in the Bellagio Hotel and Casino Property after the sale-leaseback.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-31 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

The Mortgage Loan. The largest mortgage loan (the “Bellagio Hotel and Casino Mortgage Loan”) is part of a whole loan (the “Bellagio Hotel and Casino Whole Loan”) in the original principal amount of $3,010,000,000. The Bellagio Hotel and Casino Whole Loan is secured by a first priority fee and leasehold mortgage encumbering a hotel in Las Vegas, Nevada (the “Bellagio Hotel and Casino Property” or “Bellagio” or “Property”). The Bellagio Hotel and Casino Whole Loan was co-originated by Morgan Stanley Bank, N.A. (“MSBNA”), JPMorgan Chase Bank, National Association (“JPMCB”) and Citi Real Estate Funding Inc. (“CREFI”). The Bellagio Hotel and Casino Whole Loan is comprised of (i) the Bellagio Hotel and Casino Senior Loan, comprised of 25 senior notes in the aggregate original principal amount of $1,676,200,000, (ii) the Bellagio Hotel and Casino Junior A Notes, comprised of six subordinate notes that are pari passu with each other and subordinate to the Bellagio Hotel and Casino Senior Notes, with an aggregate original principal amount of $650,500,000, and (iii) the Bellagio Hotel and Casino Junior B Notes, comprised of three subordinate notes that are pari passu with each other and subordinate to the Bellagio Hotel and Casino Senior Notes and the Bellagio Hotel and Casino Junior A Notes, with an aggregate original principal amount of $683,300,000, each as described in the table below. Note A-1-C2 in the original principal amount of $61,000,000, which is being contributed by Morgan Stanley Mortgage Capital Holdings LLC (“MSMCH”), represents the Bellagio Hotel and Casino Mortgage Loan and will be included in the BANK 2020-BNK27 securitization trust. Of the remaining Bellagio Hotel and Casino Senior Notes (collectively, the “Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans”), the Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans evidenced by Notes A-1-S1, A-1-S2, A-2-S1, A-2-S2, A-3-S1, and A-3-S2 in the aggregate original principal amount of $716,000,000, as well as $510,700,000 of the Bellagio Hotel and Casino Junior A Notes and all of the Bellagio Hotel and Casino Junior B Notes were contributed to the BX 2019-OC11 securitization trust. In addition, $360,200,000 of the Bellagio Hotel and Casino Senior Notes and $139,800,000 of the Bellagio Hotel and Casino Junior A Notes were sold in a private sale to a third party. The Bellagio Hotel and Casino Whole Loan will be serviced pursuant to the trust and servicing agreement for the BX 2019-OC11 securitization trust. The remaining Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans, which had an aggregate original principal amount of $539,000,000, have been or are expected to be contributed to future securitization trusts or may be otherwise transferred at any time. See “Description of the Mortgage Pool—The Whole Loans—The Bellagio Hotel and Casino Pari Passu-A/B Whole Loan” and “Pooling and Servicing Agreement—Servicing of the Non-Serviced Mortgage Loans” in the Preliminary Prospectus.

 

Bellagio Hotel and Casino Whole Loan Summary
Note Original Balance Cut-off Date
Balance
Note Holder Controlling
Piece
Bellagio Hotel and Casino Mortgage Loan        
A-1-C2 $61,000,000 $61,000,000 BANK 2020-BNK27 No
Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans        
A-1-S1, A-1-S2, A-2-S1, A-2-S2, A-3-S1, A-3-S2 $716,000,000 $716,000,000  BX 2019-OC11 Yes(1)
A-1-RL, A-2-RL, A-3-RL $360,200,000 $360,200,000 Third party No
A-1-C4, A-1-C6 $39,000,000 $39,000,000 MSBNA No
A-1-C5 $35,000,000 $35,000,000 BANK 2020-BNK26 No
A-1-C1 $100,000,000 $100,000,000 BANK 2020-BNK25 No
A-2-C1 $60,000,000 $60,000,000 GSMS 2020-GC45 No
A-1-C3 $65,000,000 $65,000,000 MSC 2020-L4 No
A-2-C3, A-3-C5 $55,000,000 $55,000,000 Benchmark 2020-IG1 No
A-2-C2, A-3-C2 $60,000,000 $60,000,000 Benchmark 2020-B16 No
A-2-C4 $20,000,000 $20,000,000 CGCMT 2020-GC46 No
A-3-C1, A-3-C6 $61,250,000 $61,250,000 JPMCB No
A-3-C3, A-3-C4 $43,750,000 $43,750,000 BBCMS 2020-C6 No
Total (Senior A Notes) $1,676,200,000 $1,676,200,000    
Bellagio Hotel and Casino Junior A Notes        
B-1-S, B-2-S, B-3-S $510,700,000 $510,700,000 BX 2019-OC11 No(2)
B-1-RL, B-2-RL, B-3-RL $139,800,000 $139,800,000 Third party No(2)
Total (Junior A Notes) $650,500,000 $650,500,000    
Bellagio Hotel and Casino Junior B Notes        
C-1-S, C-2-S, C-3-S $683,300,000 $683,300,000 BX 2019-OC11 No(2)
Total (Whole Loan) $3,010,000,000 $3,010,000,000    

 

(1)Note A-1-S1 is the controlling note.
(2)The Bellagio Hotel and Casino Junior A Notes are subordinate to the Bellagio Hotel and Casino Senior Notes, and the Bellagio Hotel and Casino Junior B Notes are subordinate to the Bellagio Hotel and Casino Senior Notes and the Bellagio Hotel and Casino Junior A Notes.

 

The Borrower and the Borrower Sponsor. The borrower is BCORE Paradise LLC (the “Bellagio Hotel and Casino Borrower”), a Delaware limited liability company and single purpose entity with two independent directors. BREIT Operating Partnership L.P. (“BREIT OP”) is the borrower sponsor and the non-recourse carveout guarantor. BREIT OP is a subsidiary of Blackstone Real Estate Investment Trust, Inc. (“BREIT”). BREIT is a non-traded REIT focused on investing in commercial real estate properties diversified by sector with an emphasis on providing investors with access to Blackstone’s institutional real estate investment platform. BREIT seeks to directly own stabilized income-generating U.S. commercial real estate across the key property types, including multifamily, industrial, retail, hotel, healthcare and office. BREIT is managed by an external advisor, BX REIT Advisors L.L.C., which is an affiliate of The Blackstone Group Inc. (“Blackstone”). Blackstone’s real estate assets under management included 144,000 hotel rooms as of June 30, 2019, making the firm one of the largest hospitality investors in the United States. Blackstone’s experience of owning and managing hotels includes Cosmopolitan Las Vegas, Hotel Del Coronado, Grand Wailea, Arizona Biltmore, Ritz Carlton Kapalua, and Turtle Bay Resort.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-32 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

The non-recourse carveout guarantor’s liability for bankruptcy related recourse events is capped at an amount equal to 10% of the outstanding principal balance of the Bellagio Hotel and Casino Whole Loan as of the date of the event. In addition, only the related single purpose entity borrower, and not the non-recourse carveout guarantor, is liable for breaches of environmental covenants, and the single purpose entity borrower is the only party liable under the environmental indemnity; provided, however, that if the Bellagio Hotel and Casino Borrower fails to maintain an environmental insurance policy required under the Bellagio Hotel and Casino Whole Loan documents, the non-recourse carveout guarantor is liable for losses other than (x) for any amounts in excess of the applicable coverage amounts under the environmental policy had the same been renewed, replaced or extended as required under the loan agreement and (y) for any amounts recovered under the environmental policy. In addition, recourse for transfers of the Bellagio Hotel and Casino Property or controlling equity interests in the Bellagio Hotel and Casino Borrower is loss recourse, rather than full recourse.

 

The Property. The Bellagio Hotel and Casino Property is a full-service luxury resort and casino property located on the Las Vegas Strip, between The Cosmopolitan and Caesar’s Palace, and across from the Paris Las Vegas Hotel & Casino and Bally’s Las Vegas Hotel & Casino. The Bellagio covers approximately 77 acres and consists of 3,933 hotel rooms and suites in two hotel towers – the Main Tower and the Spa Tower. The Main Tower offers panoramic views of the Las Vegas Strip and the Fountains of Bellagio. The Property contains approximately 154,000 SF of casino space, featuring approximately 1,700 slot machines and 144 gaming tables, approximately 200,000 SF of event space, 29 food and beverage outlets, an approximately 55,000 SF spa, five swimming pools, approximately 85,000 SF of retail space featuring approximately 30 retailers, and a botanical garden. The Bellagio is also the home to Cirque du Soleil’s “O”, an aquatic, acrobatic theater production that has been in residence at the Bellagio since October 1998. Guestrooms range from one to three bedrooms. Standard room amenities include a flat-panel television, high-speed internet and 24-hour in room dining. The guest bathrooms are finished with porcelain tile flooring and tub/shower surrounds, granite vanity countertops, and wall-mounted lighting fixtures. Additional amenities include access to five outdoor swimming pools with 51 private cabanas, four whirlpools, two wedding chapels, a fitness center, a spa, a salon and barber shop, concierge services, the Fountains of Bellagio, the Bellagio Gallery of Fine Art, the Conservatory and Botanical Gardens, on-site entertainment, retail outlets, a FedEx business center and transportation services.

 

As of the trailing twelve months ending September 30, 2019, approximately 29.6% of revenues were from gaming, 28.4% from hotel, 24.7% from food & beverage, 9.0% from entertainment and 8.3% from other sources.

 

Approximately $371.9 million (approximately $94,600 per key) has been invested in the Bellagio since 2010, including approximately $165 million on room renovations (approximately $42,000 per key). In 2011-2012 the Property underwent a $66.6 million renovation on the Main Tower and a $39.7 million renovation on the Spa Tower. ADR increased 2.9% from 2011 to 2012 and an additional 2.8% from 2012 to 2013. In 2014 and 2015 the Property underwent a $59.1 million renovation on the suites in the Main Tower. Total hotel operating revenue increased to approximately $363.7 million in 2016, representing a 6.3% year over year increase compared to 2015. ADR increased 5.1% year over year and RevPAR increased 5.5% in the same time period. Approximately $12.8 million was spent on the renovation of Sadelle’s and Spago restaurants. Sadelle’s replaced Café Bellagio in December 2018 and Spago opened in June 2018, replacing Todd English Olives.

 

The Bellagio Hotel and Casino Property was acquired by the Bellagio Hotel and Casino Borrower in a sale-leaseback transaction from Bellagio, LLC (the “Bellagio Tenant”), an indirectly wholly owned subsidiary of MGM Resorts International (“MGM”), which entered into a new 30-year lease, with two 10-year extension options (the “Bellagio Lease”) to operate the Property. Under the Bellagio Lease, the Bellagio Tenant is required to pay to the Bellagio Hotel and Casino Borrower an initial lease rent of $245.0 million per annum (the “Bellagio Lease Rent”), subject to annual increases of (i) 2.0% for the first ten years of the lease term, and (ii) thereafter, the greater of 2.0% or the United States Department of Labor, Bureau of Labor Statistics Revised Consumer Price Index for All Urban Consumers (1982-84=100), U.S. City Average (“CPI”) (capped at 3.0% in years 11-20 and 4.0% thereafter) for the remainder of the initial lease term. MGM (NYSE: MGM, rated Ba3/BB/BB- by Moody’s, Fitch and S&P) guarantees the payment and performance of all monetary obligations and certain other obligations of Bellagio Tenant under the Bellagio Lease. In connection with the sale-leaseback, the Bellagio Tenant is required under the Bellagio Lease to make capital improvements intended to ensure that the Property remains competitive with other top tier Las Vegas Strip offerings going forward. For the four year period from 2020 through 2023, under the Bellagio Lease, the Bellagio Tenant is required to spend 5.0% of net revenues (subject to a minimum of $275.0 million total) on capital expenditures, in the aggregate. During each four year period (on a rolling basis) beginning in 2024 through the end of the Bellagio Hotel and Casino Whole Loan term, the Bellagio Tenant is required to spend 3.0% of net revenues on capital expenditures. Under the terms of the Bellagio Lease, the Bellagio Tenant is also required to reserve on a monthly basis 1.5% of net revenues each year to fund capital expenditures (which are made available to the Bellagio Tenant for capital expenditures and FF&E).

 

The Bellagio Property includes a variety of retail tenants, including brands such as Chanel, Tiffany & Co., Gucci, Hermes, Christian Dior, Breguet and Harry Winston. The retail space totals approximately 85,000 SF and generated approximately $54.6 million in revenue as of December 31, 2018. The Bellagio Tenant is currently budgeting for the addition of a luxury retail store in the Bellagio Property lobby. We cannot assure you that this change will occur as expected or at all.

 

The hotel component of the Bellagio has maintained an occupancy at or above 92.3% since 2006 with an 11-year average occupancy of 93.4%. As of TTM September 2019, the Bellagio had an average of 3,933 rooms available with an occupancy of 94.8%, an ADR of $281.69 and a RevPAR of $267.18.

 

Hotel Performance(1)
  2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 TTM Sept.
2019
11-Year
Avg.(2)
Occupancy 95.0% 94.2% 92.5% 93.3% 92.9% 92.3% 93.1% 93.2% 93.5% 92.9% 94.9% 94.8% 93.4%
ADR $261 $204 $204 $230 $237 $243 $254 $257 $270 $276 $278 $282 $247
RevPAR $248 $192 $189 $215 $220 $225 $236 $240 $253 $257 $264 $267 $231
Room Revenue ($mm) $349.9 $271.2 $271.1 $297.3 $311.5 $321.7 $337.6 $342.2 $363.7 $368.1 $378.9 $382.8 $328.5

 

(1)The financial information presented in this table is consistent with the manner in which MGM management assesses these results and allocates resources. Accordingly, the results and information presented in this table may differ, in some respects, from how such results and information would be presented in standalone financial statements.
(2)Average excludes TTM September 2019.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-33 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

The Property contains approximately 154,000 SF of casino space, featuring approximately 1,700 slot machines and 144 gaming tables. The casino facilities include table games such as blackjack, craps, roulette, baccarat and poker.

 

Casino Performance(1)
  2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 5-Year
Avg.
11-Year
Avg.
Slot Units 2,376 2,298 2,250 2,205 2,100 2,118 2,063 1,935 1,873 1,827 1,732 1,886 2,071
Table Units 151 153 154 152 147 146 144 146 145 145 144 145 148
Gaming Revenue ($mm) $352.75 $306.87 $289.51 $319.11 $298.61 $335.58 $381.50 $369.71 $439.66 $435.93 $422.86 $409.93 $359.28
% Change in Gaming Revenue - -13.0% -5.7% 10.2% -6.4% 12.4% 13.7% -3.1% 18.9% -0.8% -3.0% N/A N/A

 

(1)Information provided by the borrower sponsor.

 

COVID-19 Update. The Bellagio Hotel and Casino Whole Loan is current as of the June debt service payment and as of June 12, 2020 is not subject to any forbearance or modification request. As of June 5, 2020, the Bellagio Tenant is current under the Bellagio Lease and there has been no forbearance, modification or rent relief request. On March 17, 2020, MGM Resorts International suspended operations of all of its Las Vegas properties, including the Bellagio Hotel and Casino Property, however, as of June 4, 2020, the Bellagio Hotel and Casino Property has reopened.

 

The Market. Visitor volume and airport passenger traffic into the Las Vegas region have more than doubled from 1990 to 2018. In connection with the financial downturn in 2008 and 2009, the Las Vegas Market generally experienced a contraction. During 2010, the market began to rebound and prior to the coronavirus pandemic, visitation had returned to or near peak levels. 2018 Year-over-Year, Airport Passenger Traffic is up 2.5% and Clark County Gaming Revenues are up 2.7%.

 

Category 1990 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
Visitor Volume (thousands) 20,954 36,351 37,335 38,929 39,727 39,668 41,127 42,312 42,936 42,214 42,117
YoY % Change NAP -3.0% 2.7% 4.3% 2.0% -0.1% 3.7% 2.9% 1.5% -1.7% -0.2%
Clark County Gaming Revenues ($mm) $4,104 $8,838 $8,909 $9,223 $9,400 $9,674 $9,554 $9,618 $9,714 $9,979 $10,250
YoY % Change NAP -9.8% 0.8% 3.5% 1.9% 2.9% -1.2% 0.7% 1.0% 2.7% 2.7%
Hotel / Motel Rooms Inventory 73,730 148,941 148,935 150,161 150,481 150,593 150,544 149,213 149,339 148,896 149,158
YoY % Change NAP 6.0% 0.0% 0.8% 0.2% 0.1% 0.0% -0.9% 0.1% -0.3% 0.2%
Airport Passenger Traffic (thousands) 19,090 40,469 39,757 41,481 41,668 41,857 42,885 45,389 47,435 48,500 49,717
YoY % Change NAP -8.2% -1.8% 4.3% 0.5% 0.5% 2.5% 5.8% 4.5% 2.2% 2.5%
Convention Attendance (thousands) 1,742 4,492 4,473 4,865 4,944 5,107 5,195 5,891 6,311 6,646 6,502
YoY % Change NAP -23.9% -0.4% 8.8% 1.6% 3.3% 1.7% 13.4% 7.1% 5.3% -2.2%

 

Source: Las Vegas marketing organization website.

 

The Las Vegas Strip has traditionally enjoyed high occupancy rates compared to the national average. From 2014 to year to date May 2019, occupancy across the Las Vegas Strip increased from 88.8% to 90.3%. ADR for the Las Vegas Strip increased by approximately 18.3% from $126 in 2014 to $149 for year to date May 2019. Improving trends in ADR have been driven by more properties adding resort fees, improvement in the convention segment, as well as the addition of higher-quality room supply.

 

Historical Occupancy, ADR, RevPAR
  Competitive Set Bellagio Property Penetration Factor
Year Occupancy ADR RevPAR Occupancy ADR RevPAR Occupancy ADR RevPAR
2018 91.1% $281.66 $257.01 94.9% $278.28 $264.19 104.2% 98.8% 102.8%

 

Source: Appraisal.

 

The primary competitive set for the Bellagio Hotel and Casino Property comprises five hotels located on the Las Vegas Strip. These properties total 22,840 rooms and include the 4,004 room Aria Resort & Casino, 4,748 room Wynn/Encore Resort and Casino, 7,117 room Venetian/Palazzo Resort and Casino, 2,995 room Cosmopolitan Resort and Casino and 3,976 room Caesar's Palace.

 

Property Competitive Summary
Property Name No. of Rooms Year Opened Meeting Space
(SF)
Gaming Space
(SF)

Estimated

2018 Occ.

Estimated

2018 ADR

Estimated

2018 RevPAR

Bellagio Hotel and Casino Property 3,933 1998 200,000 154,000 94.9% $278.28 $264.19
Aria Resort & Casino 4,004 2009 500,000 150,000 91.0% $265.00 $241.15
Wynn/Encore Resort and Casino 4,748 2006/2008 290,000 191,424 90.0% $300.00 $270.00
Venetian/Palazzo Resort and Casino 7,117 1999/2010 450,000 335,878 91.0% $295.00 $268.45
Cosmopolitan Resort and Casino 2,995 2010 152,000 68,981 95.0% $325.00 $308.75
Caesar's Palace 3,976 1966 300,000 124,200 90.0% $220.00 $198.00

 

Source: Appraisal.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-34 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

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

 

Cash Flow Analysis(1)
  2016 2017 2018 9/30/2019 TTM UW(2) UW per Room
Occupancy 93.5% 92.9% 94.9% 94.8% 94.8%  
ADR $270.29 $276.24 $278.28 $281.69 $281.69  
RevPAR $252.78 $256.53 $264.19 $267.18 $267.18  
             
Room Revenue $363,677,441 $368,058,522 $378,860,233 $382,839,838 $382,839,838 $97,340
F&B Revenue $347,665,102 $341,830,126 $334,447,851 $333,149,122 $333,149,122 $84,706
Gaming $439,662,976 $435,933,726 $422,862,787 $399,769,284 $399,769,284 $101,645
Entertainment $121,953,371 $119,207,719 $120,427,525 $121,762,603 $121,762,603 $30,959
Other Revenue(3) $91,179,322 $100,540,676 $111,236,871 $111,541,617 $111,541,617 $28,360
Total Revenue

1,364,138,212

$1,365,570,769

$1,367,835,267

$1,349,062,464

$1,349,062,464

$343,011

             
Room Expense $105,289,765 $107,330,702 $111,385,859 $111,344,926 $111,344,926 $28,310
F&B Expense $266,202,142 $258,789,184 $257,609,113 $256,340,473 $256,340,473 $65,177
Other Department Expenses(3) $335,693,118 $322,639,400 $332,481,659 $330,066,360 $330,066,360 $83,922
Total Department Expenses

$707,185,025

$688,759,286

$701,476,631

$697,751,759

$697,751,759

$177,410

Gross Operating Income $656,953,187 $676,811,483 $666,358,636 $651,310,705 $651,310,705 $165,602
             
Total Undistributed Expenses

$128,812,269

$127,583,150

$128,495,099

$128,324,048

$128,324,048

$32,628

Gross Operating Profit $528,140,918 $549,228,333 $537,863,537 $522,986,657 $522,986,657 $132,974
             
Management Fee $26,957,472 $24,326,134 $26,005,109 $26,682,737 $26,682,737 $6,784
             
Taxes $17,112,907 $16,070,971 $18,230,324 $17,763,857 $17,763,857 $4,517
Insurance $3,248,444 $3,094,994 $3,762,062 $4,474,748 $4,474,748 $1,138
Total Fixed Charges

$20,361,351

$19,165,965

$21,992,386

$22,238,605

$22,238,605

$5,654

Total Operating Exp. $883,316,117 $859,834,535 $877,969,225 $874,997,149 $874,997,149 $222,476
             
Net Operating Income $480,822,095 $505,736,234 $489,866,042 $474,065,315 $474,065,315 $120,535
FF&E

$0

$0

$0

$0

$20,235,937

$5,145

Net Cash Flow $480,822,095 $505,736,234 $489,866,042 $474,065,315 $453,829,378 $115,390
             
NOI DSCR(4) 8.92x 9.39x 9.09x 8.80x 8.80x  
NCF DSCR(1)(4) 8.92x 9.39x 9.09x 8.80x 8.42x  
NOI Debt Yield(1)(4) 28.7% 30.2% 29.2% 28.3% 28.3%  
NCF Debt Yield(4) 28.7% 30.2% 29.2% 28.3% 27.1%  

 

(1)The information above is presented on a “look through” basis, before rent due under the Bellagio Lease. For so long as the Bellagio Lease is in effect, the Bellagio Hotel and Casino Borrower will be entitled only to the rent due under the Bellagio Lease and not to the underlying rent and other income from the Bellagio Hotel and Casino Property. The initial Bellagio Lease annual rent is $245,000,000, and the debt service coverage ratio and the debt yield for the Bellagio Hotel and Casino Whole Loan based on such initial annual rent are 2.19x and 8.1%, respectively.
(2)For the avoidance of doubt, no COVID-19 specific adjustments have been made to the lender UW.
(3)Other Revenue and Other Department Expenses include retail and other operations.
(4)Debt service coverage ratios and debt yields are based on the Bellagio Hotel and Casino Senior Loan, and exclude the Bellagio Hotel and Casino Subordinate Companion Loan.

 

Escrows and Reserves.

 

Real Estate Taxes – For so long as the Bellagio Hotel and Casino Property is subject to the Bellagio Lease, no reserves for real estate taxes are required under the Bellagio Hotel and Casino Whole Loan documents. If the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, solely if a Cash Trap Period (as defined below) is in effect, the Bellagio Hotel and Casino Whole Loan documents provide for ongoing monthly reserves for real estate taxes in an amount equal to 1/12 of the real estate taxes that the lender estimates will be payable during the next twelve months. Notwithstanding the foregoing, the requirement for such monthly reserves will be reduced dollar for dollar by any taxes paid or reserved for by a brand manager or casino operator pursuant to a brand management or casino management agreement relating to the Bellagio Hotel and Casino Property.

 

Insurance – For so long as the Bellagio Hotel and Casino Property is subject to the Bellagio Lease, no reserves for insurance premiums are required under the Bellagio Hotel and Casino Whole Loan documents. If the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, solely if a Cash Trap Period is in effect, the Bellagio Hotel and Casino Whole Loan documents provide for ongoing monthly reserves for insurance premiums in an amount equal to 1/12 of the insurance premiums that the lender estimates will be payable for the renewal of the insurance policies. Notwithstanding the foregoing, the requirement for such monthly reserves will be reduced dollar for dollar by any insurance premiums paid or reserved for by a brand manager or casino operator pursuant to a brand management or casino management agreement relating to the Bellagio Hotel and Casino Property. In addition, such monthly

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-35 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

reserves will not be required so long as (i) no event of default is continuing, and (ii) the insurance coverage for the Bellagio Hotel and Casino Property is included in a blanket policy reasonably acceptable to the lender.

 

Recurring Replacements – For so long as the Bellagio Hotel and Casino Property is subject to the Bellagio Lease, no reserves for replacements are required under the Bellagio Hotel and Casino Whole Loan documents. If the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, the Bellagio Hotel and Casino Whole Loan documents provide for monthly deposits into a replacement reserve equal to (i) on each payment date during a Cash Trap Period, the Replacement Reserve Monthly Deposit (as defined below) and (ii) if a Cash Trap Period does not exist, on the first payment date of each calendar quarter, an amount equal to the lesser of (x) the positive difference between (A) the aggregate amount of Replacement Reserve Monthly Deposits that would have been funded during the calendar year to date and (B) the sum of the aggregate amount for the calendar year to date of funds expended on replacements, property improvement plan work (“PIP Work”) and brand mandated work and any amounts actually deposited into the replacement reserve, and (y) from and after January 1, 2024, for each four year period commencing on January 1, 2020, the positive difference between (A) (i) 4.0% of net revenue from guest rooms and borrower-managed food and beverage operations and (ii) 0.5% of all other net revenue (other than non-recurring items), in each case during such four year period and (B) the sum of the aggregate amount expended on replacements, PIP Work and brand mandated work and any amounts actually deposited into the replacement reserve, in each case during such four year period. Notwithstanding the foregoing, the requirement for such reserves will be reduced dollar for dollar by any reserves for replacements, PIP Work or brand mandated work reserved for by a brand manager or casino operator pursuant to a brand management or casino management agreement relating to the Bellagio Hotel and Casino Property.

 

“Replacement Reserve Monthly Deposit” means an amount equal to (i) 4.0% of net revenue from guest rooms and borrower-managed food and beverage operations for the calendar month that is two calendar months prior to the calendar month in which the applicable deposit to the replacement reserve is to be made and (ii) 0.5% of all other net revenue (other than non-recurring items) for the calendar month that is two calendar months prior to the calendar month in which the applicable deposit to the replacement reserve is to be made.

 

A “Cash Trap Period” will commence (a) upon the occurrence of an event of default under the Bellagio Hotel and Casino Whole Loan documents, (b) upon the occurrence of a DSCR Trigger Event (as defined below) or (c) upon the occurrence of a Bellagio Tenant Bankruptcy Event (as defined below), and will terminate upon (x) with respect to clause (a), the cure of such event of default, (y) with respect to clause (b), the termination of such DSCR Trigger Event, or (z) with respect to clause (c), the occurrence of a Bellagio Tenant Bankruptcy Event Cure (as defined below).

 

A “Bellagio Tenant Bankruptcy Event” will occur if the Bellagio Tenant makes an assignment for the benefit of creditors or if a receiver, liquidator or trustee is appointed for the Bellagio Tenant or if the Bellagio Tenant is adjudicated a bankrupt or insolvent, or if any bankruptcy action is filed, provided that, if such bankruptcy action was involuntary and not consented to by the Bellagio Tenant, upon the same not being discharged, stayed or dismissed within 90 days.

 

A “Bellagio Tenant Bankruptcy Event Cure” means the occurrence of any of the following events: (i) the Bellagio Tenant, as debtor in possession, or a trustee for the Bellagio Tenant, has assumed the Bellagio Lease pursuant to the bankruptcy code, and an order authorizing the assumption of the Bellagio Lease has been granted by the applicable court and the Bellagio Tenant has satisfied its obligations under the bankruptcy code; or (ii) the Bellagio Tenant (or a qualifying replacement tenant) has entered into the Bellagio Lease (or a qualifying replacement lease) in accordance with the terms of the Bellagio Hotel and Casino Whole Loan documents, provided that, if the initial Bellagio Lease is terminated and not otherwise replaced in accordance with the terms of the Bellagio Hotel and Casino Whole Loan documents, a Bellagio Tenant Bankruptcy Event Cure will be deemed to have occurred if either (x) the debt service coverage ratio (based on the Adjusted EBITDA (as defined below) and the Bellagio Hotel and Casino Whole Loan debt service) (hereinafter, the “Whole Loan DSCR”) equals or exceeds 2.50x for two consecutive calendar quarters following the occurrence of the related Bellagio Tenant Bankruptcy Event or (y) the Bellagio Hotel and Casino Borrower makes voluntary prepayments in accordance with the terms of the Bellagio Hotel and Casino Whole Loan documents in an amount necessary to achieve a Whole Loan DSCR equal to or greater than 2.50x, in which case such Bellagio Tenant Bankruptcy Event will terminate upon such prepayment.

 

A “DSCR Trigger Event” will occur if the Whole Loan DSCR is less than 2.50x at the end of two consecutive calendar quarters, and will end if, provided no event of default is continuing under the Bellagio Hotel and Casino Whole Loan documents, (i) the Whole Loan DSCR is equal to or greater than 2.50x for two consecutive calendar quarters, or (ii) the Bellagio Hotel and Casino Borrower has prepaid the Bellagio Hotel and Casino Whole Loan in accordance with the terms of the Bellagio Hotel and Casino Whole Loan documents in an amount necessary to achieve a Whole Loan DSCR equal to or greater than 2.50x, provided that, in the event that a prepayment under clause (ii) occurs, the DSCR Trigger Event will terminate upon such prepayment.

 

“Adjusted EBITDA” means EBITDA (as defined below) plus, without duplication, any Bellagio Lease rent reflected in Net Income (as defined below), and, without duplication, in each case as determined in accordance with the Bellagio Lease and generally accepted accounting principles (“GAAP”) consistently applied using the Existing Accounting Guidelines (as defined below).

 

“EBITDA” means for any test period and with respect to any Person (as defined below) or facility (as applicable), the sum of (a) Net Income of such Person or facility for that period, plus or minus the following (without duplication in each case) to the extent reflected in Net Income for that period, plus (b) any extraordinary loss, and, without duplication, any loss associated with the early retirement of indebtedness and with any disposition not in the ordinary course of business, minus (c) any extraordinary gain, and, without duplication, any gains associated with the early retirement of indebtedness and with any disposition not in the ordinary course of business, plus (d) interest charges of such Person or facility for that period, less (e) interest income of such Person or facility for that period, plus (f) the aggregate amount of expense for federal, foreign, state and local taxes on or measured by income of such Person or facility for that period excluding gaming taxes (whether or not payable during that period), minus (g) the aggregate amount of benefit for federal, foreign, state and local taxes on or measured by income of such Person or facility for that period excluding gaming taxes (whether or not receivable during that period), plus (h) depreciation, amortization, plus (i) all non-recurring and/or other non-cash expenses which will be limited to third party expenses in connection with an acquisition or disposition of an asset, plus (j) loss on sale or disposal of an asset, and write downs and impairments of an asset, minus (k) all non-recurring and/or other non-cash income in connection with an acquisition or disposition, and gain on sale of an asset, plus (l) expenses classified as “pre-opening and start-up expenses” on the applicable financial statements of that Person or facility for that fiscal period which will be limited to costs related directly to the facility’s primary intended use (hospitality, entertainment, gaming and/or pari mutual use, together with ancillary or complementary uses), minus (m) non-cash reversal of an accrual or reserve not recorded in the ordinary course, plus or minus (n) the impact of any foreign currency gains or losses and related swaps, plus (o) all long-term non-cash expenses realized in connection with or resulting from equity or equity-linked compensation plans, employee benefit plans or agreements or post-employment benefit plans or agreements, stock appreciation or similar rights, stock options, restricted

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-36 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

stock, preferred stock, stock appreciation or other similar rights, in each case as determined in accordance with GAAP, consistently applied using the Existing Accounting Guidelines.

 

“Existing Accounting Guidelines” means the Bellagio Tenant’s accounting guidelines and policies in effect as of the Bellagio Lease commencement date and which are subject to change to the extent not material or to the extent needed to reflect changes in generally accepted accounting principles.

 

“Net Income” means, with respect to any fiscal period and with respect to any person, the net income (or net loss) of that person, determined in accordance with the Bellagio Lease and GAAP, consistently applied using the Existing Accounting Guidelines.

 

“Person” means any individual, corporation, partnership, joint venture, limited liability company, estate, trust, unincorporated association, any federal, state, county or municipal government or any bureau, department or agency thereof and any fiduciary acting in such capacity on behalf of any of the foregoing.

 

Lockbox and Cash Management. The Bellagio Hotel and Casino Whole Loan is structured with a hard lockbox solely for payments of rent made to the Bellagio Hotel and Casino Borrower by the Bellagio Tenant under the Bellagio Lease. However, if the Bellagio Hotel and Casino Property is no longer subject to the Bellagio Lease, then (i) if it is subject to a brand management agreement or casino management agreement, rents and cash receipts required to be remitted to the Bellagio Hotel and Casino Borrower pursuant to the brand management agreement and/or casino management agreement (which may be paid initially to the brand manager and/or casino manager or an account maintained by such manager, and from which such manager may have the right to deduct its fees, reserves and other funds), will be required to be remitted to the lockbox account within one business day of the date such amounts would have otherwise been transferred to the Bellagio Hotel and Casino Borrower, and (ii) if no brand management agreement is in effect, the Bellagio Hotel and Casino Borrower will be required to deposit rents from the Bellagio Hotel and Casino Property into the lockbox account within one business day of receipt.

 

The Bellagio Hotel and Casino Whole Loan is structured with springing cash management. If no Cash Trap Period exists, amounts on deposit in the lockbox account are required to be disbursed to the Bellagio Hotel and Casino Borrower’s operating account. During the continuance of a Cash Trap Period, funds in the lockbox account are required to be deposited into a lender controlled cash management account. During the continuance of a Cash Trap Period, funds in the cash management account are required to be applied (i) if the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, to make deposits into the tax and insurance reserves (if any), as described above under “Escrows and Reserves”, (ii) if the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, to pay hotel taxes and custodial funds (funds collected by the Bellagio Hotel and Casino Borrower on a third party’s behalf that must be paid or remitted to a third party), (iii) to pay debt service on the Bellagio Hotel and Casino Whole Loan, (iv) if the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, to pay operating expenses set forth in the annual budget (which is required to be reasonably approved by the lender during an event of default or DSCR Trigger Period, subject to certain exceptions for life, health and safety matters, or if a brand management agreement and/or casino management agreement is in effect, for items as to which the Bellagio Hotel and Casino Borrower does not have approval rights under such agreement(s)), (v) if the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, to make deposits into the recurring replacements reserve, as described above under “Escrows and Reserves,” and (vi) to pay any remainder into an excess cash flow account, (x) to be held by the lender as additional security for the Bellagio Hotel and Casino Whole Loan during the continuance of the Cash Sweep Event Period (unless the Bellagio Hotel and Casino Borrower has delivered an Excess Cash Flow Guaranty (as described below), in which event such remainder will be remitted to the Bellagio Hotel and Casino Borrower), or (y) if no Cash Sweep Event Period is continuing, to be disbursed to an account designated by the Bellagio Hotel and Casino Borrower.

 

Notwithstanding the existence of an event of default under the Bellagio Hotel and Casino Whole Loan, unless a Priority Payment Cessation Event (as defined below) has occurred, the lender is required to apply amounts on deposit in the cash management account to pay taxes, insurance premiums, hotel taxes and custodial funds, and then to pay protective advances, and any amounts remaining after such payments may be applied to any obligations of the Bellagio Hotel and Casino Borrower under the loan documents as the lender may determine in its sole discretion. “Priority Payment Cessation Event” means (a) the initiation of (x) judicial or non-judicial foreclosure proceedings, (y) proceedings for appointment of a receiver or (z) similar remedies permitted by the loan documents relating to all or a material portion of the Bellagio Hotel and Casino Property, and/or (b) the imposition of a stay, an injunction or a similar judicially imposed device that has the effect of preventing the lender from exercising its remedies under the loan documents.

 

For so long as the Bellagio Hotel and Casino Property is subject to the Bellagio Lease, funds in the excess cash flow reserve are required to be disbursed, at the Bellagio Hotel and Casino Borrower’s request, to pay (i) debt service and/or debt service under any mezzanine loan entered into pursuant to the loan documents, (ii) amounts for voluntary prepayment of the (A) Bellagio Hotel and Casino Whole Loan or mandatory prepayment in connection with a casualty or condemnation or (B) amounts for voluntary prepayment of any mezzanine loan or mandatory prepayment thereof in connection with a casualty or condemnation (provided such prepayment is made pro rata between the Bellagio Hotel and Casino Whole Loan and any such mezzanine loan), (iii) amounts for prepayments to cure a DSCR Trigger Event, (iv) costs associated with the Bellagio Lease, (v) any fees and costs payable by the Bellagio Hotel and Casino Borrower, including to the lender, subject to and in compliance with the loan documents, including without limitation costs related to a letter of credit or renewal of the required environmental insurance policy, (vi) legal, audit, tax and accounting (including actual costs incurred by BREIT OP (directly or indirectly) and its service providers for back-office accounting and for costs associated with the Bellagio Hotel and Casino Property or Bellagio Hotel and Casino Borrower); provided that excess cash flow may not be used to enforce Bellagio Hotel and Casino Borrower’s rights under the loan documents or defend any enforcement by the lender of its rights under the loan documents, (vii) distributions to maintain the status of BREIT and other affiliated real estate investment trusts (“REITs”) as REITs and avoid imposition of any entity level tax on such REITs, provided such distributions may not exceed 10% of all deposits made into the excess cash flow reserve as of the date of determination, and (viii) other items reasonably approved by the lender. If the Bellagio Hotel and Casino Property is not subject to the Bellagio Lease, in addition to the items described above, funds in the excess cash flow reserve are required to be disbursed, at the request of the Bellagio Hotel and Casino Borrower, to pay (i) operating expenses (including management fees, franchise fees and other fees, charges or costs, payable to the manager under a casino management agreement or brand management agreement or the franchisor under a franchise agreement), (ii) costs of emergency repairs and/or life safety issues, (iii) capital expenditures, replacements, alterations, PIP Work or brand-mandated work, (iv) hotel taxes and custodial funds, (v) costs incurred in connection with the purchase of any furniture, fixtures and equipment, (vi) costs of restoration in excess of available net proceeds, (vii) costs associated with any ground lease or any other leases, and (viii) payment of shortfalls in required deposits to other reserve accounts.

 

For so long as no event of default is continuing, the Bellagio Hotel and Casino Borrower will be permitted to deliver a guaranty of the payment of excess cash flow in a form attached to the loan agreement from BREIT, BREIT OP or another affiliate of the Bellagio Hotel and Casino Borrower which is controlled by BREIT or BREIT OP and satisfies certain net worth requirements (an “Excess

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-37 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

Cash Flow Guaranty”) in lieu of depositing excess cash flow into the excess cash flow reserve, provided, that it is a condition to delivery of an Excess Cash Flow Guaranty that (i) if the aggregate obligations under the Excess Cash Flow Guaranty (plus any outstanding amount under any letter of credit delivered under the Bellagio Hotel and Casino Whole Loan if the applicant thereunder is BREIT OP or a subsidiary of BREIT OP that directly or indirectly owns 49% or more of the equity interests in the Bellagio Hotel and Casino Borrower) exceed 15.00%, a new non-consolidation opinion in respect of the Excess Cash Flow Guaranty reasonably satisfactory to the lender must be delivered and (ii) an enforceability opinion must be delivered. Pursuant to the Bellagio Hotel and Casino Whole Loan documents, upon the earliest to occur of (x) a monetary event of default, (y) a Priority Payment Cessation Event, and (z) the delivery of a deed in lieu of foreclosure, the Bellagio Hotel and Casino Borrower (or guarantor under the Excess Cash Flow Guaranty) is required to remit to the lender an amount equal to the amount of excess cash flow that was disbursed to the Bellagio Hotel and Casino Borrower in lieu of being deposited into the excess cash flow reserve, less the amount that the Bellagio Hotel and Casino Borrower would have been permitted to withdraw from the excess cash flow reserve, as described above, as of such date, which amount will at the lender’s option either be deposited into the excess cash flow reserve or applied as if it had been contained in the excess cash flow reserve.

 

Additional Secured Indebtedness (not including trade debts). In addition to the Bellagio Hotel and Casino Mortgage Loan, the Bellagio Hotel and Casino Property also secures the Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans, which have an aggregate Cut-off Date principal balance of $1,615,200,000, and the Bellagio Hotel and Casino Subordinate Companion Loans (which are comprised of the Bellagio Hotel and Casino Junior A Notes, which have an aggregate Cut-off Date principal balance of $650,500,000, and the Bellagio Hotel and Casino Junior B Notes, which have an aggregate Cut-off Date principal balance of $683,300,000). The Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans and the Bellagio Hotel and Casino Junior A Notes accrue interest at the same rate as the Bellagio Hotel and Casino Mortgage Loan. The Bellagio Hotel and Casino Junior B Notes accrue interest at the rate of 5.350000% per annum. The Bellagio Hotel and Casino Mortgage Loan is entitled to payments of interest and principal on a pro rata and pari passu basis with the Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans. The Bellagio Hotel and Casino Mortgage Loan and the Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans are generally senior to the Bellagio Hotel and Casino Junior A Notes and the Bellagio Hotel and Casino Junior B Notes, and the Bellagio Hotel and Casino Junior A Notes are generally senior to the Bellagio Hotel and Casino Junior B Notes. The holders of the Bellagio Hotel and Casino Mortgage Loan, the Bellagio Hotel and Casino Non-Serviced Pari Passu Companion Loans, the Bellagio Hotel and Casino Junior A Notes and the Bellagio Hotel and Casino Junior B Notes have entered into a co-lender agreement which sets forth the allocation of collections on the Bellagio Hotel and Casino Whole Loan. See “Description of the Mortgage Pool—The Whole Loans—Bellagio Hotel and Casino Pari Passu-A/B Whole Loan” in the Preliminary Prospectus.

 

Subordinate Note Summary
 

B-Note

Original Principal

Balance

B-Note

Interest Rate

Original

Term (mos.)

Original

Amort.

Term

(mos.)

Original IO

Term (mos.)

Total Debt

UW

NCF

DSCR(1)

Total Debt

UW

NOI Debt

Yield(1)

Total Debt

Cutoff

Date LTV

Bellagio Hotel and Casino Subordinate Companion Loan $1,333,800,000 (2) 120 0 120 4.06x 15.7% 70.7%

 

(1)Based on the master lease annual rent of $245,000,000, Total Debt debt service coverage ratio is 2.19x and Total Debt debt yield is 8.1%.
(2)The Bellagio Hotel and Casino Subordinate Companion Loan is comprised of the Bellagio Hotel and Casino Junior A Notes, which accrue interest at the rate of 3.170153% per annum, and the Bellagio Hotel and Casino Junior B Notes, which accrue interest at the rate of 5.350000% per annum.

 

Mezzanine Loan and Preferred Equity. The Bellagio Hotel and Casino Whole Loan documents provide for a one time right of a parent entity of the Bellagio Hotel and Casino Borrower to obtain a mezzanine loan secured by the direct or indirect equity interests in the Bellagio Hotel and Casino Borrower, provided that certain conditions are satisfied, including but not limited to (i) the principal amount of the mezzanine loan can in no event be greater than an amount equal to the amount which will yield (x) an aggregate loan-to-value ratio that does not exceed 72%, and (y) a Whole Loan DSCR that is not less than 4.24x and (ii) the mezzanine lender enters into an intercreditor agreement reasonably acceptable to the lender and the mezzanine lender. No rating agency confirmation is required for the mezzanine loan, and the mezzanine loan is not required to be co-terminous with the Bellagio Hotel and Casino Whole Loan. The mezzanine loan documents may permit voluntary prepayment of the mezzanine loan without corresponding prepayment of the Bellagio Hotel and Casino Whole Loan (except that prepayments of the mezzanine loan to cure a DSCR Trigger Event or prepayments from the excess cash flow reserve must be made concurrently with a pro rata prepayment of the Bellagio Hotel and Casino Whole Loan). In addition, the mezzanine loan documents may permit that, provided no event of default is continuing under the Bellagio Hotel and Casino Whole Loan, the mezzanine borrower may prepay the mezzanine loan at a discount pursuant to negotiated transactions with only the mezzanine lender.

 

Release of Property. Not permitted.

 

Right of First Refusal. None.

 

Ground Lease. A portion of the Bellagio Hotel and Casino Property, consisting of approximately 0.84 acres located at the southeast corner of the Bellagio Hotel and Casino Property, which currently houses the Bellagio’s marquee sign and a portion of the walkway leading from the sidewalk on Las Vegas Boulevard to the main entrance to the hotel, is ground leased pursuant to a ground lease from MKB Company (the “MKB Ground Lease”). The initial term of the MKB Ground Lease expires on April 27, 2033. The Bellagio Hotel and Casino Borrower, as ground lessee, has two renewal options of 20 years each, so long as the Bellagio Hotel and Casino Borrower provides at least one year prior written notice to the ground lessor and is not in default under the MKB Ground Lease both as of the date it exercises its option or on the date of commencement of the option term. The initial annual ground rent was $225,000 beginning in April 1995 and has adjusted on an annual basis based on the Consumer Price Index since that time, plus an additional $75,000 increase in annual ground rent that occurred in April 2014. The current annual ground rent for the MKB Ground Lease is $503,702.77. The ground rent is subject to annual increase (including during the extension terms) based on a formula based on the Consumer Price Index. The MKB Ground Lease lacks certain customary lender protections. See the exceptions to representations and warranties set forth in the Preliminary Prospectus.

 

Letter of Credit. None.

 

Terrorism Insurance. The Bellagio Hotel and Casino Whole Loan documents require that the “all risk” insurance policy required to be maintained by the Bellagio Hotel and Casino Borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Bellagio Hotel and Casino Property, and business interruption insurance covering no less than the 24-month period following the occurrence of a casualty event, together with a 12-month extended period of indemnity. So long as the Bellagio Hotel and Casino Property is subject to the Bellagio Lease, the Bellagio Hotel and Casino Borrower is permitted to rely on terrorism insurance provided by the Bellagio Tenant. The permitted deductible for terrorism insurance for the Bellagio

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-38 

 

  

Hospitality – Full Service Loan #1 Cut-off Date Balance:   $61,000,000
3600 South Las Vegas Boulevard Bellagio Hotel and Casino Cut-off Date LTV:   39.3%
Las Vegas, NV 89109   UW NCF DSCR:   8.42x
    UW NOI Debt Yield:   28.3%

 

Hotel and Casino Borrower under the Bellagio Hotel and Casino Whole Loan documents is $500,000 and for the Bellagio Tenant under the Bellagio Lease is $2,500,000. Notwithstanding the required amount of terrorism insurance above, if (A) the Terrorism Risk Insurance Program Reauthorization Act of 2015 or a similar or subsequent statute (“TRIPRA”) is not in effect (B) TRIPRA or a similar or subsequent statute, extension or reauthorization is modified which results in a material increase in terrorism insurance premiums, or (C) there is a disruption in the terrorism insurance marketplace as the result of a terrorism event which results in a material increase in terrorism insurance premiums, provided that terrorism insurance is commercially available, the Bellagio Hotel and Casino Borrower (or Bellagio Tenant) will be required to carry terrorism insurance coverage, but will not be required to spend on terrorism insurance coverage more than two times the amount of the insurance premium that is payable at such time in respect of the property and business interruption/rental loss insurance required under the Bellagio Hotel and Casino Whole Loan documents (without giving effect to the cost of the terrorism, flood, earthquake and windstorm components of such casualty and business interruption/rental loss insurance), and if the cost of terrorism insurance exceeds such amount, the Bellagio Hotel and Casino Borrower (or Bellagio Tenant) will be required to purchase the maximum amount of terrorism insurance available with funds equal to such amount.

 

In addition, terrorism insurance for the Bellagio Hotel and Casino Property may be written by a non-rated captive insurer subject to certain conditions, including, among other things: (i) TRIPRA is required to be in full force and effect; (ii) the terrorism policy issued by such captive insurer, together with any other qualified terrorism policies in-place, provide per occurrence limit in an amount not less than replacement cost and rent loss coverage as otherwise required; (iii) except with respect to deductibles permitted under the Bellagio Lease, covered losses that are not reinsured by the federal government under TRIPRA and paid to the captive insurer is required to be reinsured with a cut-through endorsement by an insurance company rated “A” by S&P and “A2” by Moody’s (to the extent Moody’s rates securities which represent an interest in the Bellagio Hotel and Casino Whole Loan and rates the applicable insurance company); (iv) all reinsurance agreements between the captive insurer and other reinsurance providers is required to be subject to the reasonable approval of the lender; and (v) such captive insurer is required to be licensed in the State of Nevada or other jurisdiction to the extent reasonably approved by the lender and qualified to issue the terrorism policy in accordance with applicable legal requirements. See “Risk Factors—Risks Relating to the Mortgage Loans—Terrorism Insurance May Not Be Available for All Mortgaged Properties” in the Preliminary Prospectus.

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-39 

 

  

Office – CBD Loan #2 Cut-off Date Balance:   $54,000,000
550 West 34th Street 55 Hudson Yards Cut-off Date LTV:   39.4%
New York, NY 10001   UW NCF DSCR:   3.54x
    UW NOI Debt Yield:   11.0%

 

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-40 

 

  

Office – CBD Loan #2 Cut-off Date Balance:   $54,000,000
550 West 34th Street 55 Hudson Yards Cut-off Date LTV:   39.4%
New York, NY 10001   UW NCF DSCR:   3.54x
    UW NOI Debt Yield:   11.0%

 

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-41 

 

  

Office – CBD Loan #2 Cut-off Date Balance:   $54,000,000
550 West 34th Street 55 Hudson Yards Cut-off Date LTV:   39.4%
New York, NY 10001   UW NCF DSCR:   3.54x
    UW NOI Debt Yield:   11.0%

 

 

This is not a research report and was not prepared by any Underwriter’s research department. Please see additional important information and qualifications at the end of this Term Sheet.

 

T-42 

 

  

Mortgage Loan No. 2 – 55 Hudson Yards

 

Mortgage Loan Information   Property Information
Mortgage Loan Seller: WFB   Single Asset/Portfolio: Single Asset
Credit Assessment (Fitch/KBRA/Moody’s): BBB-sf/A-/A3   Location: New York, NY 10001
Original Balance(1): $54,000,000   General Property Type: Office
Cut-off Date Balance(1): $54,000,000   Detailed Property Type: CBD
% of Initial Pool Balance: 8.7%   Title Vesting: Fee
Loan Purpose: Recapitalization   Year Built/Renovated: 2018/N/A
Borrower Sponsors: Mitsui Fudosan America, Inc.; The   Size: 1,431,212 SF
  Related Companies, L.P.; OP