FREE WRITING PROSPECTUS | ||
FILED PURSUANT TO RULE 433 | ||
REGISTRATION FILE NO.: 333-195164-04 | ||
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Free Writing Prospectus
Structural and Collateral Term Sheet
$962,069,710
(Approximate Aggregate Cut-off Date Balance of Mortgage Pool)
$841,810,000
(Approximate Aggregate Principal Balance of Offered Certificates)Wells Fargo Commercial Mortgage Trust 2015-C26
as Issuing Entity
Wells Fargo Commercial Mortgage Securities, Inc.
as DepositorWells Fargo Bank, National Association
Liberty Island Group I LLC
Rialto Mortgage Finance, LLC
C-III Commercial Mortgage LLC
Silverpeak Real Estate Finance LLC
Walker & Dunlop Commercial Property Funding I WF, LLC
Basis Real Estate Capital II, LLC
National Cooperative Bank, N.A.
as Sponsors and Mortgage Loan Sellers
Commercial Mortgage Pass-Through Certificates
Series 2015-C26
January 28, 2015
WELLS FARGO SECURITIES
Lead Manager and
Sole Bookrunner
Deutsche Bank Securities Co-Manager | Morgan Stanley Co-Manager |
STATEMENT REGARDING THIS FREE WRITING PROSPECTUS
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (‘‘SEC’’) (SEC File No. 333-195164) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the 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, any underwriter, or any dealer participating in the offering will arrange to send you the prospectus after filing if you request it by calling toll free 1-800-745-2063 (8 a.m. – 5 p.m. EST) or by emailing wfs.cmbs@wellsfargo.com.
Nothing in this document constitutes an offer of securities for sale in any jurisdiction where the offer or sale is not permitted. The information contained herein is preliminary as of the date hereof, supersedes any such information previously delivered to you and will be superseded by any such information subsequently delivered and ultimately by the final prospectus relating to the securities. These materials are subject to change, completion, supplement or amendment from time to time.
STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES AND OTHER INFORMATION
The attached information contains certain tables and other statistical analyses (the “Computational Materials”) which have been prepared in reliance upon information furnished by the Mortgage Loan Sellers. Numerous assumptions were used in preparing the Computational Materials, which may or may not be reflected herein. As such, no assurance can be given as to the Computational Materials’ accuracy, appropriateness or completeness in any particular context; or as to whether the Computational Materials and/or the assumptions upon which they are based reflect present market conditions or future market performance. The Computational Materials should not be construed as either projections or predictions or as legal, tax, financial or accounting advice. You should consult your own counsel, accountant and other advisors as to the legal, tax, business, financial and related aspects of a purchase of these securities. Any weighted average lives, yields and principal payment periods shown in the Computational Materials are based on prepayment and/or loss assumptions, and changes in such prepayment and/or loss assumptions may dramatically affect such weighted average lives, yields and principal payment periods. In addition, it is possible that prepayments or losses on the underlying assets will occur at rates higher or lower than the rates shown in the attached Computational Materials. The specific characteristics of the securities may differ from those shown in the Computational Materials due to differences between the final underlying assets and the preliminary underlying assets used in preparing the Computational Materials. The principal amount and designation of any security described in the Computational Materials are subject to change prior to issuance. None of Wells Fargo Securities, LLC, Deutsche Bank Securities Inc., Morgan Stanley & Co. LLC or any of their respective affiliates make any representation or warranty as to the actual rate or timing of payments or losses on any of the underlying assets or the payments or yield on the securities. The information in this presentation is based upon management forecasts and reflects prevailing conditions and management’s views as of this date, all of which are subject to change. In preparing this presentation, we have relied upon and assumed, without independent verification, the accuracy and completeness of all information available from public sources or which was provided to us by or on behalf of the Mortgage Loan Sellers or which was otherwise reviewed by us.
This free writing prospectus contains certain forward-looking statements. If and when included in this free writing prospectus, the words “expects”, “intends”, “anticipates”, “estimates” and analogous expressions and all statements that are not historical facts, including statements about our beliefs or expectations, are intended to identify forward-looking statements. Any forward-looking statements are made subject to risks and uncertainties which could cause actual results to differ materially from those stated. Those risks and uncertainties include, among other things, declines in general economic and business conditions, increased competition, changes in demographics, changes in political and social conditions, regulatory initiatives and changes in customer preferences, many of which are beyond our control and the control of any other person or entity related to this offering. The forward-looking statements made in this free writing prospectus are made as of the date stated on the cover. We have no obligation to update or revise any forward-looking statement.
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 NYSE, FINRA, NFA and SIPC, Wells Fargo Institutional Securities, LLC, a member of FINRA and SIPC, Wells Fargo Prime Services, LLC, a member of FINRA, NFA and SIPC, and Wells Fargo Bank, N.A. Wells Fargo Securities, LLC carries and provides clearing services for Wells Fargo Institutional Securities, LLC customer accounts. Wells Fargo Securities, LLC, Wells Fargo Institutional Securities, LLC, and Wells Fargo Prime Services, LLC are distinct entities from affiliated banks and thrifts.
IMPORTANT NOTICE REGARDING THE OFFERED CERTIFICATES
The Offered Certificates referred to in these materials and the asset pool backing them are subject to modification or revision (including the possibility that one or more classes of certificates may be split, combined or eliminated at any time prior to issuance or availability of a final prospectus) and are offered on a “when, as and if issued” basis. Prospective investors should understand that, when considering the purchase of the Offered Certificates, a contract of sale will come into being no sooner than the date on which the relevant class of certificates has been priced and the underwriters have confirmed the allocation of certificates to be made to investors; any “indications of interest” expressed by any prospective investor, and any “soft circles” generated by the underwriters, will not create binding contractual obligations for such prospective investors, on the one hand, or the underwriters, the depositor or any of their respective agents or affiliates, on the other hand.
As a result of the foregoing, a prospective investor may commit to purchase certificates that have characteristics that may change, and each prospective investor is advised that all or a portion of the certificates referred to in these materials may be issued without all or certain of the characteristics described in these materials. The underwriters’ obligation to sell certificates to any prospective investor is conditioned on the certificates and the transaction having the characteristics described in these materials. If the underwriters determine that a condition is not satisfied in any material respect, such prospective investor will be notified, and neither the depositor nor the underwriters will have any obligation to such prospective investor to deliver any portion of the Offered Certificates which such prospective investor has committed to purchase, and there will be no liability between the underwriters, the depositor or any of their respective agents or affiliates, on the one hand, and such prospective investor, on the other hand, as a consequence of the non-delivery.
Each prospective investor has requested that the underwriters provide to such prospective investor information in connection with such prospective investor’s consideration of the purchase of the certificates described in these materials. These materials are being provided to each prospective investor for informative purposes only in response to such prospective investor’s specific request. The underwriters described in these materials may from time to time perform investment banking services for, or solicit investment banking business from, any company named in these materials. The underwriters and/or their affiliates or respective employees may from time to time have a long or short position in any security or contract discussed in these materials.
The information contained herein supersedes any previous such information delivered to any prospective investor and will be superseded by information delivered to such prospective investor prior to the time of sale.
IMPORTANT NOTICE RELATING TO AUTOMATICALLY-GENERATED EMAIL DISCLAIMERS
Any legends, disclaimers or other notices that may appear at the bottom of any email communication to which this free writing prospectus is attached relating to (1) these materials not constituting an offer (or a solicitation of an offer), (2) no representation that these materials are accurate or complete and may not be updated or (3) these materials possibly being confidential, are not applicable to these materials and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of these materials having been sent via Bloomberg or another system.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certificate Structure |
I. Certificate Structure
Expected Ratings (Fitch/KBRA/Moody’s)(1) | Approximate Initial Certificate Principal Balance or Notional Amount(2) | Approx. Initial Credit Support(3) | Pass-Through Rate Description | Weighted Average Life (Years)(4) | Expected Principal Window(4) | Certificate Principal to Value Ratio(5) | Certificate Principal U/W NOI Debt Yield(6) | |||||||||||
Offered Certificates | ||||||||||||||||||
A-1 | AAAsf/AAA(sf)/Aaa(sf) | $69,600,000 | 30.000% | (7) | 3.02 | 03/15 - 01/20 | 36.9% | 17.2% | ||||||||||
A-2 | AAAsf/AAA(sf)/Aaa(sf) | $37,759,000 | 30.000% | (7) | 4.98 | 01/20 - 02/20 | 36.9% | 17.2% | ||||||||||
A-3 | AAAsf/AAA(sf)/Aaa(sf) | $225,000,000 | 30.000% | (7) | 9.85 | 11/24 – 01/25 | 36.9% | 17.2% | ||||||||||
A-4 | AAAsf/AAA(sf)/Aaa(sf) | $252,840,000 | 30.000% | (7) | 9.92 | 01/25 – 01/25 | 36.9% | 17.2% | ||||||||||
A-SB | AAAsf/AAA(sf)/Aaa(sf) | $88,249,000 | 30.000% | (7) | 7.45 | 02/20 – 11/24 | 36.9% | 17.2% | ||||||||||
A-S(8) | AAAsf/AAA(sf)/Aa1(sf) | $76,966,000 | 22.000% | (7) | 9.92 | 01/25 - 01/25 | 41.1% | 15.4% | ||||||||||
X-A | AAAsf/AAA(sf)/NR | $750,414,000 | (9) | N/A | Variable(10) | N/A | N/A | N/A | N/A | |||||||||
X-B | NR/AAA(sf)/NR | $138,297,000 | (11) | N/A | Variable(12) | N/A | N/A | N/A | N/A | |||||||||
B(8) | AA-sf/AA-(sf)/Aa3(sf) | $42,090,000 | 17.625% | (7) | 9.97 | 01/25 - 02/25 | 43.4% | 14.6% | ||||||||||
C(8) | A-sf/A-(sf)/NR | $49,306,000 | 12.500% | (7) | 10.01 | 02/25 - 02/25 | 46.1% | 13.8% | ||||||||||
PEX(8) | A-sf/A-(sf)/NR | $168,362,000 | 12.500% | (7) | 9.96 | 01/25 - 02/25 | 46.1% | 13.8% | ||||||||||
Non-Offered Certificates | ||||||||||||||||||
X-C | BBsf/BB(sf)/NR | $19,242,000 | (13) | N/A | Variable(14) | N/A | N/A | N/A | N/A | |||||||||
X-D | Bsf/B(sf)/NR | $9,620,000 | (15) | N/A | Variable(16) | N/A | N/A | N/A | N/A | |||||||||
X-E | NR/NR/NR | $44,496,709 | (17) | N/A | Variable(18) | N/A | N/A | N/A | N/A | |||||||||
D | BBB-sf/BBB-(sf)/NR | $46,901,000 | 7.625% | (7) | 10.01 | 02/25 - 02/25 | 48.7% | 13.0% | ||||||||||
E | BBsf/BB(sf)/NR | $19,242,000 | 5.625% | (7) | 10.01 | 02/25 - 02/25 | 49.7% | 12.8% | ||||||||||
F | Bsf/B(sf)/NR | $9,620,000 | 4.625% | (7) | 10.01 | 02/25 - 02/25 | 50.3% | 12.6% | ||||||||||
G | NR/NR/NR | $44,496,709 | 0.000% | (7) | 10.01 | 02/25 - 02/25 | 52.7% | 12.0% |
Notes: | |
(1) | The expected ratings presented are those of Fitch Ratings, Inc. (“Fitch”), Kroll Bond Rating Agency, Inc. (“KBRA”) and Moody’s Investors Service, Inc. (“Moody’s”) which the depositor hired to rate the offered certificates. One or more other 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 (the “Exchange Act”) or otherwise, to rate or provide market reports and/or published commentary related to the offered certificates. We cannot assure you as to what ratings a non-hired nationally recognized statistical rating organization would assign or that its reports will not express differing, possibly negative, views of the mortgage loans and/or the offered certificates. The ratings of each class of offered certificates address the likelihood of the timely distribution of interest and, except in the case of the Class X-A and Class X-B certificates, the ultimate distribution of principal due on those classes on or before the Rated Final Distribution Date. See “Risk Factors—Risks Related to the Offered Certificates—Ratings of the Certificates Have Substantial Limitations” and “Ratings” in the free writing prospectus, dated January 28, 2015 (the “Free Writing Prospectus”). Fitch, KBRA and Moody’s have informed us that the “sf” designation in their ratings represents an identifier for structured finance product ratings. |
(2) | The principal balances and notional amounts set forth in the table are approximate. The actual initial principal balances and notional amounts may be larger or smaller depending on the aggregate cut-off date principal balance of the mortgage loans definitively included in the pool of mortgage loans, which aggregate cut-off date principal balance may be as much as 5% larger or smaller than the amount presented in the Free Writing Prospectus. |
(3) | The approximate initial credit support with respect to the Class A-1, A-2, A-3, A-4 and A-SB Certificates represents the approximate credit enhancement for the Class A-1, A-2, A-3, A-4 and A-SB Certificates in the aggregate. The percentage indicated under the column “Approx. Initial Credit Support” with respect to the Class C Certificates and the Class PEX Certificates represents the approximate credit support for the Class C regular interest, which will have an initial outstanding principal balance on the closing date of $49,306,000. |
(4) | Weighted Average Lives and Expected Principal Windows are calculated based on an assumed prepayment rate of 0% CPR and the “Structuring Assumptions” described on Annex B to the Free Writing Prospectus. |
(5) | The Certificate Principal to Value Ratio for each Class of Certificates (other than the Class A-1, A-2, A-3, A-4 and A-SB Certificates and other than the Exchangeable Certificates) is calculated by dividing the aggregate principal balance of such class of certificates and all classes of certificates (other than the Exchangeable Certificates) and regular interests, if any, that are senior to such class, by the aggregate appraised value of approximately $1,825,792,379 (calculated as described in the Free Writing Prospectus) of the mortgaged properties securing the mortgage loans (which excludes, with respect to each pari passu loan combination, a pro rata portion of the related appraised value allocated to the related companion loans based on their cut-off date principal balance). The Certificate Principal to Value Ratios for each of the Class A-1, A-2, A-3, A-4 and A-SB Certificates are calculated by dividing the aggregate principal balance of the Class A-1, A-2, A-3, A-4 and A-SB Certificates by such aggregate appraised value (which excludes, with respect to each pari passu loan combination, a pro rata portion of the related appraised value allocated to the related companion loans based on their cut-off date principal balance). The Certificate Principal to Value Ratio for each of the Class A-S, B and C Certificates is calculated by dividing the aggregate principal balance of the Class A-S regular interest, the Class B regular interest or the Class C regular interest, as applicable, and all other classes of certificates (other than the Exchangeable Certificates) and the regular interests that are senior to such class, by such aggregate appraised value (which excludes, with respect to each pari passu loan combination, a pro rata portion of the related appraised value allocated to the related companion loans based on their cut-off date principal balance). The Certificate Principal to Value Ratio of the Class PEX Certificates is equal to the Certificate Principal to Value Ratio of the Class C Certificates. In any event, however, excess mortgaged property value associated with a mortgage loan will not be available to offset losses on any other mortgage loan (unless such mortgage loans are cross-collateralized and the cross-collateralization remains in effect). |
(6) | The Certificate Principal U/W NOI Debt Yield for each Class of Certificates (other than the Class A-1, A-2, A-3, A-4 and A-SB Certificates and other than the Exchangeable Certificates) is calculated by dividing the underwritten net operating income (which excludes, with respect to each pari passu loan combination, a pro rata portion of the related underwritten net operating income allocated to the related companion loans based on their cut-off date principal balance) for the mortgage pool of approximately $115,815,966 (calculated as described in the Free Writing Prospectus) by the aggregate certificate principal balance of such class of certificates and all classes of certificates (other than the Exchangeable Certificates) and regular interests, if any, that are senior to such class of certificates. The Certificate Principal U/W NOI Debt Yield for each of the Class A-1, A-2, A-3, A-4 and A-SB Certificates is calculated by dividing such mortgage pool underwritten net operating income (which excludes, with respect to each pari passu loan combination, a pro rata portion of the related underwritten net operating income allocated to the related companion loans based on their cut-off date principal balance) by the aggregate principal balance of the Class A-1, A-2, A-3, A-4 and A-SB Certificates. The Certificate Principal U/W NOI Debt Yield for each of the Class A-S, B and C Certificates is calculated by dividing the underwritten net operating income (which excludes, with respect to each pari passu loan combination, a pro rata portion of the related underwritten net operating income allocated to the related companion loans based on their cut-off date principal balance) for the mortgage pool of approximately $115,815,966 (calculated as described in the Free Writing Prospectus) by the aggregate principal balance of the Class A-S regular interest, the Class B regular interest or the Class C regular interest, as applicable, and all other classes of certificates (other than the Exchangeable Certificates) and the regular interests that are senior to such class. The Certificate Principal U/W NOI Debt Yield of the Class PEX Certificates is equal to |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
3
Wells Fargo Commercial Mortgage Trust 2015-C26 | Certificate Structure |
the Certificate Principal U/W NOI Debt Yield for the Class C Certificates. In any event, however, cash flow from each mortgaged property supports only the related mortgage loan and will not be available to support any other mortgage loan (unless such mortgage loans are cross-collateralized and the cross-collateralization remains in effect). | |
(7) | The pass-through rates for the Class A-1, A-2, A-3, A-4, A-SB, A-S, B, C, D, E, F and G Certificates in each case will be one of the following: (i) a fixed rate per annum, (ii) 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 mortgage interest rates will be adjusted as necessary to a 30/360 basis. The Class PEX Certificates will not have a pass-through rate, but will be entitled to receive the sum of the interest distributable on the Class PEX Components. The pass-through rate for the Class A-S Certificates, the Class A-S regular interest and the Class PEX Component A-S will, at all times, be the same. The pass-through rate for the Class B Certificates, the Class B regular interest and the Class PEX Component B will, at all times, be the same. The pass-through rate for the Class C Certificates, the Class C regular interest and the Class PEX Component C will, at all times, be the same. |
(8) | The Class A-S, B, C and PEX Certificates are “Exchangeable Certificates”. On the closing date, the upper-tier REMIC of the issuing entity will issue the Class A-S, B and C regular interests (each a “regular interest”) which will have outstanding principal balances on the closing date of $76,966,000, $42,090,000 and $49,306,000, respectively. The regular interests will be held in a grantor trust for the benefit of the holders of the Class A-S, B, C and PEX Certificates. The Class A-S, B, C and PEX Certificates will, at all times, represent undivided beneficial ownership interests in a grantor trust that will hold those regular interests. Each class of the Class A-S, B and C Certificates will, at all times, represent an undivided beneficial ownership interest in a percentage of the outstanding certificate principal balance of the regular interest with the same alphabetical class designation. The Class PEX Certificates will, at all times, represent an undivided beneficial ownership interest in the remaining percentages of the outstanding certificate principal balances of the Class A-S, B and C regular interests and which portions of those regular interests are referred to in this Term Sheet as the Class PEX Component A-S, Class PEX Component B and Class PEX Component C (collectively, the “Class PEX Components”). Following any exchange of Class A-S, B and C Certificates for Class PEX Certificates or any exchange of Class PEX Certificates for Class A-S, B and C Certificates as described in the Free Writing Prospectus, the percentage interest of the outstanding certificate principal balances of the Class A-S, B and C regular interest that is represented by the Class A-S, B, C and PEX Certificates will be increased or decreased accordingly. The initial certificate principal balance of each of the Class A-S, B and C Certificates shown in the table represents the maximum certificate principal balance of such class without giving effect to any exchange. The initial certificate principal balance of the Class PEX Certificates is equal to the aggregate of the initial certificate principal balance of the Class A-S, B and C Certificates and represents the maximum certificate principal balance of the Class PEX Certificates that could be issued in an exchange. The certificate principal balances of the Class A-S, B and C Certificates to be issued on the closing date will be reduced, in required proportions, by an amount equal to the certificate principal balance of the Class PEX Certificates issued on the closing date. Distributions and allocations of payments and losses with respect to the Exchangeable Certificates are described in this Term Sheet under “Allocations and Distributions on the Class A-S, B, C and PEX Certificates” and under “Description of the Offered Certificates—Distributions” in the Free Writing Prospectus. The maximum certificate principal balance of the Class PEX Certificates is set forth in the table but is not included in the certificate principal balance of the certificates set forth on the cover page of this Term Sheet or on the top of the cover page of the Free Writing Prospectus. |
(9) | The Class X-A Certificates are notional amount certificates. The Notional Amount of the Class X-A Certificates will be equal to the aggregate principal balance of the Class A-1, A-2, A-3, A-4 and A-SB Certificates and the Class A-S regular interest outstanding from time to time (without regard to any exchange of Class A-S, B and C Certificates for Class PEX Certificates). The Class X-A Certificates will not be entitled to distributions of principal. |
(10) | 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, A-2, A-3, A-4 and A-SB Certificates and the Class A-S regular interest for the related distribution date, weighted on the basis of their respective aggregate principal balances outstanding immediately prior to that distribution date. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the mortgage interest rates will be adjusted as necessary to a 30/360 basis. |
(11) | The Class X-B Certificates are notional amount certificates. The Notional Amount of the Class X-B Certificates will be equal to the aggregate principal balance of the Class B and C regular interests and the Class D Certificates outstanding from time to time. The Class X-B Certificates will not be entitled to distributions of principal. |
(12) | 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 B and C regular interests and the Class D Certificates for the related distribution date, weighted on the basis of their respective aggregate principal balances outstanding immediately prior to that distribution date. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the mortgage interest rates will be adjusted as necessary to a 30/360 basis. |
(13) | The Class X-C Certificates are notional amount certificates. The Notional Amount of the Class X-C Certificates will be equal to the principal balance of the Class E Certificates outstanding from time to time. The Class X-C Certificates will not be entitled to distributions of principal. |
(14) | The pass-through rate for the Class X-C 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 on the Class E Certificates for the related distribution date. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the mortgage interest rates will be adjusted as necessary to a 30/360 basis. |
(15) | The Class X-D Certificates are notional amount certificates. The Notional Amount of the Class X-D Certificates will be equal to the principal balance of the Class F Certificates outstanding from time to time. The Class X-D Certificates will not be entitled to distributions of principal. |
(16) | 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 on the Class F Certificates for the related distribution date. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the mortgage interest rates will be adjusted as necessary to a 30/360 basis. |
(17) | The Class X-E Certificates are notional amount certificates. The Notional Amount of the Class X-E Certificates will be equal to the principal balance of the Class G Certificates outstanding from time to time. The Class X-E Certificates will not be entitled to distributions of principal. |
(18) | The pass-through rate for the Class X-E 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 on the Class G Certificates for the related distribution date. For purposes of the calculation of the weighted average of the net mortgage interest rates on the mortgage loans for each distribution date, the mortgage interest rates will be adjusted as necessary to a 30/360 basis. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
4
Wells Fargo Commercial Mortgage Trust 2015-C26 | Issue Characteristics |
II. Transaction Highlights
Mortgage Loan Sellers:
Mortgage Loan Seller | Number of Mortgage Loans | Number of Mortgaged Properties | Aggregate Cut-off Date Balance | % of Cut-off Date Pool Balance | ||||||||
Wells Fargo Bank, National Association | 27 | 31 | $339,096,285 | 35.2 | % | |||||||
Liberty Island Group I LLC | 9 | 10 | 167,148,741 | 17.4 | ||||||||
Rialto Mortgage Finance, LLC | 15 | 16 | 127,687,269 | 13.3 | ||||||||
C-III Commercial Mortgage LLC | 18 | 19 | 107,661,190 | 11.2 | ||||||||
Silverpeak Real Estate Finance LLC | 8 | 12 | 85,142,723 | 8.8 | ||||||||
Walker & Dunlop Commercial Property Funding I WF, LLC | 3 | 6 | 46,800,000 | 4.9 | ||||||||
Basis Real Estate Capital II, LLC | 6 | 6 | 45,794,237 | 4.8 | ||||||||
National Cooperative Bank, N.A. | 16 | 16 | 42,739,265 | 4.4 | ||||||||
Total | 102 | 116 | $962,069,710 | 100.0 | % |
Loan Pool:
Cut-off Date Balance: | $962,069,710 | ||
Number of Mortgage Loans: | 102 | ||
Average Cut-off Date Balance per Mortgage Loan: | $9,432,056 | ||
Number of Mortgaged Properties: | 116 | ||
Average Cut-off Date Balance per Mortgaged Property(1): | $8,293,704 | ||
Weighted Average Mortgage Interest Rate: | 4.405% | ||
Ten Largest Mortgage Loans as % of Cut-off Date Pool Balance: | 34.2% | ||
Weighted Average Original Term to Maturity or ARD (months): | 120 | ||
Weighted Average Remaining Term to Maturity or ARD (months): | 115 | ||
Weighted Average Original Amortization Term (months)(2): | 352 | ||
Weighted Average Remaining Amortization Term (months)(2): | 348 | ||
Weighted Average Seasoning (months): | 5 | ||
(1) Information regarding mortgage loans secured by multiple properties is based on an allocation according to relative appraised values or the allocated loan amounts or property-specific release prices set forth in the related loan documents or such other allocation as the related mortgage loan seller deemed appropriate. (2) Excludes any mortgage loan that does not amortize. |
Credit Statistics:
Weighted Average U/W Net Cash Flow DSCR(1): | 1.87x | ||
Weighted Average U/W Net Operating Income Debt Yield(1): | 12.0% | ||
Weighted Average Cut-off Date Loan-to-Value Ratio(1): | 65.2% | ||
Weighted Average Balloon or ARD Loan-to-Value Ratio(1): | 55.1% | ||
% of Mortgage Loans with Additional Subordinate Debt(2): | 9.6% | ||
% of Mortgage Loans with Single Tenants(3): | 10.5% | ||
(1) With respect to the JW Marriott New Orleans mortgage loan and the AMCP Portfolio mortgage loan, each of which is part of a pari passu loan combination, loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loans (unless otherwise stated). The information for each mortgaged property that relates to a mortgage loan that is cross-collateralized with other mortgage loans is based upon the principal balance of that mortgage loan, except that the applicable loan-to-value ratio, debt service coverage ratio, and debt yield for each such mortgaged property is based upon the ratio or yield (as applicable) for the aggregate indebtedness evidenced by all loans in the group. On an individual basis, without regard to the cross-collateralization feature, any mortgaged property securing a mortgage loan that is part of a cross-collateralized group of mortgage loans may have a higher loan-to-value ratio, lower debt service coverage ratio and/or lower debt yield than is presented herein. Information for each residential cooperative mortgage loan is calculated using underwritten net cash flow for the related residential cooperative property which is the projected net cash flow reflected in the most recent appraisal obtained by or otherwise in the possession of the related mortgage loan seller as of the cut-off date, and the loan-to value ratio information for residential cooperative mortgage loans is based upon the appraised value of the residential cooperative property determined as if such residential cooperative property is operated as a residential cooperative. See Annex A-1 and Annex B to the Free Writing Prospectus. Debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the related mortgaged property), if any, that is allowed under the terms of any mortgage loan. (2) Thirteen (13) of the mortgage loans, each of which is secured by a residential cooperative property, currently have in place subordinate secured lines of credit to the related mortgage borrowers that permit future advances (such loans, collectively, the “Subordinate Coop LOCs”). The percentage figure expressed as “% of Mortgage Loans with Additional Subordinate Debt” is determined as a percentage of cut-off date principal balance and does not take into account future subordinate debt (whether or not secured by the mortgaged property), if any, that may be permitted under the terms of any mortgage loan or the Pooling and Servicing Agreement. See “Description of the Mortgage Pool—Subordinate and/or Other Financing” and “—Additional Debt Financing for Mortgage Loans Secured by Residential Cooperatives” in the Free Writing Prospectus. (3) Excludes mortgage loans that are secured by multiple single tenant properties and includes mortgage loans secured by multiple single tenant properties where each property is occupied by the same tenant or tenants that are affiliates of one another. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
5
Wells Fargo Commercial Mortgage Trust 2015-C26 | Issue Characteristics |
Loan Structural Features:
Amortization: Based on the Cut-off Date Pool Balance, 99.0% of the mortgage pool (99 mortgage loans) has scheduled amortization, as follows:
54.6% (43 mortgage loans) provides for an interest-only period followed by an amortization period; and
44.4% (56 mortgage loans) requires amortization during the entire loan term.
Interest-Only: Based on the Cut-off Date Pool Balance, 1.0% of the mortgage pool (three mortgage loans) provides for interest-only payments during the entire loan term. The Weighted Average Cut-off Date Loan-to-Value Ratio and Weighted Average U/W Net Cash Flow DSCR for those mortgage loans are 19.0% and 10.01x, respectively.
Hard Lockboxes: Based on the Cut-off Date Pool Balance, 14.7% of the mortgage pool (12 mortgage loans) has hard lockboxes in place.
Reserves: The mortgage loans require amounts to be escrowed monthly as follows (excluding any mortgage loans with springing provisions):
Real Estate Taxes: | 67.8% of the pool | |
Insurance: | 44.2% of the pool | |
Capital Replacements: | 76.1% of the pool | |
TI/LC: | 61.8% of the pool(1) | |
(1) The percentage of Cut-off Date Balance for loans with TI/LC reserves is based on the aggregate principal balance allocable to loans that include retail, office, industrial and mixed use properties. |
Call Protection/Defeasance: Based on the Cut-off Date Balances of the mortgage loans, as of origination the mortgage pool had the following call protection and defeasance features:
81.0% of the mortgage pool (74 mortgage loans) features a lockout period, then defeasance only until an open period;
10.8% of the mortgage pool (12 mortgage loans) features a lockout period, then the greater of a prepayment premium or yield maintenance until an open period;
4.0% of the mortgage pool (14 mortgage loans) features no lockout period, but requires the greater of a prepayment premium or yield maintenance for a period, then a prepayment premium until an open period;
2.3% of the mortgage pool (1 mortgage loan) features a lockout period, then defeasance or the greater of a prepayment premium or yield maintenance until an open period;
1.9% of the mortgage pool (1 mortgage loans) features no lockout period, but requires the greater of a prepayment premium or yield maintenance until an open period.
Please refer to Annex A-1 to the Free Writing Prospectus for further information regarding individual loan call protection and seasoning. Some mortgage loans may be sufficiently seasoned that their lockout periods have expired.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
6
Wells Fargo Commercial Mortgage Trust 2015-C26 | Issue Characteristics |
III. Issue Characteristics
Securities Offered: | $841,810,000 approximate monthly pay, multi-class, commercial mortgage REMIC pass-through certificates consisting of eleven classes (Classes A-1, A-2, A-3, A-4, A-SB, A-S, B, C, PEX, X-A and X-B), which are offered pursuant to a registration statement filed with the SEC. | ||
Mortgage Loan Sellers: | Wells Fargo Bank, National Association (“WFB”); Liberty Island Group I LLC (“LIG I”); Rialto Mortgage Finance, LLC (“RMF”); C-III Capital Partners, LLC (“C-III”); Silverpeak Real Estate Finance LLC (“SPREF”); Walker & Dunlop Commercial Property Funding I WF, LLC (“WDCPF”); Basis Real Estate Capital II, LLC (“Basis”); and National Cooperative Bank, N.A. (“NCB”). | ||
Sole Lead Bookrunning Manager: | Wells Fargo Securities, LLC | ||
Co-Managers: | Deutsche Bank Securities Inc. and Morgan Stanley & Co. LLC. | ||
Rating Agencies: | Fitch Ratings, Inc., Kroll Bond Rating Agency, Inc. and Moody’s Investors Service, Inc. | ||
Master Servicers: | Wells Fargo Bank, National Association and National Cooperative Bank, N.A. | ||
Special Servicers: | Midland Loan Services, a Division of PNC Bank, National Association and National Cooperative Bank, N.A. | ||
Additional Primary Servicer: | Prudential Asset Resources, Inc. | ||
Certificate Administrator: | Wells Fargo Bank, National Association | ||
Trustee: | Wilmington Trust, National Association | ||
Trust Advisor: | Pentalpha Surveillance LLC | ||
Initial Majority Subordinate Certificateholder: | An affiliate of Eightfold Real Estate Capital, L.P. | ||
Cut-off Date: | The Cut-off Date with respect to each mortgage loan is the due date for the monthly debt service payment that is due in February 2015 (or, in the case of any mortgage loan that has its first due date in March 2015, the date that would have been its due date in February 2015 under the terms of that mortgage loan if a monthly debt service payment were scheduled to be due in that month). | ||
Expected Closing Date: | On or about February 13, 2015. | ||
Determination Dates: | The 11th day of each month (or if that day is not a business day, the next succeeding business day), commencing in March 2015. | ||
Distribution Dates: | The fourth business day following the Determination Date in each month, commencing in March 2015. | ||
Rated Final Distribution Date: | The Distribution Date in February 2048. | ||
Interest Accrual Period: | With respect to any Distribution Date, the calendar month preceding the month in which such Distribution Date occurs. | ||
Day Count: | The Offered Certificates will accrue interest on a 30/360 basis. | ||
Minimum Denominations: | $10,000 for each Class of Offered Certificates (other than the Class X-A and X-B Certificates) and $1,000,000 for the Class X-A and X-B Certificates. Investments may also be made in any whole dollar denomination in excess of the applicable minimum denomination. | ||
Clean-up Call: | 1% | ||
Delivery: | DTC, Euroclear and Clearstream Banking | ||
ERISA/SMMEA Status: | Each Class of Offered Certificates is expected to be eligible for exemptive relief under ERISA. No Class of Offered Certificates will be SMMEA eligible. | ||
Risk Factors: | THE CERTIFICATES INVOLVE CERTAIN RISKS AND MAY NOT BE SUITABLE FOR ALL INVESTORS. SEE THE “RISK FACTORS” SECTION OF THE FREE WRITING PROSPECTUS. | ||
Bond Analytics Information: | The Certificate Administrator will be authorized to make distribution date settlements, CREFC® reports and certain supplemental reports (other than confidential information) available to certain financial modeling and data provision services, including Bloomberg, L.P., Trepp, LLC, Intex Solutions, Inc., Markit Group Limited, Interactive Data Corp., BlackRock Financial Management, Inc and CMBS.com, Inc. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
7
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
IV. Characteristics of the Mortgage Pool(1)
A. Ten Largest Mortgage Loans
Mortgage Loan Seller | Mortgage Loan Name | City | State | Number of Mortgage Loans / Mortgaged Properties | Mortgage Loan Cut-off Date Balance ($) | % of Cut- off Date Pool Balance (%) | Property Type | Number of SF, Rooms or Units | Cut-off Date Balance Per SF, Room or Unit ($) | Cut-off Date LTV Ratio (%) | Balloon or ARD LTV Ratio (%) | U/W NCF DSCR (x) | U/W NOI Debt Yield (%) | ||||||||||||||
LIG I | Chateau on the Lake | Branson | MO | 1 / 1 | $45,943,064 | 4.8% | Hospitality | 301 | $152,635 | 68.0% | 54.7% | 1.99x | 13.4% | ||||||||||||||
WFB | Trails at Dominion | Houston | TX | 1 / 1 | 40,750,000 | 4.2 | Multifamily | 843 | 48,339 | 76.2 | 69.6 | 1.31 | 8.4 | ||||||||||||||
WFB | JW Marriott New Orleans | New Orleans | LA | 1 / 1 | 39,896,822 | 4.1 | Hospitality | 496 | 180,984 | 59.0 | 47.2 | 2.07 | 14.2 | ||||||||||||||
WFB | Broadcom Building | San Jose | CA | 1 / 1 | 35,750,000 | 3.7 | Office | 200,000 | 179 | 65.0 | 59.1 | 1.81 | 11.3 | ||||||||||||||
SPREF | Aloft Houston by the Galleria | Houston | TX | 1 / 1 | 32,650,000 | 3.4 | Hospitality | 152 | 214,803 | 72.9 | 62.4 | 1.67 | 11.2 | ||||||||||||||
WFB | Dorel Apartments | Laredo | TX | 1 / 1 | 30,000,000 | 3.1 | Multifamily | 424 | 70,755 | 61.6 | 55.6 | 1.54 | 8.9 | ||||||||||||||
LIG I | Roseville Square | Roseville | CA | 1 / 1 | 28,000,000 | 2.9 | Retail | 218,309 | 128 | 66.7 | 56.4 | 1.41 | 8.8 | ||||||||||||||
LIG I | 44 Plaza | Poughkeepsie | NY | 1 / 1 | 26,430,000 | 2.7 | Retail | 167,686 | 158 | 71.4 | 65.2 | 1.36 | 8.9 | ||||||||||||||
WDCPF | One and Two Summit Square Portfolio | Langhorne | PA | 1 / 2 | 26,000,000 | 2.7 | Various | 139,615 | 186 | 62.7 | 54.2 | 1.41 | 9.8 | ||||||||||||||
RMF | Creekside Corners | Lithonia | GA | 1 / 1 | 23,500,000 | 2.4 | Multifamily | 444 | 52,928 | 69.8 | 62.6 | 1.34 | 8.7 | ||||||||||||||
Top Three Total/Weighted Average | 3 / 3 | $126,589,886 | 13.2% | 67.8% | 57.1% | 1.80x | 12.0% | ||||||||||||||||||||
Top Five Total/Weighted Average | 5 / 5 | $194,989,886 | 20.3% | 68.1% | 58.4% | 1.78x | 11.8% | ||||||||||||||||||||
Top Ten Total/Weighted Average | 10 / 11 | $328,919,886 | 34.2% | 67.4% | 58.5% | 1.63x | 10.6% | ||||||||||||||||||||
Non-Top Ten Total/Weighted Average | 92 / 105 | $633,149,823 | 65.8% | 64.1% | 53.4% | 2.00x | 12.8% |
(1) | With respect to the JW Marriott New Orleans mortgage loan, which is part of a pari passu loan combination, Cut-off Date Balance per square foot, loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loans (unless otherwise stated). With respect to each Mortgage Loan, debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the related mortgaged property), if any, that is allowed under the terms of any mortgage loan. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
8
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
B. Summary of Pari Passu Split Loan Structures
Property Name | Mortgage Loan Seller | Related Notes in Loan Group (Original Balance) | Holder of Note | Whether Note is Lead Servicing for the Entire Loan Combination | Current Master Servicer Under Related Securitization Servicing Agreement | Current Special Servicer Under Related Securitization Servicing Agreement | ||||||
JW Marriott New Orleans | WFB | $50,000,000 | WFCM 2014-LC18 | Yes | Wells Fargo Bank, National Association | Rialto Capital Advisors, LLC | ||||||
WFB | $40,000,000 | WFCM 2015-C26 | No | Wells Fargo Bank, National Association | Midland Loan Services | |||||||
AMCP Portfolio | SPREF | $8,000,000 | WFRBS 2014-C25 | No | Wells Fargo Bank, National Association | CWCapital Asset Management, LLC | ||||||
SPREF | $16,050,000 | WFCM 2015-C26 | Yes | Wells Fargo Bank, National Association | Midland Loan Services |
C. Mortgage Loans with Additional Secured and Mezzanine Financing(1)
Loan No. | Mortgage Loan Seller | Mortgage Loan Name | Mortgage Loan Cut-off Date Balance ($) | % of Cut-off Date Balance (%) | Sub Debt Cut-off Date Balance ($) | Mezzanine Debt Cut- off Date Balance ($) | Total Debt Interest Rate (%)(2) | Mortgage Loan U/W NCF DSCR (x) | Total Debt U/W NCF DSCR (x) | Mortgage Loan Cut- off Date U/W NOI Debt Yield (%) | Total Debt Cut-off Date U/W NOI Debt Yield (%) | Mortgage Loan Cut-off Date LTV Ratio (%) | Total Debt Cut-off Date LTV Ratio (%) | |||||||||||||||||||
8 | LIG I | 44 Plaza | $26,430,000 | 2.7% | $0 | $3,600,000 | 5.052% | 1.36 | x | 1.09 | x | 8.9 | % | 7.8 | % | 71.4 | % | 81.2% | ||||||||||||||
21 | WDCPF | Boone Student Housing Portfolio | 15,000,000 | 1.6 | $0 | 2,200,000 | 5.456% | 1.42 | 1.10 | 9.0 | 7.8 | 72.1 | 82.7% | |||||||||||||||||||
39 | SPREF | Vermont Village | 9,250,000 | 1.0 | $0 | 750,000 | 5.933% | 1.26 | 1.08 | 8.7 | 8.1 | 72.3 | 78.1% | |||||||||||||||||||
69 | LIG I | Montgomery Village(3) | 4,000,000 | 0.4 | $0 | 360,000 | 5.459% | 1.24 | 1.07 | 8.6 | 7.9 | 74.8 | 81.5% | |||||||||||||||||||
Total/Weighted Average | $54,680,000 | 5.7% | $0 | $6,910,000 | 5.342% | 1.35 | x | 1.09 | x | 8.9 | % | 7.9 | % | 72.0 | % | 81.1% |
(1) | In addition, thirteen (13) of the mortgage loans, each of which are secured by residential cooperative properties, currently have in place Subordinate Coop LOCs that permit future advances. See “Description of the Mortgage Pool—Subordinate and/or Other Financing” and “—Additional Debt Financing for Mortgage Loans Secured by Residential Cooperatives” in the Free Writing Prospectus. |
(2) | Total Debt Interest Rate for any specified mortgage loan reflects the weighted average of the interest rates on the respective components of the total debt. |
(3) | With respect to the Montgomery Village mortgage loan, the Total Debt Interest rate is based on the weighted average of the mortgage loan interest rate and its related mezzanine loan interest rate as of the cut-off date. The mezzanine loan interest rate steps up from 11.000% to 12.500% on August 1, 2015. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
9
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
D. Previous Securitization History(1)
Loan No. | Mortgage Loan Seller | Mortgage Loan or Mortgaged Property Name | City | State | Property Type | Mortgage Loan or Mortgaged Property Cut-off Date Balance ($) | % of Cut- off Date Pool Balance (%) | Previous Securitization | ||||||||
1 | LIG I | Chateau on the Lake | Branson | MO | Hospitality | $45,943,064 | 4.8 | % | BSCMS 2005-T18 | |||||||
2 | WFB | Trails at Dominion | Houston | TX | Multifamily | 40,750,000 | 4.2 | ACR 2014-FL2 | ||||||||
7 | LIG I | Roseville Square | Roseville | CA | Retail | 28,000,000 | 2.9 | BSCMS 2003-T10 | ||||||||
9 | WDCPF | One and Two Summit Square Portfolio | Langhorne | PA | Various | 26,000,000 | 2.7 | JPMCC 2007-CB19 | ||||||||
23 | CIIICM | Walgreens Darby | Darby | PA | Retail | 5,510,000 | 0.6 | MSC 2005-HQ6 | ||||||||
24 | CIIICM | Walgreens Haverhill | Haverhill | MA | Retail | 5,027,500 | 0.5 | MSC 2005-HQ6 | ||||||||
25 | CIIICM | Rite Aid Latham | Latham & Niskayuna | NY | Retail | 2,962,500 | 0.3 | MSC 2005-HQ6 | ||||||||
28 | WFB | San Leandro Center | San Leandro | CA | Retail | 11,978,325 | 1.2 | MSC 2005-HQ6 | ||||||||
30 | WFB | El Dorado Center | Long Beach | CA | Retail | 10,950,000 | 1.1 | GSMS 2005-GG4 | ||||||||
32 | WFB | Westland Multifamily/MHC Portfolio | Various | CA | Various | 10,366,781 | 1.1 | LBUBS 2004-C8 | ||||||||
34 | LIG I | Old Marketplace | Sedona | AZ | Retail | 10,000,000 | 1.0 | BSCMS 2005-PWR7 | ||||||||
35 | WFB | Tarzana Medical | Tarzana | CA | Office | 9,949,581 | 1.0 | JPMCC 2004-C3 | ||||||||
43 | LIG I | Satyr Hill Shopping Center | Parkville | MD | Retail | 8,750,000 | 0.9 | CSMC 2006-C5 | ||||||||
47 | SPREF | 24 Hour Fitness | Southlake | TX | Retail | 7,300,000 | 0.8 | MSC 2006-HQ8 | ||||||||
56 | WDCPF | Village Shires | Southampton | PA | Retail | 5,800,000 | 0.6 | JPMCC 2005-CB11 | ||||||||
58 | WFB | Rombout Village | Beacon | NY | Multifamily | 5,492,529 | 0.6 | BSCMS 2005-PW10 | ||||||||
60 | CIIICM | Country Aire MHP | Austin | TX | Manufactured Housing Community | 5,137,228 | 0.5 | GECMC 2005-C2 | ||||||||
67 | NCB | 34-15 Properties Ltd. | Jackson Heights | NY | Multifamily | 4,194,173 | 0.4 | CSMC 2006-C1 | ||||||||
68 | Basis | Cornerstone Square | Macclenney | FL | Retail | 4,000,000 | 0.4 | JPMCC 2005-LDP2 | ||||||||
70 | WFB | Walgreens - Glen Allen | Glen Allen | VA | Retail | 3,790,240 | 0.4 | WBCMT 2005-C18 | ||||||||
71 | CIIICM | Meadows of Carson Creek | Del Valle | TX | Manufactured Housing Community | 3,700,000 | 0.4 | GECMC 2005-C3 | ||||||||
73 | NCB | 310 Lexington Owners Corp. | New York | NY | Multifamily | 3,600,000 | 0.4 | MSC 2005-IQ10 | ||||||||
77 | CIIICM | Silver Spur Ranch MHC | Mesa | AZ | Manufactured Housing Community | 3,092,596 | 0.3 | JPMCC 2005-CB12 | ||||||||
78 | NCB | Skyline Terrace Cooperative, Inc. | Staten Island | NY | Multifamily | 2,995,829 | 0.3 | CSMC 2006-C1 | ||||||||
79 | WFB | Walgreens - Columbus | Columbus | OH | Retail | 2,900,000 | 0.3 | WBCMT 2005-C17 | ||||||||
80 | WFB | Walgreens - Oklahoma | Midwest City | OK | Retail | 2,846,291 | 0.3 | JPMCC 2005-LDP1 | ||||||||
82 | WFB | Locksley Self Storage | Auburn | CA | Self Storage | 2,752,000 | 0.3 | BSCMS 2005-PWR7 | ||||||||
93 | NCB | 310 West 79th Apartments Corp. | New York | NY | Multifamily | 1,400,000 | 0.1 | CSFB 2005-C3 | ||||||||
97 | NCB | 571 Hudson Street Apartment Corp. | New York | NY | Multifamily | 1,196,790 | 0.1 | CSFB 2005-C3 | ||||||||
100 | WFB | Lone Star Self Storage | Tyler | TX | Self Storage | 1,096,302 | 0.1 | LBUBS 2004-C8 | ||||||||
101 | NCB | 4213 Village Corp. | New York | NY | Multifamily | 998,665 | 0.1 | CSFB 2005-C3 | ||||||||
102 | NCB | 438 West 49th Street Owners Corp. | New York | NY | Multifamily | 814,411 | 0.1 | CSFB 2005-C3 | ||||||||
Total | $279,294,806 | 29.0 | % |
(1) The table above represents the most recent securitization with respect to the mortgaged property securing the related mortgage loan, based on information provided by the related borrower or obtained through searches of a third-party database. While the above mortgage loans may have been securitized multiple times in prior transactions, mortgage loans are only listed in the above chart if the mortgage loan in this securitization paid off a mortgage loan in another securitization. The information has not otherwise been confirmed by the mortgage loan sellers.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
10
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
E. Mortgage Loans with Scheduled Balloon Payments and Related Classes
Class A-2(1) | ||||||||||||||||||||||||||||||||
Loan No. | Mortgage Loan Seller | Mortgage Loan Name | State | Property Type | Mortgage Loan Cut-off Date Balance ($) | % of Cut- off Date Pool Balance (%) | Mortgage Loan Balance at Maturity ($) | % of Class A- 2 Certificate Principal Balance (%)(2) | SF/ Rooms/ Pads | Loan per SF /Room/ Pad ($) | U/W NCF DSCR (x) | U/W NOI Debt Yield (%) | Cut-off Date LTV Ratio (%) | Balloon or ARD LTV Ratio (%) | Rem. IO Period (mos.) | Rem. Term to Maturity (mos.) | ||||||||||||||||
6 | WFB | Dorel Apartments | TX | Multifamily | $30,000,000 | 3.1% | $27,097,888 | 71.8% | 424 | $70,755 | 1.54x | 8.9% | 61.6% | 55.6% | 0 | 60 | ||||||||||||||||
62 | Basis | Highland Village Apartments | GA | Multifamily | 4,744,237 | 0.5 | 4,340,897 | 11.5% | 134 | 35,405 | 1.45 | 9.6 | 68.2 | 61.4 | 0 | 59 | ||||||||||||||||
69 | LIG I | Montgomery Village | TX | Multifamily | 4,000,000 | 0.4 | 3,789,556 | 10.0% | 192 | 20,833 | 1.24 | 8.6 | 74.8 | 70.8 | 17 | 59 | ||||||||||||||||
Total/Weighted Average | $38,744,237 | 4.0% | $35,228,341 | 93.3% | 1.50x | 9.0% | 63.8% | 57.9% | 2 | 60 |
(1) The table above presents the mortgage loan(s) whose balloon payments would be applied to pay down the principal balance of the Class A-2 Certificates, assuming a 0% CPR and applying the “Structuring Assumptions” described in the Free Writing Prospectus, including the assumptions that (i) none of the mortgage loans in the pool experience prepayments prior to maturity (or, in the case of an ARD loan, its anticipated repayment date), defaults or losses; (ii) there are no extensions of maturity dates of any mortgage loans in the pool; and (iii) each mortgage loan in the pool is paid in full on its stated maturity date (or, in the case of an ARD loan, its anticipated repayment date). Each Class of Certificates, including the Class A-2 Certificates, evidences undivided ownership interests in the entire pool of mortgage loans. Debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the mortgaged property), if any, that is allowed under the terms of any mortgage loan. See Annex A-1 to the Free Writing Prospectus. (2) Reflects the percentage equal to the Mortgage Loan Balance at Maturity divided by the initial Class A-2 Certificate Principal Balance. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
11
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
F. Property Type Distribution(1)
![(PIE CHART)](https://capedge.com/proxy/FWP/0001539497-15-000070/img002_v1.jpg)
Property Type | Number of Mortgaged Properties | Aggregate Cut- off Date Balance ($) | % of Cut- off Date Balance (%) | Weighted Average Cut-off Date LTV Ratio (%) | Weighted Average Balloon or ARD LTV Ratio (%) | Weighted Average U/W NCF DSCR (x) | Weighted Average U/W NOI Debt Yield (%) | Weighted Average U/W NCF Debt Yield (%) | Weighted Average Mortgage Rate (%) | ||||||||||
Multifamily | 39 | $285,709,531 | 29.7 | % | 62.5% | 55.3% | 2.44x | 14.0% | 13.6% | 4.273% | |||||||||
Garden | 17 | 199,497,790 | 20.7 | 70.6 | 62.5 | 1.43 | 9.0 | 8.5 | 4.325 | ||||||||||
Cooperative | 15 | 44,236,741 | 4.6 | 15.5 | 13.3 | 7.97 | 41.3 | 41.2 | 3.905 | ||||||||||
Student Housing | 5 | 36,775,000 | 3.8 | 73.8 | 65.8 | 1.44 | 9.0 | 8.6 | 4.361 | ||||||||||
Low Rise | 2 | 5,200,000 | 0.5 | 73.2 | 64.5 | 1.37 | 8.8 | 8.7 | 4.800 | ||||||||||
Retail | 27 | 247,940,109 | 25.8 | 64.7 | 53.4 | 1.47 | 10.8 | 9.9 | 4.561 | ||||||||||
Anchored | 10 | 151,527,247 | 15.8 | 63.6 | 54.1 | 1.46 | 11.1 | 10.2 | 4.695 | ||||||||||
Single Tenant | 7 | 30,336,531 | 3.2 | 63.1 | 47.7 | 1.59 | 10.2 | 10.0 | 4.216 | ||||||||||
Unanchored | 6 | 29,322,214 | 3.0 | 70.0 | 60.2 | 1.51 | 10.5 | 9.4 | 4.612 | ||||||||||
Shadow Anchored | 3 | 28,204,117 | 2.9 | 63.8 | 45.8 | 1.38 | 10.5 | 9.5 | 4.273 | ||||||||||
Neighborhood/Community Center | 1 | 8,550,000 | 0.9 | 74.3 | 64.6 | 1.42 | 9.2 | 8.4 | 4.200 | ||||||||||
Hospitality | 12 | 206,555,012 | 21.5 | 67.2 | 55.0 | 1.86 | 12.6 | 11.2 | 4.374 | ||||||||||
Limited Service | 9 | 98,797,205 | 10.3 | 68.8 | 57.4 | 1.76 | 11.9 | 10.8 | 4.462 | ||||||||||
Full Service | 2 | 85,839,886 | 8.9 | 63.8 | 51.2 | 2.03 | 13.8 | 12.0 | 4.246 | ||||||||||
Extended Stay | 1 | 21,917,921 | 2.3 | 73.3 | 59.4 | 1.68 | 11.2 | 10.2 | 4.480 | ||||||||||
Office | 4 | 73,599,581 | 7.7 | 66.6 | 56.1 | 1.60 | 10.6 | 9.7 | 4.295 | ||||||||||
Single Tenant | 1 | 35,750,000 | 3.7 | 65.0 | 59.1 | 1.81 | 11.3 | 10.5 | 4.100 | ||||||||||
Suburban | 2 | 27,900,000 | 2.9 | 72.8 | 60.1 | 1.38 | 9.4 | 8.4 | 4.542 | ||||||||||
Medical | 1 | 9,949,581 | 1.0 | 55.3 | 34.0 | 1.44 | 11.9 | 10.8 | 4.300 | ||||||||||
Self Storage | 12 | 45,621,408 | 4.7 | 70.2 | 57.1 | 1.54 | 9.9 | 9.6 | 4.640 | ||||||||||
Self Storage | 12 | 45,621,408 | 4.7 | 70.2 | 57.1 | 1.54 | 9.9 | 9.6 | 4.640 | ||||||||||
Industrial | 9 | 45,609,328 | 4.7 | 63.3 | 53.9 | 1.71 | 11.0 | 10.1 | 4.240 | ||||||||||
Warehouse | 7 | 34,475,676 | 3.6 | 62.1 | 53.0 | 1.74 | 11.0 | 10.2 | 4.205 | ||||||||||
Light Industrial | 1 | 6,100,000 | 0.6 | 69.3 | 60.6 | 1.50 | 10.3 | 9.0 | 4.430 | ||||||||||
Flex | 1 | 5,033,651 | 0.5 | 64.5 | 51.8 | 1.72 | 11.4 | 10.2 | 4.250 | ||||||||||
Manufactured Housing Community | 10 | 29,484,740 | 3.1 | 69.4 | 57.6 | 1.57 | 9.9 | 9.6 | 4.425 | ||||||||||
Manufactured Housing Community | 10 | 29,484,740 | 3.1 | 69.4 | 57.6 | 1.57 | 9.9 | 9.6 | 4.425 | ||||||||||
Mixed Use | 3 | 27,550,000 | 2.9 | 69.2 | 61.8 | 1.51 | 10.0 | 9.4 | 4.771 | ||||||||||
Retail/Office | 1 | 14,500,000 | 1.5 | 69.0 | 63.0 | 1.69 | 10.8 | 10.1 | 4.350 | ||||||||||
Office/Retail | 2 | 13,050,000 | 1.4 | 69.5 | 60.4 | 1.30 | 9.0 | 8.6 | 5.238 | ||||||||||
Total/Weighted Average | 116 | $962,069,710 | 100.0 | % | 65.2% | 55.1% | 1.87x | 12.0% | 11.2% | 4.405% |
(1) | Because this table presents information relating to the mortgaged properties and not the mortgage loans, (a) the information for mortgage loans secured by more than one mortgaged property (other than through cross-collateralization with other mortgage loans) is based on allocated amounts (allocating the mortgage loan principal balance to each of those properties according to the relative appraised values of the mortgaged properties or the allocated loan amounts or property-specific release prices set forth in the related mortgage loan documents or such other allocation as the related mortgage loan seller deemed appropriate), and (b) the information for each mortgaged property that relates to a mortgage loan that is cross-collateralized with other mortgage loans is based upon the principal balance of that mortgage loan, except that the applicable loan-to-value ratio, debt service coverage ratio and debt yield for each such mortgaged property is based upon the ratio or yield (as applicable) for the aggregate indebtedness evidenced by all loans in the group. On an individual basis, without regard to the cross-collateralization feature, any mortgaged property securing a mortgage loan that is part of a cross-collateralized group of mortgage loans may have a higher loan-to-value ratio, lower debt service coverage ratio and/or lower debt yield than is presented herein. For mortgaged properties securing residential cooperative mortgage loans, the debt service coverage ratio or debt yield for each such mortgaged property is calculated using underwritten net cash flow for the related residential cooperative property which is the projected net cash flow reflected in the most recent appraisal obtained by or otherwise in the possession of the related mortgage loan seller as of the cut-off date, and the loan-to-value ratio is calculated based upon the appraised value of the residential cooperative property determined as if such residential cooperative property is operated as a residential cooperative. With respect to the JW Marriott New Orleans mortgage loan and the AMCP Portfolio mortgage loan, each of which is part of a pari passu loan combination, loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loans (unless otherwise stated). Debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the related mortgaged property) that is allowed under the terms of any mortgage loan. See Annex A-1 to the Free Writing Prospectus. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
12
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
G. Geographic Distribution(1)(2)
![(MAP)](https://capedge.com/proxy/FWP/0001539497-15-000070/img003_v1.jpg)
Location(3) | Number of Mortgaged Properties | Aggregate Cut-off Date Balance ($) | % of Cut- off Date Balance (%) | Weighted Average Cut-off Date LTV Ratio (%) | Weighted Average Balloon or ARD LTV Ratio (%) | Weighted Average U/W NCF DSCR (x) | Weighted Average U/W NOI Debt Yield (%) | Weighted Average U/W NCF Debt Yield (%) | Weighted Average Mortgage Rate (%) | |||||||||||||||
California(4) | 15 | $147,447,843 | 15.3 | % | 65.3 | % | 53.3 | % | 1.55x | 10.3 | % | 9.6 | % | 4.232 | % | |||||||||
Northern | 6 | 105,834,442 | 11.0 | 64.4 | 52.7 | 1.59 | 10.4 | 9.7 | 4.122 | |||||||||||||||
Southern | 9 | 41,613,401 | 4.3 | 67.8 | 54.8 | 1.46 | 9.9 | 9.4 | 4.513 | |||||||||||||||
Texas | 12 | 142,904,834 | 14.9 | 70.7 | 62.1 | 1.50 | 9.6 | 9.0 | 4.335 | |||||||||||||||
New York | 20 | 80,329,241 | 8.3 | 40.6 | 35.9 | 5.02 | 26.8 | 26.5 | 4.106 | |||||||||||||||
Florida | 9 | 78,309,989 | 8.1 | 70.2 | 61.6 | 1.64 | 10.8 | 9.8 | 4.333 | |||||||||||||||
Louisiana | 3 | 70,296,822 | 7.3 | 64.9 | 52.9 | 1.81 | 12.2 | 10.7 | 4.296 | |||||||||||||||
Other(5) | 57 | 442,780,980 | 46.0 | 67.0 | 56.1 | 1.58 | 10.9 | 10.1 | 4.571 | |||||||||||||||
Total/Weighted Average | 116 | $962,069,710 | 100.0 | % | 65.2 | % | 55.1 | % | 1.87x | 12.0 | % | 11.2 | % | 4.405 | % |
(2) | The Mortgaged Properties are located in 28 states. |
(3) | Because this table presents information relating to the mortgaged properties and not the mortgage loans, (a) the information for mortgage loans secured by more than one mortgaged property (other than through cross-collateralization with other mortgage loans) is based on allocated amounts (allocating the mortgage loan principal balance to each of those properties according to the relative appraised values of the mortgaged properties or the allocated loan amounts or property-specific release prices set forth in the related mortgage loan documents or such other allocation as the related mortgage loan seller deemed appropriate), and (b) the information for each mortgaged property that relates to a mortgage loan that is cross-collateralized with other mortgage loans is based upon the principal balance of that mortgage loan, except that the applicable loan-to-value ratio, debt service coverage ratio and debt yield for each such mortgaged property is based upon the ratio or yield (as applicable) for the aggregate indebtedness evidenced by all loans in the group. On an individual basis, without regard to the cross-collateralization feature, any mortgaged property securing a mortgage loan that is part of a cross-collateralized group of mortgage loans may have a higher loan-to-value ratio, lower debt service coverage ratio and/or lower debt yield than is presented herein. For mortgaged properties securing residential cooperative mortgage loans, the debt service coverage ratio or debt yield for each such mortgaged property is calculated using underwritten net cash flow for the related residential cooperative property which is the projected net cash flow reflected in the most recent appraisal obtained by or otherwise in the possession of the related mortgage loan seller as of the cut-off date, and the loan-to-value ratio is calculated based upon the appraised value of the residential cooperative property determined as if such residential cooperative property is operated as a residential cooperative. With respect to the JW Marriott New Orleans mortgage loan and the AMCP Portfolio mortgage loan, each of which is part of a pari passu loan combination, loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loans (unless otherwise stated). Debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the related mortgaged property), if any, that is allowed under the terms of any mortgage loan. See Annex A-1 to the Free Writing Prospectus. |
(4) | For purposes of determining whether a mortgaged property is in Northern California or Southern California, Northern California includes areas with zip codes above 93600 and Southern California includes areas with zip codes of 93600 and below. |
(5) | Includes 23 other states. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
13
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
H. Characteristics of the Mortgage Pool(1)
CUT-OFF DATE BALANCE | |||
Range of Cut-off Date Balances ($) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
814,411 - 1,000,000 | 2 | $1,813,075 | 0.2% |
1,000,001 - 2,000,000 | 16 | 23,679,496 | 2.5 |
2,000,001 - 3,000,000 | 8 | 21,940,296 | 2.3 |
3,000,001 - 4,000,000 | 10 | 35,649,400 | 3.7 |
4,000,001 - 5,000,000 | 6 | 26,426,122 | 2.7 |
5,000,001 - 6,000,000 | 9 | 48,794,382 | 5.1 |
6,000,001 - 7,000,000 | 6 | 38,751,414 | 4.0 |
7,000,001 - 8,000,000 | 3 | 22,300,000 | 2.3 |
8,000,001 - 9,000,000 | 3 | 25,785,238 | 2.7 |
9,000,001 - 10,000,000 | 9 | 85,481,403 | 8.9 |
10,000,001 - 15,000,000 | 10 | 119,337,360 | 12.4 |
15,000,001 - 20,000,000 | 9 | 161,273,715 | 16.8 |
20,000,001 - 30,000,000 | 6 | 155,847,921 | 16.2 |
30,000,001 -45,943,064 | 5 | 194,989,886 | 20.3 |
Total: | 102 | $962,069,710 | 100.0% |
Average: | $9,432,056 | ||
UNDERWRITTEN NOI DEBT SERVICE COVERAGE RATIO |
Range of U/W NOI DSCRs (x) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
1.30 - 1.40 | 13 | $123,051,376 | 12.8% |
1.41 - 1.50 | 13 | 165,935,067 | 17.2 |
1.51 - 1.60 | 19 | 158,004,307 | 16.4 |
1.61 - 1.70 | 8 | 64,579,759 | 6.7 |
1.71 - 1.80 | 8 | 61,667,212 | 6.4 |
1.81 - 1.90 | 10 | 136,743,921 | 14.2 |
1.91 - 2.00 | 7 | 80,481,702 | 8.4 |
2.01 - 2.25 | 6 | 73,891,509 | 7.7 |
2.26 - 2.50 | 2 | 52,381,076 | 5.4 |
3.01 - 3.50 | 1 | 1,698,759 | 0.2 |
3.51 - 4.00 | 2 | 9,742,529 | 1.0 |
4.01 - 20.37 | 13 | 33,892,492 | 3.5 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 2.00x | ||
UNDERWRITTEN NCF DEBT SERVICE COVERAGE RATIO |
Range of U/W NCF DSCRs (x) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
1.24 - 1.30 | 5 | $49,095,053 | 5.1% |
1.31 - 1.40 | 17 | 206,151,612 | 21.4 |
1.41 - 1.50 | 18 | 155,136,662 | 16.1 |
1.51 - 1.60 | 17 | 133,175,686 | 13.8 |
1.61 - 1.70 | 13 | 155,226,339 | 16.1 |
1.71 - 1.80 | 5 | 34,379,942 | 3.6 |
1.81 - 1.90 | 4 | 68,198,051 | 7.1 |
1.91 - 2.00 | 5 | 62,991,509 | 6.5 |
2.01 - 2.25 | 2 | 52,381,076 | 5.4 |
3.01 - 3.50 | 2 | 7,191,288 | 0.7 |
3.51 - 4.00 | 1 | 4,250,000 | 0.4 |
4.01 – 20.37 | 13 | 33,892,492 | 3.5 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 1.87x |
LOAN PURPOSE | |||
Loan Purpose | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
Refinance | 73 | $606,926,195 | 63.1% |
Acquisition | 29 | 355,143,514 | 36.9 |
Total: | 102 | $962,069,710 | 100.0% |
MORTGAGE RATE | |||
Range of Mortgage Rates (%) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
3.680 - 3.750 | 2 | $35,300,000 | 3.7% |
3.751 - 4.000 | 13 | 43,370,610 | 4.5 |
4.001 - 4.250 | 26 | 279,391,759 | 29.0 |
4.251 - 4.500 | 31 | 352,246,189 | 36.6 |
4.501 - 4.750 | 16 | 155,218,373 | 16.1 |
4.751 - 5.000 | 10 | 63,953,598 | 6.6 |
5.251 - 5.500 | 3 | 13,820,259 | 1.4 |
7.001 - 7.100 | 1 | 18,768,922 | 2.0 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 4.405% |
UNDERWRITTEN NOI DEBT YIELD | |||
Range of U/W NOI Debt Yields (%) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
8.1 - 9.0 | 26 | $333,213,828 | 34.6% |
9.1 - 10.0 | 15 | 101,746,472 | 10.6 |
10.1 - 11.0 | 15 | 133,606,182 | 13.9 |
11.1 - 12.0 | 18 | 201,426,137 | 20.9 |
12.1 - 13.0 | 6 | 16,870,021 | 1.8 |
13.1 - 14.0 | 4 | 71,207,546 | 7.4 |
14.1 - 15.0 | 2 | 44,146,822 | 4.6 |
15.1 - 16.0 | 1 | 1,698,759 | 0.2 |
20.1 - 102.2 | 15 | 58,153,942 | 6.0 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 12.0% |
UNDERWRITTEN NCF DEBT YIELD | |||
Range of U/W NCF Debt Yields (%) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
7.8 - 8.0 | 8 | $109,092,700 | 11.3% |
8.1 - 9.0 | 26 | 269,248,669 | 28.0 |
9.1 - 10.0 | 22 | 183,583,128 | 19.1 |
10.1 - 11.0 | 17 | 207,968,123 | 21.6 |
11.1 - 12.0 | 6 | 53,966,870 | 5.6 |
12.1 - 13.0 | 6 | 74,107,519 | 7.7 |
14.1 - 15.0 | 1 | 4,250,000 | 0.4 |
15.1 - 16.0 | 1 | 1,698,759 | 0.2 |
19.1 - 20.0 | 2 | 24,261,451 | 2.5 |
20.1 - 102.2 | 13 | 33,892,492 | 3.5 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 11.2% |
(1) | Information regarding mortgage loans that are cross-collateralized with other mortgage loans is based upon the individual loan balances, except that the applicable loan-to value ratio, debt service coverage ratio and debt yield for each such mortgage loan is based upon the ratio or yield (as applicable) for the aggregate indebtedness evidenced by all loans in the group. On an individual basis, without regard to the cross-collateralization feature, any mortgage loan that is part of a cross-collateralized group of mortgage loans may have a higher loan-to-value ratio, lower debt service coverage ratio and/or lower debt yield than is presented herein. Debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the mortgaged property), if any, that is allowed under the terms of any mortgage loan. For mortgaged properties securing residential cooperative mortgage loans, the debt service coverage ratio or debt yield for each such mortgaged property are calculated using underwritten net cash flow for the related residential cooperative property which is the projected net cash flow reflected in the most recent appraisal obtained by or otherwise in the possession of the related mortgage loan seller as of the cut-off date, and the loan-to-value ratio is calculated based upon the appraised value of the residential cooperative property determined as if such residential cooperative property is operated as a residential cooperative. With respect to the JW Marriott – New Orleans mortgage loan and the AMCP Portfolio mortgage loan, each of which is part of a pari passu loan combination, loan-to-value ratio, debt service coverage ratio and debt yield calculations include the related pari passu companion loans (unless otherwise stated). Debt service coverage ratio, debt yield and loan-to-value ratio information takes no account of subordinate debt (whether or not secured by the related mortgaged property), if any, that is allowed under the terms of any mortgage loan. See Annex A-1 to the Free Writing Prospectus. Prepayment provisions for each mortgage loan reflects the entire life of the loan (from origination to maturity or ARD). |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
14
Wells Fargo Commercial Mortgage Trust 2015-C26 | Characteristics of the Mortgage Pool |
ORIGINAL TERM TO MATURITY OR ARD | |||
Range of Original Terms to Maturity or ARD (months) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
60 | 3 | $38,744,237 | 4.0% |
61 - 84 | 1 | 1,097,214 | 0.1 |
85 - 120 | 97 | 903,459,337 | 93.9 |
121 - 240 | 1 | 18,768,922 | 2.0 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 120 months | ||
REMAINING TERM TO MATURITY OR ARD | |||
Range of Remaining Terms to Maturity or ARD (months) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
53 - 60 | 4 | $57,513,158 | 6.0% |
61 - 84 | 1 | 1,097,214 | 0.1 |
85 - 120 | 97 | 903,459,337 | 93.9 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 115 months | ||
ORIGINAL AMORTIZATION TERM(2) | |||
Range of Original Amortization Terms (months) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
Interest-Only | 3 | $9,250,000 | 1.0% |
181 - 240 | 5 | 32,692,181 | 3.4 |
241 - 300 | 11 | 72,691,770 | 7.6 |
301 - 360 | 80 | 842,922,589 | 87.6 |
361 - 480 | 3 | 4,513,169 | 0.5 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average(3): | 352 months | ||
(2) The original amortization term shown for any mortgage loan that is interest-only for part of its term does not include the number of months in its interest-only period and reflects only the number of months as of the commencement of amortization remaining from the end of such interest-only period. (3) Excludes the non-amortizing loans. | |||
REMAINING AMORTIZATION TERM(4) | |||
Range of Remaining Amortization Terms (months) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
Interest-Only | 3 | $9,250,000 | 1.0% |
113 - 120 | 1 | 18,768,922 | 2.0 |
181 - 240 | 5 | 32,692,181 | 3.4 |
241 - 300 | 10 | 53,922,848 | 5.6 |
301 - 360 | 80 | 842,922,589 | 87.6 |
361 – 480 | 3 | 4,513,169 | 0.5 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average(5): | 348 months | ||
(4) The remaining amortization term shown for any mortgage loan that is interest-only for part of its term does not include the number of months in its interest-only period and reflects only the number of months as of the commencement of amortization remaining from the end of such interest-only period. (5) Excludes the non-amortizing loans. |
LOCKBOXES | |||
Type of Lockbox | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
Springing | 53 | $573,698,532 | 59.6% |
Hard | 12 | 141,305,676 | 14.7 |
None | 30 | 139,501,898 | 14.5 |
Soft | 7 | 107,563,603 | 11.2 |
Total: | 102 | $962,069,710 | 100.0% |
PREPAYMENT PROVISION SUMMARY |
Prepayment Provision | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
Lockout/Defeasance/Open | 74 | $779,328,396 | 81.0% |
Lockout/GTR YM or 1%/Open | 12 | 104,279,181 | 10.8 |
GTR YM or 1%/1%/Open | 14 | 38,744,212 | 4.0 |
Lockout/Defeasance or GTR YM or 1%/Open | 1 | 21,917,921 | 2.3 |
GTR YM or 1%/Open | 1 | 17,800,000 | 1.9 |
Total: | 102 | $962,069,710 | 100.0% |
CUT-OFF DATE LOAN-TO-VALUE RATIO | |||
Range of Cut-off Date LTV Ratios (%) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
2.6 - 20.0 | 13 | $34,494,212 | 3.6% |
25.1 - 30.0 | 1 | 1,097,038 | 0.1 |
30.1 - 35.0 | 1 | 5,492,529 | 0.6 |
35.1 - 40.0 | 2 | 23,018,922 | 2.4 |
45.1 - 50.0 | 1 | 2,900,000 | 0.3 |
50.1 - 55.0 | 2 | 5,756,219 | 0.6 |
55.1 - 60.0 | 8 | 104,738,192 | 10.9 |
60.1 - 65.0 | 10 | 137,085,170 | 14.2 |
65.1 - 70.0 | 28 | 267,413,299 | 27.8 |
70.1 - 75.0 | 35 | 339,324,129 | 35.3 |
75.1 - 76.2 | 1 | 40,750,000 | 4.2 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 65.2% |
BALLOON OR ARD LOAN-TO-VALUE RATIO | |||
Range of Balloon LTV Ratios (%) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
2.3 - 20.0 | 13 | $34,494,212 | 3.6% |
20.1 - 25.0 | 2 | 19,865,960 | 2.1 |
25.1 - 30.0 | 1 | 5,492,529 | 0.6 |
30.1 - 35.0 | 1 | 9,949,581 | 1.0 |
35.1 - 40.0 | 3 | 23,850,332 | 2.5 |
40.1 - 45.0 | 4 | 18,831,759 | 2.0 |
45.1 - 50.0 | 12 | 102,789,322 | 10.7 |
50.1 - 55.0 | 12 | 110,742,880 | 11.5 |
55.1 - 60.0 | 19 | 259,682,260 | 27.0 |
60.1 - 65.0 | 24 | 231,830,874 | 24.1 |
65.1 - 70.0 | 10 | 140,540,000 | 14.6 |
70.1 - 70.8 | 1 | 4,000,000 | 0.4 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 55.1% |
AMORTIZATION TYPE | |||
Type of Amortization | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
Interest-only, Amortizing Balloon | 42 | $509,324,700 | 52.9% |
Amortizing Balloon | 56 | 427,445,010 | 44.4 |
Interest-only, Amortizing ARD | 1 | 16,050,000 | 1.7 |
Interest-only, Balloon | 3 | 9,250,000 | 1.0 |
Total: | 102 | $962,069,710 | 100.0% |
ORIGINAL TERM OF INTEREST-ONLY PERIOD FOR PARTIAL IO LOANS |
IO Term (months) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
18 - 24 | 13 | $164,492,700 | 17.1% |
25 - 36 | 13 | 98,567,000 | 10.2 |
37 - 72 | 17 | 262,315,000 | 27.3 |
Total: | 43 | $525,374,700 | 54.6% |
Weighted Average: | 43 months | ||
SEASONING | |||
Seasoning (months) | Number of Mortgage Loans | Aggregate Cut- off Date Balance | % of Cut-off Date Balance |
0 | 28 | $260,900,000 | 27.1% |
1 | 49 | 485,286,483 | 50.4 |
2 | 21 | 166,371,385 | 17.3 |
3 | 3 | 30,742,921 | 3.2 |
187 | 1 | 18,768,922 | 2.0 |
Total: | 102 | $962,069,710 | 100.0% |
Weighted Average: | 5 months |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
V. Certain Terms and Conditions
Interest 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 Principal 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 (without applicable Special Servicer consent) on particular non-specially serviced mortgage loans during any collection period, the applicable Master Servicer is required to make a compensating interest payment to offset those shortfalls, generally up to an amount equal to the portion of its master servicing fees that accrue at one basis point per annum. The remaining amount of prepayment interest shortfalls will be allocated to reduce the interest entitlement on all Classes of Certificates (other than the Class X-A, X-B, X-C, X-D and X-E Certificates), pro rata, based on their respective amounts of accrued interest for the related Distribution Date (except with respect to the allocation among the Class A-S, B, C and PEX Certificates as described below under “Allocations and Distributions on the Class A-S, B, C and PEX Certificates”). If a Class receives less than the entirety of its interest entitlement on any Distribution Date, then the shortfall, excluding any shortfall due to prepayment interest shortfalls, will be added to its interest entitlement for the next succeeding Distribution Date. Interest entitlements on the Class D Certificates and the Class C and B regular interests, in that order, may be reduced by certain Trust Advisor expenses (subject to the discussion below under “Allocations and Distributions on the Class A-S, B, C and PEX Certificates”). |
Principal Distribution Amount: | The 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 that are reimbursed to the applicable Master Servicer, the applicable Special Servicer or the Trustee during the related collection period. Non-recoverable advances and interest thereon are reimbursable from principal collections and advances before reimbursement from other amounts. The Principal Distribution Amount may also be reduced, with a corresponding loss, to the Class D Certificates and the Class C, B and A-S regular interests, then to the Class A-1, A-2, A-3, A-4 and A-SB Certificates (with any losses on the Class A-1, A-2, A-3, A-4 and A-SB Certificates allocated pro rata according to their respective Certificate Principal Balances immediately prior to that Distribution Date), in that order, in connection with certain Trust Advisor expenses to the extent that interest entitlements on the Class B and C regular interests and the Class D Certificates are insufficient to absorb the effect of the expense on any particular Distribution Date. For a discussion on the allocation of amounts distributable in respect of the Class A-S, B and C regular interests, see “Allocations and Distributions on the Class A-S, B, C and PEX Certificates” below. |
Distributions: | On each Distribution Date, funds available for distribution from the mortgage loans, net of specified trust fees, expenses and reimbursements will generally be distributed in the following amounts and order of priority (in each case to the extent of remaining available funds): |
1. Class A-1, A-2, A-3, A-4, A-SB, X-A, X-B, X-C, X-D and X-E Certificates: To interest on the Class A-1, A-2, A-3, A-4, A-SB, X-A, X-B, X-C, X-D and X-E Certificates, pro rata, according to their respective interest entitlements. | |
2. Class A-1, A-2, A-3, A-4 and A-SB Certificates: To principal on the Class A-1, A-2, A-3, A-4 and A-SB Certificates in the following amounts and order of priority: (i) first, to principal on the Class A-SB Certificates, in an amount up to the Principal Distribution Amount for such Distribution Date until their Certificate Principal Balance is reduced to the Class A-SB Planned Principal Balance for such Distribution Date; (ii) second, to principal on the Class A-1 Certificates until their Certificate Principal Balance is reduced to zero, up to the remainder of the Principal Distribution Amount for such Distribution Date; (iii) third, to principal on the Class A-2 Certificates until their Certificate Principal Balance is reduced to zero, up to the remainder of the Principal Distribution Amount for such Distribution Date; (iv) fourth, to principal on the Class A-3 Certificates until their Certificate Principal Balance is reduced to zero, up to the remainder of the Principal Distribution Amount for such Distribution Date; (v) fifth, to principal on the Class A-4 Certificates until their Certificate Principal Balance is reduced to zero, up to the remainder of the Principal Distribution Amount for such Distribution Date; and (vi) sixth, to principal on the Class A-SB Certificates until their Certificate Principal Balance is reduced to zero, up to the remainder of the Principal Distribution Amount for such Distribution Date. However, if the Certificate Principal Balance of each and every Class of Principal Balance Certificates, other than the Class A-1, A-2, A-3, A-4 and A-SB Certificates, has been reduced to zero as a result of the allocation of Mortgage Loan losses and expenses and any of the Class A-1, A-2, A-3, A-4 and A-SB Certificates remains outstanding, then the Principal Distribution Amount will be distributed on the Class A-1, A-2, A-3, A-4 and A-SB |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
Certificates, pro rata, based on their respective outstanding Certificate Principal Balances, until their Certificate Principal Balances have been reduced to zero. | |
3. Class A-1, A-2, A-3, A-4 and A-SB Certificates: To reimburse the holders of the Class A-1, A-2, A-3, A-4 and A-SB Certificates, pro rata, for any previously unreimbursed losses (other than certain Trust Advisor expenses) on the mortgage loans that were previously allocated in reduction of the Certificate Principal Balances of such Classes. | |
4. Class A-S regular interest: To make distributions on the Class A-S regular interest as follows: (a) first, to interest on Class A-S regular interest in the amount of the interest entitlement for that Class; (b) next, to the extent of the portion of the Principal Distribution Amount remaining after distributions in respect of principal to each Class with a higher distribution priority (in this case, the Class A-1, A-2, A-3, A-4 and A-SB Certificates), to principal on the Class A-S regular interest until its principal balance is reduced to zero; and (c) next, to reimburse the holders of the Class A-S regular interest for any previously unreimbursed losses (other than certain Trust Advisor expenses) on the mortgage loans that were previously allocated to that Class in reduction of its principal balance. 5. Class B regular interest: To make distributions on the Class B regular interest as follows: (a) first, to interest on Class B regular interest in the amount of the interest entitlement for that Class; (b) next, to the extent of the portion of the Principal Distribution Amount remaining after distributions in respect of principal to each Class with a higher distribution priority (in this case, the Class A-1, A-2, A-3, A-4 and A-SB Certificates and the Class A-S regular interest), to principal on the Class B regular interest until its principal balance is reduced to zero; and (c) next, to reimburse the holders of the Class B regular interest for any previously unreimbursed losses (other than certain Trust Advisor expenses) on the mortgage loans that were previously allocated to that Class in reduction of its principal balance. 6. Class C regular interest: To make distributions on the Class C regular interest as follows: (a) first, to interest on Class C regular interest in the amount of the interest entitlement for that Class; (b) next, to the extent of the portion of the Principal Distribution Amount remaining after distributions in respect of principal to each Class with a higher distribution priority (in this case, the Class A-1, A-2, A-3, A-4 and A-SB Certificates and the Class A-S and B regular interests), to principal on the Class C regular interest until its principal balance is reduced to zero; and (c) next, to reimburse the holders of the Class C regular interest for any previously unreimbursed losses (other than certain Trust Advisor expenses) on the mortgage loans that were previously allocated to that Class in reduction of its principal balance. | |
7. Class D Certificates: To make distributions on the Class D Certificates as follows: (a) first, to interest on Class D Certificates in the amount of the interest entitlement for that Class; (b) next, to the extent of the portion of the Principal Distribution Amount remaining after distributions in respect of principal to each Class with a higher distribution priority (in this case, the Class A-1, A-2, A-3, A-4 and A-SB Certificates and the Class A-S, B and C regular interests), to principal on the Class D Certificates until its principal balance is reduced to zero; and (c) next, to reimburse the holders of the Class D Certificates for any previously unreimbursed losses (other than certain Trust Advisor expenses) on the mortgage loans that were previously allocated to that Class in reduction of its principal balance. | |
8. After the Class A-1, A-2, A-3, A-4 and A-SB Certificates, the Class A-S, B and C regular interests and the Class D Certificates are paid all amounts to which they are entitled, the remaining funds available for distribution will be used to pay interest, principal and loss reimbursement amounts (other than certain Trust Advisor expenses) on the Class E, F and G Certificates sequentially in that order in a manner analogous to the Class D Certificates. | |
Allocations and Distributions on the Class A-S, B, C and PEX Certificates: | On the closing date, the upper-tier REMIC of the issuing entity will issue the Class A-S, Class B and Class C regular interests (each a “regular interest”) which will have outstanding principal balances on the closing date of $76,966,000, $42,090,000 and $49,306,000, respectively. The regular interests will be held in a grantor trust for the benefit of the holders of the Class A-S, B, C and PEX Certificates. The Class A-S, B, C and PEX Certificates will, at all times, represent undivided beneficial ownership interests in a grantor trust that will hold those regular interests. Each class of the Class A-S, B and C Certificates will, at all times, represent an undivided beneficial ownership interest in a percentage of the outstanding principal balance of the regular |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
interest with the same alphabetical class designation. The Class PEX Certificates will, at all times, represent an undivided beneficial ownership interest in the remaining percentages of the outstanding principal balances of the Class A-S, B and C regular interests and which percentage interests are referred to in this Term Sheet as the “Class PEX Component A-S, Class PEX Component B and Class PEX Component C” (collectively, the “Class PEX Components”). Interest, principal, prepayment premiums, yield maintenance charges and voting rights that are allocated to the Class A-S, B or C regular interest will be distributed or allocated, as applicable, as between the Class A-S, B or C Certificates, as applicable, on the one hand, and Class PEX Component A-S, Class PEX Component B or Class PEX Component C, as applicable (and correspondingly, the Class PEX Certificates), on the other hand, pro rata, based on their respective percentage interests in the Class A-S, Class B or Class C regular interest, as applicable. In addition, any losses (including, without limitation, as a result of Trust Advisor expenses) that are allocated to the Class A-S, Class B or Class C regular interest will correspondingly be allocated as between the Class A-S, B or C Certificates, as applicable, on the one hand, and Class PEX Component A-S, Class PEX Component B or Class PEX Component C, as applicable (and correspondingly, the Class PEX Certificates), on the other hand, pro rata, based on their respective percentage interests in the Class A-S, Class B or Class C regular interest, as applicable. For a complete description of the allocations and distributions with respect to the Class A-S regular interest, the Class B regular interest and the Class C regular interest (and correspondingly the Class A-S, B, C and PEX Certificates and the Class PEX Component A-S, Class PEX Component B and Class PEX Component C), see “Description of the Offered Certificates” in the Free Writing Prospectus. See “Material Federal Income Tax Consequences” in the Free Writing Prospectus for a discussion of the tax treatment of the Exchangeable Certificates. | |
Exchanging Certificates through Combination and Recombination: | If you own Class A-S, B and C Certificates, you will be able to exchange them for a proportionate interest in the Class PEX Certificates, and vice versa, as described in the Free Writing Prospectus. You can exchange your Exchangeable Certificates by notifying the Certificate Administrator. If Exchangeable Certificates are outstanding and held by certificateholders, those certificates will receive principal and interest that would otherwise have been payable on the same proportion of certificates exchanged therefor if those certificates were outstanding and held by certificateholders. Any such allocations of principal and interest between classes of Exchangeable Certificates will have no effect on the principal or interest entitlements of any other class of certificates. The Free Writing Prospectus describes the available combinations of Exchangeable Certificates eligible for exchange. |
Allocation of Yield Maintenance and Prepayment Premiums: | If any yield maintenance charge or prepayment premium is collected during any particular collection period with respect to any mortgage loan, then on the distribution date corresponding to that collection period, the certificate administrator will pay that yield maintenance charge or prepayment premium (net of liquidation fees payable therefrom) in the following manner: (1) to each of the Class A-1, A-2, A-3, A-4, A-SB and D Certificates and Class A-S, B and C regular interests, the product of (a) such yield maintenance charge or prepayment premium, (b) the related Base Interest Fraction (as defined in the Free Writing Prospectus) for such class or regular interest, and (c) a fraction, the numerator of which is equal to the amount of principal distributed to such class or regular interest for that distribution date, and the denominator of which is the total amount of principal distributed to all Principal Balance Certificates (other than the Exchangeable Certificates) and the Class A-S, B and C regular interests for that distribution date, and (2) to the Class X-A Certificates, the excess, if any, of (a) the product of (i) such yield maintenance charge or prepayment premium and (ii) a fraction, the numerator of which is equal to the amount of principal distributed to the Class A-1, A-2, A-3, A-4, A-SB Certificates and Class A-S regular interest for that distribution date, and the denominator of which is the total amount of principal distributed to all Principal Balance Certificates (other than the Exchangeable Certificates) and the Class A-S, B and C regular interests for that distribution date, over (b) the amount of such yield maintenance charge or prepayment premium distributed to the Class A-1, A-2, A-3, A-4, A-SB Certificates and Class A-S regular interest as described above, and (3) to the Class X-B Certificates, any remaining such yield maintenance charge or prepayment premium not distributed as described above. |
No prepayment premiums or yield maintenance charges will be distributed to the holders of the Class X-C, X-D, X-E, E, F, G, V or R Certificates. For a description of when prepayment premiums and yield maintenance charges are generally required on the mortgage loans, see Annex A-1 to the Free Writing Prospectus. See also “Risk Factors—Prepayments and Repurchases of the Mortgage Assets Will Affect the Timing of Your Cash Flow and May Affect Your Yield” in the prospectus attached to the Free Writing Prospectus. Prepayment premiums and yield maintenance charges will be distributed on each Distribution Date only to the extent they are actually received on the mortgage loans as of the related Determination Date. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
Realized Losses: | The Certificate Principal Balances of the Class A-1, A-2, A-3, A-4, A-SB, D, E, F and G Certificates, and the Class A-S, B and C regular interests will be reduced without distribution on any Distribution Date as a write-off to the extent of any losses realized on the mortgage loans allocated to such Class or regular interest on such Distribution Date. Such losses (other than certain Trust Advisor expenses) will be applied in the following order, in each case until the related Certificate Principal Balance is reduced to zero: first, to Class G; second, to Class F; third, to Class E; fourth, to Class D; fifth, to the Class C regular interest; sixth, to the Class B regular interest; seventh, to the Class A-S regular interest; and, finally, pro rata, to Classes A-1, A-2, A-3, A-4 and A-SB based on their outstanding Certificate Principal Balances. Certain Trust Advisor expenses (if not absorbed by reductions of interest entitlements on the Class D Certificates and the Class C and B regular interests) will be applied as write-offs in a similar manner, except that such write-offs will be applied only to the Class D Certificates, the Class C, B and A-S regular interests, and the Class A-1, A-2, A-3, A-4 and A-SB Certificates (with any write-offs on the Class A-1, A-2, A-3, A-4 and A-SB Certificates to be allocated pro rata according to their respective Certificate Principal Balances immediately prior to that Distribution Date), in that order. Any realized losses allocated to the Class A-S, B and C regular interests will, in turn, be allocated to the Class A-S, B, C and PEX Certificates as described above in “Allocations and Distributions on the Class A-S, B, C and PEX Certificates”. The notional amount of the Class X-A Certificates will be reduced by the amount of all losses that are allocated to the Class A-1, A-2, A-3, A-4 or A-SB Certificates or the Class A-S regular interest as write-offs in reduction of their Certificate Principal Balances. The notional amount of the Class X-B Certificates will be reduced by the amount of all losses that are allocated to the Class B and C regular interests and the Class D Certificates as write-offs in reduction of their Certificate Principal Balances. The notional amount of the Class X-C Certificates will be reduced by the amount of all losses that are allocated to the Class E Certificates as write-offs in reduction of its Certificate Principal Balance. The notional amount of the Class X-D Certificates will be reduced by the amount of all losses that are allocated to the Class F Certificates as write-offs in reduction of its Certificate Principal Balance. The notional amount of the Class X-E Certificates will be reduced by the amount of all losses that are allocated to the Class G Certificates as write-offs in reduction of its Certificate Principal Balance. |
Debt Service Advances: | The related Master Servicer or, if such Master Servicer fails to do so, the Trustee, will be obligated to advance delinquent debt service payments (other than balloon payments and default interest) and assumed debt service payments on the mortgage loans (including each pari passu mortgage loan but not its related pari passu companion loans), except to the extent any such advance is deemed non-recoverable from collections on the related mortgage loan. In addition, if an Appraisal Reduction Amount exists for a given mortgage loan, the interest portion of any debt service advance for such mortgage loan will be reduced, which will have the effect of reducing the amount of interest available for distribution to the Certificates in reverse alphabetical order of their Class designations (except that interest payments on the Class A-1, A-2, A-3, A-4, A-SB, X-A, X-B, X-C, X-D and X-E Certificates would be affected on a pari passu basis). |
Servicing Advances: | The related Master Servicer or, if such Master Servicer fails to do so, the Trustee, will be obligated to make servicing advances with respect to each mortgage loan it services, including the payment of delinquent property taxes, insurance premiums and ground rent, except to the extent that those advances are deemed non-recoverable from collections on the related mortgage loan. The master servicer under the WFCM 2015-LC18 securitization will have the primary obligation to make any servicing advances with respect to the JW Marriott - New Orleans loan combination. |
Appraisal Reduction 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 Free Writing 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 a required appraisal loan when the same has ceased to be a specially serviced mortgage loan (if applicable), has been brought current for at least three consecutive months and no other circumstances exist that would cause such mortgage loan to be a required appraisal loan. Appraisal Reduction Amounts will affect the amount of debt service advances on the related mortgage loan. Appraisal Reduction Amounts will also be taken into account in the determination of the identity of the Class whose majority constitutes the “majority subordinate certificateholder” and is entitled to appoint the subordinate class representative. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
Clean-Up Call and Exchange Termination: | On each Distribution Date occurring after the aggregate unpaid principal balance of the mortgage loans is reduced below 1% of the initial aggregate principal balance of the mortgage loans as of the Cut-off Date, certain specified persons will have the option to purchase all of the remaining mortgage loans (and the trust’s interest in all property acquired through exercise of remedies in respect of any mortgage loan) at the price specified in the Free Writing Prospectus. Exercise of the option will terminate the trust and retire the then-outstanding certificates. If the aggregate Certificate Principal Balances of each of the Class A-1, A-2, A-3, A-4, A-SB, PEX and D Certificates and the Class A-S, B and C regular interests have been reduced to zero, the trust may also be terminated in connection with an exchange of all the then-outstanding certificates, for the mortgage loans and REO properties then remaining in the issuing entity, but all of the holders of those Classes of outstanding certificates would have to voluntarily participate in the exchange. |
Liquidation Loan Waterfall: | Following the liquidation of any loan or property, the net liquidation proceeds generally will be applied (after reimbursement of advances and certain trust fund expenses), first, as a recovery of accrued interest, other than delinquent interest that was not advanced as a result of Appraisal Reduction Amounts, second, as a recovery of principal until all principal has been recovered, and then as a recovery of delinquent interest that was not advanced as a result of Appraisal Reduction Amounts. Please see “Description of the Offered Certificates—Distributions—Application of Mortgage Loan Collections” in the Free Writing Prospectus. |
Majority Subordinate Certificateholder and Subordinate Class Representative: | A subordinate class representative may be appointed by the “majority subordinate certificate-holder”, which will be the holder(s) of a majority of: (a) during a “subordinate control period”, the most subordinate class among the Class E, F and G Certificates that has a Certificate Principal Balance, as notionally reduced by any Appraisal Reduction Amounts allocable to that class, that is at least equal to 25% of its total initial principal balance and (b) during a “collective consultation period”, the most subordinate class among the Class E, F and G Certificates that has a total principal balance, without regard to Appraisal Reduction Amounts, that is at least equal to 25% of its initial Certificate Principal Balance. The majority subordinate certificateholder will have a continuing right to appoint, remove or replace the subordinate class representative in its sole discretion. This right may be exercised at any time and from time to time. See “Servicing of the Mortgage Loans and Administration of the Trust Fund—The Majority Subordinate Certificateholder and the Subordinate Class Representative” in the Free Writing Prospectus. |
Control and Consultation: | The rights of various parties to replace each Special Servicer and approve or consult with respect to major actions of each Special Servicer will vary according to defined periods. A “subordinate control period” will exist as long as the Class E Certificates have a Certificate Principal Balance, net of any Appraisal Reduction Amounts allocable to that class, that is not less than 25% of the initial principal balance of that class (unless a senior consultation period is deemed to occur generally or with respect to a particular mortgage loan, pursuant to clause (ii) of the definition of “senior consultation period”). In general, during a subordinate control period, (i) the subordinate class representative will be entitled to grant or withhold approval of asset status reports prepared, and material servicing actions proposed, by either Special Servicer, and (ii) the majority subordinate certificateholder, or the subordinate class representative on its behalf, will be entitled to terminate and replace each Special Servicer with or without cause, and appoint itself or another person as the applicable successor special servicer (other than with respect to the JW Marriott New Orleans loan combination). It will be a condition to such appointment that Fitch, KBRA and Moody’s confirm that the appointment would not result in a qualification, downgrade or withdrawal of any of their then-current ratings of certificates. A “collective consultation period” will exist as long as the Class E Certificates have a Certificate Principal Balance that both (i) as notionally reduced by any Appraisal Reduction Amounts allocable to that class, is less than 25% of its initial principal balance and (ii) without regard to any Appraisal Reduction Amounts allocable to that class, is 25% or more of its initial Certificate Principal Balance (unless a senior consultation period is deemed to occur generally or with respect to a particular mortgage loan, pursuant to clause (ii) of the definition of “senior consultation period”). In general, during a collective consultation period, each Special Servicer will be required to consult with the Trust Advisor (in addition to the subordinate class representative, during a collective consultation period) in connection with asset status reports and material special servicing actions. A “senior consultation period” will exist as long as either (i) the Class E certificates have an aggregate principal balance, without regard to any Appraisal Reduction Amounts allocable to that class, that is less than 25% of its initial principal balance or (ii) during such time as the Class E certificates are the most subordinate class of control-eligible certificates that have a then outstanding principal balance, net of Appraisal Reduction Amounts, at least equal to 25% of its initial principal balance, the then-majority subordinate certificateholder has irrevocably waived its right to appoint a subordinate class representative and to exercise any of the rights of the majority subordinate certificateholder or cause the exercise of the rights of the subordinate class representative and such rights have |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
not been reinstated to a successor majority subordinate certificateholder as set forth in the pooling and servicing agreement. In general, during a senior consultation period, each Special Servicer must seek to consult with the Trust Advisor in connection with asset status reports and material special servicing actions, and, in general, no subordinate class representative will be recognized or have any right to terminate either Special Servicer or approve, direct or consult with respect to servicing matters. With respect to the AMCP Portfolio loan combination, the rights of the subordinate class representative described above will be subject to the consultation rights of each holder of a related pari passu companion loan described under “Loan Combinations” below. Notwithstanding any contrary description set forth above, with respect to the AMCP Portfolio mortgage loan, (a) each holder of a pari passu companion loan in the related loan combination (including any subordinate class representative or special servicer under any securitization of such pari passu companion loan) will have consultation rights with respect to asset status reports and material special servicing actions involving the related loan combination, as provided for in the related intercreditor agreement and as described in the Free Writing Prospectus, and those rights will be in addition to the rights of the subordinate class representative in this transaction described above; and (b) the existence of a subordinate control period, collective consultation period or senior consultation period under the WFCM 2015-C26 pooling and servicing agreement will not limit the consultation rights of the holders of the related pari passu companion loans. Also, notwithstanding any contrary description set forth above, with respect to the JW Marriott New Orleans mortgage loan, in general the related loan combination will be serviced under the WFCM 2014-LC18 pooling and servicing agreement, which grants to the subordinate class representative control rights that include the right to approve or disapprove various material servicing actions involving the loan combination but the subordinate class representative for this securitization will nonetheless have the right to be consulted on a non-binding basis with respect to such actions. For purposes of the servicing of the JW Marriott New Orleans loan combination, the occurrence and continuance of a collective consultation period or senior consultation period with respect to the subordinate class representative under this securitization will not limit the control or other rights of the subordinate class representative under the WFCM 2014-LC18 securitization, and any collective consultation period or senior consultation period or similar period under the WFCM 2014-LC18 securitization will not limit the consultation rights of the subordinate class representative under this securitization. In general, loan combination control rights also include the right, in certain circumstances, to direct the replacement of the applicable special servicer for the related loan combination only. | |
Replacement of Special Servicer by General Vote of Certificateholders: | During any ”collective consultation period” or “senior consultation period”, each Special Servicer may be terminated and replaced upon the affirmative direction of certificate owners holding not less than 75% of the appraisal-reduced voting rights of all certificates, following a proposal from certificate owners holding not less than 25% of the appraisal-reduced voting rights of all certificates. The certificateholders who initiate a vote on a termination and replacement of either Special Servicer without cause must cause Fitch, KBRA and Moody’s to confirm the then-current ratings of the certificates (or decline to review the matter) and cause the payment of the fees and expenses incurred in the replacement. |
Appraisal Remedy: | Solely for purposes of determining whether a “subordinate control period” is in effect, whenever either Special Servicer obtains an appraisal or updated appraisal under the pooling and servicing agreement, the subordinate class representative, with respect to the mortgage loans serviced by either Special Servicer will have the right (at its or their expense) to direct such Special Servicer to hire a qualified appraiser to prepare a second appraisal of the mortgaged property. The applicable Special Servicer must thereafter determine whether, based on its assessment of such second appraisal, any recalculation of the Appraisal Reduction Amount is warranted. The Appraisal Reduction Amount, whether based on the first or the second appraisal, will become effective following the second appraisal, except that the Appraisal Reduction Amount based on the first appraisal shall become effective if the subordinate class representative declines to demand a second appraisal within a specified number of business days, or if a second appraisal is not received within 90 days after the direction of the subordinate class representative. In addition, for the same purposes, if there is a material change in the mortgaged property securing any mortgage loan for which an Appraisal Reduction Amount has been calculated, the majority certificateholder of the Class E, F or G Certificates or other designated certificateholders will be entitled (at its expense) to present an additional appraisal to such Special Servicer, which will generally be required to recalculate the Appraisal Reduction Amount based upon such additional appraisal. This latter right may not be exercised more frequently than once in any 12-month period for each mortgage loan for which an Appraisal Reduction Amount was calculated and can only be exercised during a subordinate control period or a collective consultation period as further described in the Free Writing Prospectus. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
21
Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
Sale of Defaulted Assets: | There will be no “fair value” purchase option. Instead, the pooling and servicing agreement will authorize each Special Servicer to sell defaulted mortgage loans serviced by such Special Servicer to the highest bidder in a manner generally similar to sales of REO properties. Subject to certain limitations set forth in the related intercreditor agreement, each loan combination serviced under the WFCM 2015-C26 pooling and servicing agreement may be sold unless that mortgage loan and the related pari passu companion loans are sold together as one whole loan. The sale of a defaulted loan (other than a non-serviced mortgage loan) for less than par plus accrued interest and certain other fees and expenses owed on the loan will be subject to consent or consultation rights of the subordinate class representative and/or Trust Advisor and, in the case of the AMCP Portfolio mortgage loan, consultation rights of the holders of the related pari passu companion loans, as described in the Free Writing Prospectus. In the case of the JW Marriott New Orleans mortgage loan, pursuant to the related intercreditor agreement and the WFCM 2014-LC18 pooling and servicing agreement, the WFCM 2014-LC18 special servicer may offer to sell to any person (or may offer to purchase) for cash the related loan combination during such time as the related pari passu companion loan constitutes a defaulted mortgage loan under the WFCM 2014-LC18 pooling and servicing agreement, and, in connection with any such sale, the WFCM 2014-LC18 special servicer is required to sell both the applicable mortgage loan and the related pari passu companion loan as a whole loan. The subordinate class representative for this securitization will have consultation rights as the holder of an interest in the related pari passu mortgage loan, as described in the Free Writing Prospectus. |
“As-Is” Appraisals: | Appraisals must be conducted on an “as-is” basis, and must be no more than 9 months old, for purposes of determining Appraisal Reduction Amounts, market value in connection with REO sales, etc. Required appraisals may consist of updates of prior appraisals. Internal valuations by the applicable Special Servicer are permitted if the principal balance of a mortgage loan is less than $2,000,000. |
Trust Advisor: | The Trust Advisor will perform certain review duties that will generally include a limited annual review of and report regarding each Special Servicer to the Certificate Administrator. The review and report generally will be based on: (a) during a collective consultation period or senior consultation period, any asset status reports and additional information delivered to the Trust Advisor by either Special Servicer with respect to any mortgage loan serviced by such Special Servicer, and/or (b) during a senior consultation period, in addition to the applicable information described above, a meeting with each Special Servicer to conduct a limited review of such Special Servicer’s operational practices on a platform basis in light of the servicing standard. In addition, during any collective consultation period or senior consultation period, each Special Servicer must seek to consult with the Trust Advisor (in addition to the subordinate class representative during a collective consultation period) in connection with material special servicing actions with respect to specially serviced mortgage loans serviced by such Special Servicer. Furthermore, under certain circumstances, but only during a senior consultation period, the Trust Advisor may recommend the replacement of either Special Servicer, in which case the Certificate Administrator will deliver notice of such recommendation to the certificateholders, and certificateholders with specified percentages of the voting rights may direct the replacement of such Special Servicer at their expense. The Trust Advisor may be removed and replaced without cause upon the affirmative direction of certificates owners holding not less than 75% of the appraisal-reduced voting rights of all certificates, following a proposal from certificate owners holding not less than 25% of the appraisal-reduced voting rights of all certificates. The certificateholders who initiate a vote on a termination and replacement of the Trust Advisor without cause must cause Fitch, KBRA and Moody’s to confirm the then-current ratings of the certificates (or decline to review the matter) and cause the payment of the fees and expenses incurred in the replacement. During any “subordinate control period”, the proposed replacement trust advisor will be subject to the subordinate class representative’s consent (such consent not to be unreasonably withheld). If a proposed termination and replacement of the Trust Advisor is not consummated within 180 days following the initial request of the certificateholders who requested a vote, the proposed termination and replacement shall have no further force or effect. The Trust Advisor generally may be discharged from its duties if and when the Class A-1, A-2, A-3, A-4, A-SB, A-S, B, C, PEX and D Certificates are retired. |
Certain Fee Offsets: | If a workout fee is earned by either Special Servicer following a loan default with respect to any mortgage loan that it services, then certain limitations will apply to the collection and retention of a modification fee from the borrower. The modification fee generally must not exceed 1% of the principal balance of the loan as modified. In addition, if the loan re-defaults within a specified period of months and other conditions are satisfied, any subsequent workout or liquidation fee on that loan must be reduced by a portion of the previously-collected modification fee. Furthermore, workout fees, liquidation fees and modification fees collected with respect to any workout, |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
22
Wells Fargo Commercial Mortgage Trust 2015-C26 | Certain Terms and Conditions |
liquidation and/or partial liquidation of a mortgage loan or loan combination that is serviced by a Special Servicer will be subject to an aggregate cap equal to the greater of (i) $1,000,000 and (ii) 1.00% of the stated principal balance of the subject mortgage loan or loan combination. | |
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 each Special Servicer, (b) inspection reports, (c) appraisals, (d) various “special notices” described in the Free Writing 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. |
Initial Majority Subordinate Certificateholder: | It is expected that Eightfold Real Estate Capital Fund III, L.P. or one of its affiliates will be the initial majority subordinate certificateholder. |
Loan Combinations: | Each of the mortgaged properties identified on Annex A-1 to the Free Writing Prospectus as JW Marriott New Orleans and AMCP Portfolio secure both a mortgage loan to be included in the trust fund and one or more other mortgage loans that will not be included in the trust fund, which will be pari passu in right of payment with the trust mortgage loan. With respect to each group of mortgage loans that we refer to as a “loan combination”, AMCP Portfolio loan combination will be principally serviced under the pooling and servicing agreement. The JW Marriott New Orleans loan combination will be serviced under the pooling and servicing agreement for the WFCM 2014-LC18 securitization. As of the closing date, the pari passu companion loans in such loan combinations will be held by the parties identified above under “IV. Characteristics of the Mortgage Pool—B. Summary of Pari Passu Split Loan Structures”. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
23
CHATEAU ON THE LAKE |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
24
CHATEAU ON THE LAKE |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
25
No. 1 – Chateau on the Lake | ||||||||
Loan Information | Property Information | |||||||
Mortgage Loan Seller: | Liberty Island Group I LLC | Single Asset/Portfolio: | Single Asset | |||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Hospitality | |||||
Original Principal Balance: | $46,000,000 | Specific Property Type: | Full Service | |||||
Cut-off Date Principal Balance: | $45,943,064 | Location: | Branson, MO | |||||
% of Initial Pool Balance: | 4.8% | Size: | 301 Rooms | |||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per Room: | $152,635 | |||||
Borrower Name: | Chateau Lake, LLC | Year Built/Renovated: | 1997/2014 | |||||
Sponsor: | Revocable Trust of John Q. Hammons | Title Vesting: | Fee | |||||
Mortgage Rate: | 4.330% | Property Manager: | Self-managed | |||||
Note Date: | December 11, 2014 | 3rd Most Recent Occupancy (As of)(4): | 50.9% (12/31/2011) | |||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of)(4): | 57.3% (12/31/2012) | |||||
Maturity Date: | January 1, 2025 | Most Recent Occupancy (As of)(4): | 52.9% (12/31/2013) | |||||
IO Period: | None | Current Occupancy (As of)(4): | 58.4% (10/3/2014) | |||||
Loan Term (Original): | 120 months | |||||||
Seasoning: | 1 month | Underwriting and Financial Information: | ||||||
Amortization Term (Original): | 360 months | |||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI (As of)(4): | $6,065,352 (12/31/2012) | |||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(4): | $5,422,486 (12/31/2013) | |||||
Call Protection(1): | L(25),D(91),O(4) | Most Recent NOI (As of)(4): | $6,696,201 (TTM 10/3/2014) | |||||
Lockbox Type: | Springing (With Established Account) | |||||||
Additional Debt(2): | Yes | |||||||
Additional Debt Type(2): | Future Mezzanine | |||||||
U/W Revenues: | $18,115,472 | |||||||
U/W Expenses: | $11,937,316 | |||||||
U/W NOI: | $6,178,156 | |||||||
Escrows and Reserves(3): | U/W NCF: | $5,453,538 | ||||||
U/W NOI DSCR: | 2.25x | |||||||
U/W NCF DSCR: | 1.99x | |||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NOI Debt Yield: | 13.4% | |||
Taxes | $0 | Springing | NAP | U/W NCF Debt Yield: | 11.9% | |||
Insurance | $0 | Springing | NAP | As-Is Appraised Value: | $67,600,000 | |||
FF&E Reserve | $1,581,559 | $60,380 | NAP | As-Is Appraisal Valuation Date: | September 17, 2014 | |||
Deferred Maintenance | $1,112,500 | $0 | NAP | Cut-off Date LTV Ratio: | 68.0% | |||
Seasonality Reserve | $837,000 | $93,000 | $837,000 | LTV Ratio at Maturity or ARD: | 54.7% | |||
(1) | A yield maintenance premium is payable during the defeasance lockout period in connection with the sale of the Chateau on the Lake Property to JD Holdings, LLC. See “Right of First Refusal” section. |
(2) | See “Subordinate and Mezzanine Indebtedness” section. |
(3) | See “Escrows” section. |
(4) | See “Cash Flow Analysis” section. |
The Mortgage Loan. The mortgage loan (the “Chateau on the Lake Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest (see “Ground Lease” section) in a full service hotel located in Branson, Missouri (the “Chateau on the Lake Property”). The Chateau on the Lake Mortgage Loan was originated on December 11, 2014 by Prudential Mortgage Capital Company. The Chateau on the Lake Mortgage Loan had an original principal balance of $46,000,000, has an outstanding principal balance as of the Cut-off Date of $45,943,064 and accrues interest at an interest rate of 4.330% per annum. The Chateau on the Lake Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires payments of principal and interest based on a 30-year amortization schedule. The Chateau on the Lake Mortgage Loan matures on January 1, 2025.
Following the lockout period, the borrower has the right to defease the Chateau on the Lake Mortgage Loan in whole, but not in part, on any date before October 1, 2024. In addition, the Chateau on the Lake Mortgage Loan is prepayable without penalty on or after October 1, 2024. Notwithstanding the foregoing, the borrower is permitted to prepay the Chateau on the Lake Mortgage Loan with yield maintenance during the defeasance lockout period in connection with any sale of the Chateau on the Lake Property. See “Right of First Refusal” section.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
26
CHATEAU ON THE LAKE |
Sources and Uses
Sources | Uses | ||||||||
Original loan amount | $46,000,000 | 100.0% | Loan payoff(1) | $24,470,455 | 53.2% | ||||
Reserves | 3,531,059 | 7.7 | |||||||
Closing costs | 1,538,280 | 3.3 | |||||||
Return of equity | 16,460,207 | 35.8 | |||||||
Total Sources | $46,000,000 | 100.0% | Total Uses | $46,000,000 | 100.0% |
(1) | The Chateau on the Lake Property was securitized in BSCMS 2005-T18. |
The Property. The Chateau on the Lake Property is a 301-room, 10-story, full service hotel located on a 22.0 acre site in Branson, Missouri. The Chateau on the Lake Property comprises 145 single king rooms, 99 double queen rooms and 57 suites. The Chateau on the Lake Property amenities include an attached convention center, private 55-slip marina, laundry building, fitness center, theater with seating for 51 people, three full-service restaurants and a private dining room with combined seating for 231 people, day care center, business center, swimming pool and full-service spa. The convention center adjacent to the Chateau on the Lake Property (but not part of the collateral for the Chateau on the Lake Mortgage Loan) offers approximately 43,500 square feet of meeting space, with the largest space offering approximately 32,000 square feet. The Chateau on the Lake Property contains 859 parking spaces, resulting in a parking ratio of 2.9 spaces per room.
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the Chateau on the Lake Property:
Cash Flow Analysis
2011(1) | 2012(1) | 2013(2) | TTM 10/3/2014(2) | U/W | U/W $ per Room | ||||||||
Occupancy | 50.9% | 57.3% | 52.9% | 58.4% | 58.4% | ||||||||
ADR | $159.82 | $157.21 | $157.26 | $154.71 | $154.71 | ||||||||
RevPAR | $81.32 | $90.08 | $83.12 | $90.28 | $90.28 | ||||||||
Total Revenue | $15,545,464 | $17,470,695 | $16,345,470 | $18,413,261 | $18,115,472 | $60,184 | |||||||
Total Department Expenses | 5,839,548 | 6,421,276 | 6,104,048 | 6,669,829 | 6,561,961 | $21,801 | |||||||
Gross Operating Profit | $9,705,916 | $11,049,419 | $10,241,422 | $11,743,432 | $11,553,511 | $38,384 | |||||||
Total Undistributed Expenses | 3,969,756 | 4,366,173 | 4,198,578 | 4,463,980 | 4,756,594 | $15,803 | |||||||
Profit Before Fixed Charges | $5,736,160 | $6,683,246 | $6,042,844 | $7,279,452 | $6,796,917 | $22,581 | |||||||
Total Fixed Charges | 628,208 | 617,894 | 620,358 | 583,251 | 618,761 | $2,056 | |||||||
Net Operating Income | $5,107,952 | $6,065,352 | $5,422,486 | $6,696,201 | $6,178,156 | $20,525 | |||||||
FF&E | 0 | 0 | 0 | 0 | 724,619 | $2,407 | |||||||
Net Cash Flow | $5,107,952 | $6,065,352 | $5,422,486 | $6,696,201 | $5,453,538 | $18,118 | |||||||
NOI DSCR | 1.86x | 2.21x | 1.98x | 2.44x | 2.25x | ||||||||
NCF DSCR | 1.86x | 2.21x | 1.98x | 2.44x | 1.99x | ||||||||
NOI DY | 11.1% | 13.2% | 11.8% | 14.6% | 13.4% | ||||||||
NCF DY | 11.1% | 13.2% | 11.8% | 14.6% | 11.9% | ||||||||
(1) | The increase in occupancy from 2011 to 2012 is primarily due to an increased demand at the Chateau on the Lake Property, resulting from a decrease of available hotel rooms in the area due to tornado damage. The Chateau on the Lake Property was not damaged by the tornado. |
(2) | The increase in NOI from 2013 to TTM 10/3/2014 is primarily due to an increase in occupancy from 2013 to TTM 10/3/2014 as a result of increased demand in the market. |
Appraisal. As of the appraisal valuation date of September 17, 2014, the Chateau on the Lake Property had an “as-is” appraised value of $67,600,000.
Environmental Matters. According to the Phase I environmental site assessment dated September 23, 2014, there was no evidence of any recognized environmental conditions at the Chateau on the Lake Property.
Market Overview and Competition. The Chateau on the Lake Property is located in the city of Branson, Missouri, approximately 10.1 miles north of the Missouri/Arkansas state border. The Chateau on the Lake Property is located in the Springfield-Branson metropolitan statistical area. According to the appraisal, economic drivers in the area include Missouri State University (50.4 miles north), the logistics industry, a growing health care sector and tourism.
Demand drivers for the Chateau on the Lake Property are estimated to be 45.0% leisure and 55.0% meeting and group. According to the appraisal, Branson welcomes more than seven million visitors each year and is the second most visited city in the state of Missouri, trailing only St. Louis. The market’s leisure demand comes from individuals and groups visiting south Missouri to take advantage of the many outdoor activities, golf courses and entertainment venues in Branson. Branson is the largest city and primary hub of an area known as Branson/Tri-Lakes. The three lakes comprising the Tri-Lakes are Lake Taneycomo, Table Rock Lake and Bull Shoals Lake. The Chateau on the Lake Property has a private 55-slip marina, which attracts many visitors looking to utilize the water activities offered in the Branson/Tri-Lakes area, such as fishing, boating,
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
27
CHATEAU ON THE LAKE |
parasailing, jet-skiing and swimming. Meeting and group demand in Branson is primarily driven by the city’s two convention centers: The Branson Convention Center and The Chateau on the Lake convention center (adjacent to but not part of the collateral for the Chateau on the Lake Mortgage Loan). The Branson Convention Center offers approximately 113,725 square feet, with the largest meeting space providing approximately 47,172 square feet. The Chateau on the Lake convention center offers approximately 43,500 square feet of meeting space, with the largest space providing approximately 32,000 square feet. HWC Development Company and the city of Branson developed Branson Landing, a mixed-use project in 2005 and 2006 for approximately $400.0 million. Branson Landing is located approximately 9.0 miles northeast of the Chateau on the Lake Property and offers the only lifestyle retail, restaurant and waterfront entertainment district in the region. The site occupies 95.0 acres, including 1.5 miles of waterfront property, and is within walking distance of the Branson tourism district. The Branson Landing development includes a new town square at the culminating point of Branson’s Main Street that serves as the complex’s entertainment headquarters.
The following table presents certain information relating to the Chateau on the Lake Property’s competitive set:
Subject and Market Historical Occupancy, ADR and RevPAR(1)
Competitive Set | Chateau on the Lake | Penetration Factor | |||||||||||||||||
Year | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | ||||||||||
12/31/2014 TTM | 51.4% | $138.73 | $71.34 | 58.5% | $156.89 | $91.83 | 113.8% | 113.1% | 128.7% | ||||||||||
12/31/2013 TTM | 48.9% | $135.94 | $66.45 | 53.0% | $157.39 | $83.35 | 108.3% | 115.8% | 125.4% | ||||||||||
12/31/2012 TTM | 50.5% | $130.40 | $65.82 | 57.3% | $156.42 | $89.63 | 113.5% | 120.0% | 136.2% |
(1) | Information obtained from a third party hospitality report dated January 16, 2015. The competitive set includes the following hotels: Tan Tar A Resort Golf Club, Big Cedar Lodge, Lodge of Four Seasons, Radisson Hotel Branson, Hilton Promenade at Branson Landing and Hilton Branson Convention Center. |
The Borrowers. The borrower is Chateau Lake, LLC, a single member Delaware limited liability company with one independent director wholly owned by the Revocable Trust of John Q. Hammons. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Chateau on the Lake Mortgage Loan. The Revocable Trust of John Q. Hammons is the guarantor of certain nonrecourse carveouts under the Chateau on the Lake Mortgage Loan.
The Sponsor. The sponsor is the Revocable Trust of John Q. Hammons. Founded by John Q. Hammons, John Q. Hammons Hotels & Resorts is a private independent owner and hotel management company, with a portfolio of 77 hotels representing nearly 19,000 guest rooms in 24 states. John Q. Hammons was an original Holiday Inn franchisee, who was involved in the hotel business from 1958 through his death in 2013. Over his 52-year career, John Q. Hammons developed 210 hotels in 40 states. John Q. Hammons Hotel & Resorts is now led by chief executive officer Jacqueline Dowdy. Ms. Dowdy worked with Mr. Hammons in various capacities from 1972 through his death and has been director of John Q. Hammons Hotels & Resorts since 1994. Please see “Right of First Refusal” section for additional information regarding the Chateau on the Lake Mortgage Loan sponsor.
Escrows. The loan documents provide for upfront escrows in the amount of $1,112,500 for deferred maintenance, $1,581,559 for FF&E reserves and $837,000 for seasonality reserves, subject to a cap of $837,000. During the Chateau on the Lake Mortgage Loan term, the borrower has the option to prefund the seasonality reserve annually on March 1st. If the borrower does not prefund the reserve on March 1st, then the borrower must make monthly deposits of $93,000 into the seasonality reserve for the months of March through November and maintain a balance of $837,000 through the end of November. The loan documents provide for monthly escrows in the amount of $60,380 for FF&E reserves. The loan documents do not require monthly escrows for taxes and insurance, provided that no event of default has occurred and is continuing.
Lockbox and Cash Management. The Chateau on the Lake Mortgage Loan requires a lender-controlled lockbox account, which is already in place. Upon the occurrence and continuance of a Cash Management Period (as defined below), the loan documents require that the borrower or property manager deposit all rents and profits directly into a lender-controlled account, which was established at the origination of the Chateau on the Lake Mortgage Loan. During a Cash Management Period, all excess funds on deposit in the lockbox account are swept to a lender-controlled cash flow subaccount.
A “Cash Management Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default or (ii) the debt service coverage ratio being less than 1.20x. A Cash Management Period will end, with regard to clause (i), upon the cure of such event of default, and with regard to clause (ii), upon the debt service coverage ratio being equal to or greater than 1.25x for two consecutive calendar quarters.
Property Management. The Chateau on the Lake Property is managed by an affiliate of the borrower.
Assumption. The borrower has the two-time right to transfer the Chateau on the Lake Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates. The ROFR Buyer (as defined below) has the preapproved right to assume the Chateau on the Lake Mortgage Loan under certain conditions set forth in the loan documents.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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CHATEAU ON THE LAKE |
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Right of First Refusal. With respect to the Chateau on the Lake Property, JD Holdings, LLC (a “ROFR Buyer”, among others, as defined in the “Sponsor Entity Right of First Refusal Agreement”) has a right of first refusal (“ROFR”) to purchase the Chateau on the Lake Property if a bona fide offer is received that the borrower is otherwise willing to accept. In addition, the ROFR may require that the Chateau on the Lake Property be sold, which sale must be completed no later than November 27, 2015, which is two years following the death of John Q. Hammons. A yield maintenance premium is payable during the defeasance lockout period in connection with any sale of the Chateau on the Lake Property. The enforceability of the ROFR is currently the subject of litigation. See “Description of the Mortgage Pool—Litigation Considerations” and “Description of the Mortgage Pool—Other Matters” in the Free Writing Prospectus.
Subordinate and Mezzanine Indebtedness. The ROFR Buyer may obtain a mezzanine loan from an approved mezzanine lender (as further outlined in the loan documents) subject to the satisfaction of certain conditions, including (i) the obligor under the mezzanine loan may not be the borrower under the Chateau on the Lake Mortgage Loan nor may it be in any way liable (whether directly, contingently or otherwise) for any obligations in connection with the mezzanine loan; (ii) the equity interests in the ROFR buyer may be pledged as security for the mezzanine loan; (iii) the execution of an intercreditor agreement in form and substance acceptable to the lender and each of Fitch, KBRA and Moody’s; and (iv) the mezzanine loan does not result in a combined loan-to-value ratio greater than 80.0% or a combined debt service coverage ratio less than 1.30x.
Ground Lease. The Chateau on the Lake Property is situated on a 22.0 acre site leased from the Revocable Trust of John Q. Hammons. The ground lease expires in July 2045 and annual ground rent is calculated as follows: (i) the greater of (i) $150,000, or (ii) the sum of 2.0% of the first $12,000,000 in room revenues, plus (ii) 1.5% of the next $6,000,000 in room revenues and 1.0% of room revenue in excess of $18,000,000 plus (iii) 1.0% of the first $6,000,000 of food and beverage revenue and 0.5% of food and beverage revenue thereafter. The ground lessor is the Revocable Trust of John Q. Hammons, who is also the 100.0% owner of the ground lessee. The ground lessor has subordinated its interest in the Chateau on the Lake Property to the lien of the leasehold mortgage such that upon foreclosure the lease will be extinguished. As such the Chateau on the Lake Mortgage Loan is disclosed as a fee loan and no ground rent payments were underwritten.
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Chateau on the Lake Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
29
TRAILS AT DOMINION |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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TRAILS AT DOMINION |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 2 – Trails at Dominion | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Well Fargo Bank, National Association | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Multifamily | ||||
Original Principal Balance: | $40,750,000 | Specific Property Type: | |||||
Cut-off Date Principal Balance: | $40,750,000 | Location: | Houston, TX | ||||
% of Initial Pool Balance: | 4.2% | Size: | 843 Units | ||||
Loan Purpose: | Acquisition | Cut-off Date Principal Balance Per Unit: | $48,339 | ||||
Borrower Name: | AB-GO Trails At Dominion Park Propco, LLC | Year Built/Renovated: | 1993/NAP | ||||
Sponsors: | Jeffrey Goldstein; Richard Oller | Title Vesting: | Fee | ||||
Mortgage Rate: | 4.400% | Property Manager: | Self-managed | ||||
Note Date: | January 9, 2015 | 3rd Most Recent Occupancy(2): | 94.2% (12/31/2011) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of)(2): | 90.8% (12/31/2012) | ||||
Maturity Date: | January 11, 2025 | Most Recent Occupancy (As of)(2): | 92.7% (12/31/2013) | ||||
IO Period: | 60 months | Current Occupancy (As of): | 95.7% (11/10/2014) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 1 month | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI(3): | $2,356,161 (12/31/2012) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(3): | $3,485,649 (12/31/2013) | ||||
Call Protection: | L(25),D(90),O(5) | Most Recent NOI (As of): | |||||
Lockbox Type: | Springing (Without Established Account) | ||||||
Additional Debt: | None | ||||||
Additional Debt Type: | NAP | U/W Revenues: | $7,431,457 | ||||
U/W Expenses: | $3,999,273 | ||||||
U/W NOI: | $3,432,184 | ||||||
U/W NCF: | $3,196,144 | ||||||
U/W NOI DSCR: | 1.40x | ||||||
Escrows and Reserves(1): | U/W NCF DSCR: | 1.31x | |||||
U/W NOI Debt Yield: | 8.4% | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | 7.8% | ||
Taxes | $78,909 | $78,909 | NAP | As-Is Appraised Value: | $53,500,000 | ||
Insurance | $0 | Springing | NAP | As-Is Appraisal Valuation Date: | November 20, 2014 | ||
Replacement Reserves | $1,169,670 | $19,670 | NAP | Cut-off Date LTV Ratio: | 76.2% | ||
Deferred Maintenance | $22,450 | NAP | NAP | LTV Ratio at Maturity or ARD: | 69.6% | ||
(1) | See “Escrows” section. |
(2) | See “Historical Occupancy” section. |
(3) | See “Cash Flow Analysis” section. |
The Mortgage Loan. The mortgage loan (the “Trails at Dominion Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering an 843 unit garden-style multifamily property, located in Houston, Texas (the “Trails at Dominion Property”). The Trails at Dominion Mortgage Loan was originated on January 9, 2015 by Wells Fargo Bank, National Association. The Trails at Dominion Mortgage Loan had an original principal balance of $40,750,000, has an outstanding principal balance as of the Cut-off Date of $40,750,000 and accrues interest at an interest rate of 4.400% per annum. The Trails at Dominion Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest-only payments for the first 60 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Trails at Dominion Mortgage Loan matures on January 11, 2025.
Following the lockout period, the borrower has the right to defease the Trails at Dominion Mortgage Loan in whole, but not in part, on any date before September 11, 2024. In addition, the Trails at Dominion Mortgage Loan is prepayable without penalty on or after September 11, 2024.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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TRAILS AT DOMINION |
Sources and Uses(1)
Sources | Uses | |||||||
Original loan amount | $40,750,000 | 74.9% | Purchase price | $52,500,000 | 96.5% | |||
Sponsor’s new cash contribution | 13,664,691 | 25.1 | Reserves | 1,271,029 | 2.3 | |||
Closing costs | 643,662 | 1.2 | ||||||
Total Sources | $54,414,691 | 100.0% | Total Uses | $54,414,691 | 100.0% |
(1) | The Trails at Dominion Property was previously securitized in ACR 2014-FL2 with a trust balance of $35.3 million prior to payoff. |
The Property. The Trails at Dominion Property is a class B, 843-unit garden style multifamily complex located in Houston, Texas, approximately 17.1 miles north of the Houston central business district (“CBD”), adjacent to Interstate 45, which provides direct access to the Houston CBD. The Trails at Dominion Property consists of 48 two and three-story buildings on a 50.6 acre site with three distinct sections: (i) “The Park”, constructed in 1991, contains 336 units; (ii) “The Square”, constructed in 1993, contains 224 units; and (iii) “The Grove”, constructed in 1994, contains 283 units. The Trails at Dominion Property consists of 548 one-bedroom units, 275 two-bedroom units and 20 three-bedroom units. Common area amenities include five in-ground swimming pools, a fitness center, a tennis court, a sand volleyball court, a dog park, laundry facilities and several picnic/barbeque areas. Unit amenities include an electric range/oven, frost-free refrigerator, garbage disposal, dishwasher, ceiling fans, washer/dryer connections and built-in bookshelves and fireplaces for select floor plans.
Prior CMBS financing obtained by the seller on the Trails at Dominion Property underwent a loan modification. During the economic downturn, the original loan was bifurcated into an A-note and a B-note (“hope note”) and was transferred back to the master servicer in March 2011. The B-note was ultimately written off upon defeasance of the A-note. See “Description of the Mortgage Pool—Prior Default History, Bankruptcy Issues and Other Proceedings” in the Free Writing Prospectus. The seller of the Trails at Dominion Property spent approximately $7.0 million ($8,304 per unit) on capital improvements including roof replacement, exterior painting, landscaping and HVAC replacement. The borrower plans on spending approximately $3.9 million on capital improvements ($4,600 per unit; $1.2 million was reserved for near-term upgrades) over the next five years, which includes interior unit upgrades, additional roof replacement, exterior building work, amenity upgrades, additional security enhancements and other miscellaneous improvements. The Trails at Dominion Property and surrounding areas have experienced sporadic criminal activity, including, most recently, a shooting at the Trails at Dominion Property in August 2014; however, there is a new ownership and property management team in place, and the borrower is implementing additional security enhancements along with other capital expenditures. The economic occupancy at the Trails at Dominion Property has averaged 92.9% since 2011. See “Description of the Mortgage Pool—Other Matters” in the Free Writing Prospectus. The Trails at Dominion Property contains 902 surface parking spaces and 360 covered parking spaces, for a total of 1,262 parking spaces, reflecting an overall parking ratio of 1.5 spaces per unit. As of November 10, 2014, the Trails at Dominion Property was 95.7% occupied.
The following table presents certain information relating to the unit mix of the Trails at Dominion Property:
Unit Mix Summary(1)
Unit Type | No. of Units | % of Total Units | Average Unit Size (SF) | Average U/W Monthly Rent per Unit |
548 | 804 | |||
275 | 1,150 | |||
20 | 1,410 | |||
Total/Weighted Average | 843 | 100.0% | 931 |
(1) | Information obtained from the appraisal and underwritten rent roll. |
The following table presents historical occupancy percentages at the Trails at Dominion Property:
Historical Occupancy
12/31/2011(1) | 12/31/2012(1) | 12/31/2013(1) | 11/10/2014(2) | |||
94.2% | 90.8% | 92.7% | 95.7% |
(1) | Historical Occupancy reflects the economic occupancy obtained from historical operating statements. |
(2) | Information obtained from the underwritten rent roll. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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TRAILS AT DOMINION |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Trails at Dominion Property:
Cash Flow Analysis
2012(1) | 2013(1) | TTM 10/31/2014 | T3 Annualized 10/31/2014 | U/W | U/W $ per Unit(1) | ||||||||||||||
Base Rent | $6,226,652 | $6,640,984 | $6,947,861 | $7,107,621 | $7,241,737 | $8,590 | |||||||||||||
Grossed Up Vacant Space | 633,179 | 520,881 | 441,630 | 417,907 | 327,420 | $388 | |||||||||||||
Concessions | (168,219) | (140,528 | ) | (250,712 | ) | (310,269 | ) | (310,269) | ($368 | ) | |||||||||
Other Income | 651,492 | 668,482 | 707,223 | 742,349 | 742,349 | $881 | |||||||||||||
Less Vacancy & Credit Loss | (776,273 | ) | (630,268 | ) | (563,303 | ) | (525,969 | ) | (569,780)(2) | ($676 | ) | ||||||||
Effective Gross Income | $6,566,829 | $7,059,551 | $7,282,699 | $7,431,640 | $7,431,457 | $8,815 | |||||||||||||
Total Operating Expenses | $4,210,669 | $3,573,902 | $3,323,028 | $3,699,633 | $3,999,273 | ||||||||||||||
Net Operating Income | $2,356,161 | $3,485,649 | $3,959,671 | $3,732,007 | $3,432,184 | $4,071 | |||||||||||||
Capital Expenditures | 0 | 0 | 0 | 0 | 236,040 | $280 | |||||||||||||
Net Cash Flow | $2,356,161 | $3,485,649 | $3,959,671 | $3,732,007 | $3,196,144 | $3,791 | |||||||||||||
NOI DSCR | 0.96 | x | 1.42 | x | 1.62 | x | 1.52 | x | 1.40 | x | |||||||||
NCF DSCR | 0.96 | x | 1.42 | x | 1.62 | x | 1.52 | x | 1.31 | x | |||||||||
NOI DY | 5.8 | % | 8.6 | % | 9.7 | % | 9.2 | % | 8.4 | % | |||||||||
NCF DY | 5.8 | % | 8.6 | % | 9.7 | % | 9.2 | % | 7.8 | % |
(1) | The increase in Effective Gross Income and Net Operating Income from 2012 to 2013 is primarily due to increased occupancy from 90.8% to 92.7%, an increase in Base Rent (approximately $414,000) and decreased expenses (approximately $637,000), as the seller incurred much lower repair and maintenance costs in 2013 and the trailing twelve months ending October 31, 2014. Higher repair and maintenance costs in 2011 and 2012 were a result of unit preparation charges for a number of down units that had been neglected during the economic downturn and prior loan workout. Further, taxes decreased from $1,123,292 to $887,790 as a result of the reduction of a special municipal utility district tax expense. |
(2) | The underwritten economic vacancy is 6.1%. The Trails at Dominion Property was 95.7% physically occupied as of November 10, 2014. |
Appraisal. As of the appraisal valuation date of November 20, 2014, the Trails at Dominion Property had an “as-is” appraised value of $53,500,000.
Environmental Matters. According to a Phase I environmental assessment dated December 1, 2014, there was no evidence of any recognized environmental conditions at the Trails at Dominion Property.
Market Overview and Competition. The Trails at Dominion Property is located in Houston, Texas, approximately 17.1 miles north of the Houston CBD, 9.0 miles west of George Bush Intercontinental Airport and approximately 0.5 miles west of Interstate 45, Houston’s primary north-south artery, which averages over 310,000 cars per day and connects residents to The Woodlands (14.8 miles north), Greenspoint Business District (3.0 miles south) and the Houston CBD. Further, the Metro Kuykendahl Park and Ride is located adjacent to the Trails at Dominion Property’s southern boundary and connects to Houston’s public transportation network via bus. The average weekday ridership for the Kuykendahl Park and Ride is 2,068 rides from October 2013 to May 2014, up 3.2% from the same period in 2012 and 2013.
According to a Houston economic development organization, ExxonMobil is currently building their largest corporate complex in the world approximately 9.6 miles north of the Trails at Dominion Property. The complex is expected to house 10,000 employees and will contain multiple low-rise office buildings, a laboratory, conference and training centers, day care facilities, a wellness center and other employee amenities. By the end of 2014, seven office buildings were expected to be open and approximately 3,600 residents will be working on campus. Work on the remaining office and specialty buildings is expected to be completed in mid-2015. Additionally, numerous area business parks are currently expanding, including the Greenspoint Business District, Southwestern Energy Campus and Pinto Business Park, among others. According to a third party research report, from 1994 to 2013, Houston created 970,000 jobs, an average of 48,600 jobs per year, and in the 12 months ending October 2014, an estimated 120,000 jobs were created. As of October 2014, the Houston unemployment rate was 4.7%, below the United States average of 5.5%. The 2014 estimated population within a one-, three- and five-mile radii of the Trails at Dominion Property was 17,220, 113,929 and 268,047, respectively. The average household income within the same one-, three- and five-mile radii was $48,041, $48,478 and $54,143, respectively. According to the appraisal, the Trails at Dominion Property is located in Houston’s FM 1960 West/Champions submarket, which experienced a 3.0% occupancy increase and 5.2% rental rate growth from year-end 2013 to November 2014. The FM 1960 West/Champions submarket contains a total inventory of 37,294 units, exhibiting a vacancy rate of 7.7% as of November 2014. The class B submarket contains a total inventory of 9,103 units and exhibits a vacancy rate of 6.6% as of November 2014.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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TRAILS AT DOMINION |
The following table presents certain information relating to some comparable multifamily properties for the Trails at Dominion Property:
Competitive Set(1)
Trails at Dominion (Subject) | The Vanderbilt | The Augusta | Bayou Oaks | Monticello On Cranbrook | Commerce Park | |
Location | Houston, TX | Houston, TX | Houston, TX | Houston, TX | Houston, TX | Houston, TX |
Distance to Subject | -- | 0.3 miles | 0.5 miles | 0.6 miles | 0.6 miles | 1.0 miles |
Property Type | Garden | Garden | Garden | Garden | Garden | Garden |
Number of Units | 843 | 416 | 212 | 210 | 220 | 354 |
Average Rent (per unit) | $748 | $825 | $927 | $609 | $682 | $610 |
1 Bedroom | $658 | $674 | $835 | $599 | $572 | $586 |
2 Bedroom | $857 | $972 | $980 | $679 | $706 | $872 |
3 Bedroom | $1,171 | $1367 | NAV | NAV | NAV | NAV |
Utilities | Not Incl. | Not Incl. | Not Incl. | Not Incl. | Not Incl. | Not Incl. |
Total Occupancy | 96% | 91% | 98% | 90% | 95% | 95% |
(1) | Information obtained from the appraisal and underwritten rent roll. |
The Borrower. The borrower is AB-GO Trails at Dominion Park Propco, LLC, a single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Trails at Dominion Mortgage Loan. Jeffrey Goldstein and Richard Oller are the guarantors of certain nonrecourse carveouts under the Trails at Dominion Mortgage Loan.
The Sponsors. The sponsors, Jeffrey Goldstein and Richard Oller, are the president and chairman, respectively, of GoldOller Real Estate Investments (“GoldOller”). With the acquisition of the Trails at Dominion Property, GoldOller has increased its owned and operated portfolio to approximately 11,000 units and its operational footprint to include 15 states. GoldOller and its affiliates provide third party management services to a portfolio of approximately 30,000 apartment units, and they develop, own and operate multifamily, office, hotel, industrial and retail assets nationwide.
Escrows. The loan documents provide for upfront escrows in the amount of $78,909 for real estate taxes, $1,169,670 for replacement reserves and $22,450 for deferred maintenance. The loan documents also provide for ongoing monthly reserves in the amount of $78,909 for taxes and $19,670 for replacement reserves. The loan documents do not require monthly escrows for insurance provided that (i) no event of default has occurred and is continuing; (ii) the insurance required to be provided by the borrower is maintained pursuant to one or more blanket insurance policies; and (iii) the borrower provides the lender with timely proof of payment of insurance premiums.
Lockbox and Cash Management. Upon the occurrence of a Cash Trap Event Period (as defined below), the borrower is required to establish a lender-controlled lockbox account into which the borrower is required to deposit all rents and other income within three business days of receipt and the tenants are required to deposit directly. During a Cash Trap Event Period, all excess funds on deposit in the lockbox account are swept to a lender-controlled cash flow subaccount.
A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default and (ii) the amortizing net cash flow debt service coverage ratio being less than 1.10x. A Cash Trap Event Period will expire, with regard to clause (i), upon the cure of such event of default and with regard to clause (ii), upon the amortizing net cash flow debt service coverage ratio being equal to or greater than 1.15x for two consecutive quarters.
Property Management. The Trails at Dominion Property is managed by an affiliate of the borrower.
Assumption. The borrower has the right to transfer the Trails at Dominion Property, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; (ii) execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iii) if requested by the lender, a rating agency confirmation from Fitch, KBRA and Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Subordinate and Mezzanine Indebtedness. Not permitted.
Ground Lease. None
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Trails at Dominion Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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TRAILS AT DOMINION |
Windstorm Insurance: The loan documents require windstorm insurance covering the full replacement cost of the Trails at Dominion Property during the loan term. At the time of loan closing, the Trails at Dominion Property had insurance coverage for windstorm.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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JW MARRIOTT NEW ORLEANS |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
38
JW MARRIOTT NEW ORLEANS |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 3 – JW Marriott New Orleans |
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Wells Fargo Bank, National Association | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody‘s): | NR/NR/NR | Property Type: | Hospitality | ||||
Original Principal Balance(1): | $40,000,000 | Specific Property Type: | Full Service | ||||
Cut-off Date Principal Balance(1): | $39,896,822 | Location: | New Orleans, LA | ||||
% of Initial Pool Balance: | 4.1% | Size: | 496 rooms | ||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per Room(1): | $180,984 | ||||
Borrower Name: | Sunstone Canal, LLC | Year Built/Renovated: | 1984/2003 | ||||
Sponsor: | Sunstone Hotel Partnership, LLC | Title Vesting: | Leasehold | ||||
Mortgage Rate: | 4.150% | Property Manager: | Marriott Hotel Services, Inc. | ||||
Note Date: | December 2, 2014 | 3rd Most Recent Occupancy (As of) (4): | 79.7% (12/31/2011) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of) (4): | 81.8% (12/31/2012) | ||||
Maturity Date: | December 11, 2024 | Most Recent Occupancy (As of): | 81.1% (12/31/2013) | ||||
IO Period: | None | Current Occupancy (As of): | 81.7% (10/31/2014) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 2 months | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI (As of)(4): | $10,166,036 (12/31/2012) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(4): | $12,903,001 (12/31/2013) | ||||
Call Protection: | L(26),D(90),O(4) | Most Recent NOI (As of)(4): | $14,263,420 (TTM 10/31/2014) | ||||
Lockbox Type(2): | Soft/Upfront Cash Management | ||||||
Additional Debt(1): | Yes | ||||||
Additional Debt Type(1): | Pari Passu | U/W Revenues: | $37,611,335 | ||||
U/W Expenses: | $24,847,358 | ||||||
U/W NOI(4): | $12,763,977 | ||||||
U/W NCF: | $10,883,410 | ||||||
U/W NOI DSCR(1): | 2.43x | ||||||
Escrows and Reserves(3): | U/W NCF DSCR(1): | 2.07x | |||||
U/W NOI Debt Yield(1): | 14.2% | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield(1): | 12.1% | ||
Taxes | $0 | Springing | NAP | As-Is Appraised Value: | $152,200,000 | ||
Insurance | $0 | Springing | NAP | As-Is Appraisal Valuation Date: | October 22, 2014 | ||
FF&E | $0 | Springing | NAP | Cut-off Date LTV Ratio(1): | 59.0% | ||
Deferred Maintenance | $2,321,684 | $0 | NAP | LTV Ratio at Maturity or ARD(1): | 47.2% | ||
(1) | The JW Marriott New Orleans Loan Combination, with an original principal balance totaling $90,000,000, is comprised of two pari passu notes (Notes A-1 and A-2). The non-controlling Note A-2 had an original principal balance of $40,000,000, has an outstanding principal balance as of the Cut-off Date of $39,896,822 and will be contributed to the WFCM 2015-C26 Trust. The controlling Note A-1 had an original balance of $50,000,000, has an outstanding principal balance as of the Cut-off Date of $49,871,028 and was contributed to the WFCM 2014-LC18 Trust. All statistical information related to the balance per room, loan-to-value ratios, debt service coverage ratios and debt yields are based on the JW Marriott New Orleans Loan Combination. |
(2) | See “Lockbox and Cash Management“ section. |
(3) | See “Escrows“ section. |
(4) | See “Cash Flow Analysis“ section. |
The Mortgage Loan. The mortgage loan (the “JW Marriott New Orleans Loan Combination“) is evidenced by two pari passu promissory notes (Notes A-1 and A-2) secured by a first mortgage encumbering the leasehold interest in a full service hotel located in New Orleans, Louisiana (the “JW Marriott New Orleans Property“). The JW Marriott New Orleans Loan Combination was originated on December 2, 2014 by Wells Fargo Bank, National Association. The JW Marriott New Orleans Loan Combination had an original principal balance of $90,000,000, has an outstanding principal balance as of the Cut-off Date of $89,767,850 and accrues interest at an interest rate of 4.150% per annum. The JW Marriott New Orleans Loan Combination had an initial term of 120 months, has a remaining term of 118 months as of the Cut-off Date and requires payments of principal and interest based on a 30-year amortization schedule. The JW Marriott New Orleans Loan Combination matures on December 11, 2024. See “Description of the Mortgage Pool—Split Loan Structures—The JW Marriott New Orleans Loan Combination“ in the Free Writing Prospectus.
Note A-2, which represents the non-controlling interest in the JW Marriott New Orleans Loan Combination, will be contributed to the WFRBS 2015-C26 Trust, had an original principal balance of $40,000,000 and has an outstanding principal balance as of the Cut-off Date of $39,896,822. Note A-1 (the “JW Marriott New Orleans Companion Loan“), which was contributed to the WFCM 2014-LC18 Trust, had an original principal balance of $50,000,000 and represents the controlling interest in the JW Marriott New Orleans Loan Combination. See “Description of the Mortgage Pool—Split Loan Structures—The JW Marriott New Orleans Loan Combination“ in the Free Writing Prospectus.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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JW MARRIOTT NEW ORLEANS |
Following the lockout period, the borrower has the right to defease the JW Marriott New Orleans Loan Combination in whole, but not in part, on any date before September 11, 2024. In addition, the JW Marriott New Orleans Loan Combination is prepayable without penalty on or after September 11, 2024.
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $90,000,000 | 100.0 | % | Loan payoff(1) | $39,619,603 | 44.0 | % | |||
Closing costs | 637,048 | 0.7 | ||||||||
Reserves | 2,321,684 | 2.6 | ||||||||
Return of equity | 47,421,665 | 52.7 | ||||||||
Total Sources | $90,000,000 | 100.0 | % | Total Uses | $90,000,000 | 100.0 | % |
(1) | The JW Marriott New Orleans Loan Combination is refinancing an existing Wells Fargo Bank, National Association balance sheet loan. |
The Property. The JW Marriott New Orleans Property is the leasehold interest in a AAA four-diamond award rated, 496-room, 30-story full service hotel located in New Orleans, Louisiana. The JW Marriott New Orleans Property was constructed in 1984 and is situated on a 0.9 acre parcel that is subject to a ground lease through May 2081 (see “Ground Lease“ section). Upon completion in 1984, the property operated as a Le Meridian hotel until late 2002 and was briefly converted to the New Orleans Grand Hotel prior to being converted to a JW Marriott in 2003. The JW Marriott New Orleans Property’s guestroom configuration includes 168 standard king bed guest rooms, 165 double bed guest rooms, 156 corner king bed guest rooms, five suites and two, two-story suites. Amenities at the JW Marriott New Orleans Property include a restaurant, a lobby bar and lounge, concierge services, valet parking, outdoor pool, fitness center, business center and approximately 19,000 square feet of meeting space. The JW Marriott New Orleans Property provides 161 spaces for valet parking, located on the lower four levels of the building. The JW Marriott New Orleans Property is scheduled to undergo a $17.6 million renovation in 2016 that will include renovating all the guest rooms and bathrooms, exterior corridors and moving the existing concierge lounge to the lobby level. The renovation will add five additional hotel rooms to JW Marriott New Orleans Property. The management agreement with Marriott expires in December 2028.
Operating History and Underwritten Net Cash Flow. The following table represents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the JW Marriott New Orleans Property:
Cash Flow Analysis
2011(1) | 2012(1) | 2013(1) | TTM 10/31/2014(1) | U/W | U/W $ per Room | |||||||
Occupancy | 79.7% | 81.8% | 81.1% | 81.7% | 81.7% | |||||||
ADR | $154.43 | $168.17 | $185.10 | $192.45 | $192.45 | |||||||
RevPAR | $123.09 | $137.49 | $150.03 | $157.25 | $157.25 | |||||||
Total Revenue | $29,746,071 | $32,805,967 | $35,360,956 | $37,611,062 | $37,611,335 | $75,829 | ||||||
Total Department Expenses | 10,504,357 | 11,303,142 | 11,092,462 | 11,273,502 | 11,273,559 | 22,729 | ||||||
Gross Operating Profit | $19,241,714 | $21,502,825 | $24,268,494 | $26,337,560 | $26,337,776 | $53,100 | ||||||
Total Undistributed Expenses | 8,607,022 | 9,221,278 | 9,287,873 | 9,751,122 | 9,751,130 | 19,660 | ||||||
Profit Before Fixed Charges | $10,634,692 | $12,281,547 | $14,980,621 | $16,586,438 | $16,586,646 | $33,441 | ||||||
Total Fixed Charges | 2,023,177 | 2,115,511 | 2,077,620 | 2,323,018 | 3,822,669(2) | 7,707 | ||||||
Net Operating Income | $8,611,515 | $10,166,036 | $12,903,001 | $14,263,420 | $12,763,977 | $25,734 | ||||||
FF&E | 0 | 0 | 0 | 0 | 1,880,567 | 3,791 | ||||||
Net Cash Flow | $8,611,515 | $10,166,036 | $12,903,001 | $14,263,420 | $10,883,410 | $21,942 | ||||||
NOI DSCR(3) | 1.64x | 1.94x | 2.46x | 2.72x | 2.43x | |||||||
NCF DSCR(3) | 1.64x | 1.94x | 2.46x | 2.72x | 2.07x | |||||||
NOI DY(3) | 9.6% | 11.3% | 14.4% | 15.9% | 14.2% | |||||||
NCF DY(3) | 9.6% | 11.3% | 14.4% | 15.9% | 12.1% | |||||||
(1) | Historical Net Operating Income increased year-over-year due to the strengthening New Orleans economy, which resulted in year-over-year ADR growth. |
(2) | Property taxes in 2015 are still subject to appeal and were underwritten based on the appraiser’s estimated reassessed property tax expense of $2,394,000, which is slightly higher than the current reassessed amount. Property taxes as of the trailing 12-months ending October 31, 2014 were $1,056,999. |
(3) | DSCRs and debt yields are based on the JW Marriott New Orleans Loan Combination. |
Appraisal. As of the appraisal valuation date of October 22, 2014, the JW Marriott New Orleans Property had an “as-is“ appraised value of $152,200,000.
Environmental Matters. According to the Phase I environmental site assessment dated October 29, 2014, there was no evidence of any recognized environmental conditions at the JW Marriott New Orleans Property.
Market Overview and Competition. The JW Marriott New Orleans Property is located in the central business district (“CBD“) of New Orleans, Louisiana. The New Orleans metropolitan statistical area (“MSA“) has historically had strong demand from the port related industries, oil and gas and tourism. Following Hurricane Katrina (“Katrina“), corporate demand in the New Orleans MSA declined, but was temporarily replaced with volume accounts from FEMA, the FBI, and other government relief workers, as well as
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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JW MARRIOTT NEW ORLEANS |
private relief organizations, construction crews, and the news media. Commercial demand slowly returned in 2006 and 2007, but was further hindered by the financial crisis and recession during 2008 and 2009. In 2010, commercial demand throughout the region showed a significant improvement, which has since been sustained through 2014. The continued recovery has resulted in new business development and employment growth. According to the appraisal, employment within the New Orleans MSA totaled 609,600 jobs in 2005 (before Katrina). At the low point after Katrina, the New Orleans MSA had just 425,800 jobs (70.0% of pre-Katrina levels). By March 2011, employment in New Orleans had grown to 522,100 jobs and by the end of 2013, employment levels reached 545,600.
Most notably, two major medical facilities, the Veterans Affairs Medical Center and the University Medical Center Hospital (“UMC“), are currently under construction within the New Orleans MSA. The Veterans Affairs Medical Center will consist of nearly 1.6 million square feet and will contain 260 in-patient beds; diagnostic and treatment components; and over 400,000 square feet of outpatient rehabilitation facilities. The facility is currently under construction, with an expected opening in late-2016. UMC is expected to cost approximately $1.2 billion and is currently under construction on a 34.0-acre site between Canal Street and Tulane Avenue in downtown New Orleans. UMC is scheduled to open in July 2015. Another driver for economic growth in New Orleans’ CBD is the BioDistrict New Orleans (“BioDistrict“), which is a 1,500 acre, master planned, economic development that was created by the state of Louisiana in 2005 to grow the biosciences sector of the New Orleans economy. The BioDistrict is focused on the development of a biosciences industry in New Orleans that will provide biosciences research and development; local, regional, and global healthcare delivery; and more jobs for professionals, managers and workers in the bioscience industry.
The JW Marriott New Orleans Property is located on Canal Street, along the northern boundary of the CBD and one block southeast of the French Quarter. The French Quarter is the oldest and most vibrant section of New Orleans, and includes Bourbon Street where numerous entertainment establishments offer a variety of different nightlife experiences. Major attractions include Jackson Square with the St. Louis Cathedral, French Market, Café Du Monde, JAX Brewery, Musee Conti Wax Museum, Aquarium of the Americas, and the Riverwalk. The attractions located in the French Quarter are complemented by numerous festivals including Mardi Gras, French Quarter Festival, Voodoo Festival and the Essence Festival. According to the appraisal, New Orleans had approximately 9.3 million visitors in 2013, who spent approximately $6.5 billion, which is an increase from 9.0 million visitors and reported spending of $6.2 billion in 2012.
The following table presents certain information relating to the JW Marriott New Orleans Property’s competitive set:
Subject and Market Historical Occupancy, ADR and RevPAR(1)
Competitive Set | JW Marriott New Orleans | Penetration Factor | |||||||||||||||
Year | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | ||||||||
9/30/2014 TTM | 70.8% | $180.39 | $127.73 | 81.0% | $192.31 | $155.82 | 114.4% | 106.6% | 122.0% | ||||||||
9/30/2013 TTM | 70.3% | $175.51 | $123.46 | 80.7% | $176.16 | $142.23 | 114.8% | 100.4% | 115.2% | ||||||||
9/30/2012 TTM | 74.2% | $167.49 | $124.22 | 82.8% | $163.90 | $135.63 | 111.6% | 97.9% | 109.2% |
(1) | Information obtained from a third party hospitality report dated October 18, 2014. The competitive set includes the following hotels: Hotel New Orleans Downtown, InterContinental New Orleans, Royal Sonesta New Orleans, Westin New Orleans Canal Place, Crown Plaza New Orleans French Quarter and Loews New Orleans. |
The Borrower. The borrower is Sunstone Canal, LLC a Delaware limited liability company and a single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the JW Marriott New Orleans Loan Combination. Sunstone Hotel Partnership, LLC (“Sunstone“) is the guarantor of certain nonrecourse carveouts under the JW Marriott New Orleans Loan Combination.
The Sponsor. The sponsor, Sunstone, is a publicly traded lodging real estate investment trust that owns 30 properties totaling approximately 13,744 rooms located in 11 states as of November 3, 2014. Sunstone’s hotels are primarily in the upper upscale segment and are operated under nationally recognized brands, such as Marriott, Hilton, Hyatt, Fairmont and Sheraton. In 2009 and 2010, some Sunstone sponsored properties were subject to defaults, deed-in-lieu foreclosure proceedings and mortgage loan discounted pay-offs. See “Description of the Mortgage Pool – Certain Terms of the Mortgage Loans—Non-Recourse Obligations“ and “Description of the Mortgage Pool—Default History, Bankruptcy Issues and Other Proceedings“ in the Free Writing Prospectus.
Escrows. The loan documents provide for upfront escrows in the amount of $2,321,684 for deferred maintenance. The loan documents do not require monthly escrows for taxes provided (i) no event of default has occurred and is continuing; (ii) the property taxes are paid by the property manager in accordance with the management agreement; (iii) the current property manager is in place or a replacement property manager is in-place with a management agreement that is similar to the current management agreement. The loan documents do not require monthly escrows for insurance provided (a) no event of default has occurred and is continuing; (b) the JW Marriott New Orleans Property is covered by an acceptable blanket insurance policy; and (c) the borrower provides the lender with evidence of renewal of the policies and timely proof of payment of insurance premiums. The loan documents provide for monthly deposits into an FF&E reserve, controlled by the property manager, equal to the greater of 5.0% of the gross revenue for the most recent calendar month or the amount required under the property management agreement. The loan documents do not require monthly FF&E escrows deposits into a lender controlled account provided (x) a management agreement is in full force and effect; (y) the current property manager is in place or a replacement property manager is in-place with a management agreement that is similar to the current management agreement; and (z) the borrower provides the lender evidence of payment of the FF&E monthly deposits prior to a delinquency and proof of sufficient funds as required under the management agreement.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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JW MARRIOTT NEW ORLEANS |
Lockbox and Cash Management. The JW Marriott New Orleans Loan Combination requires a lender-controlled lockbox account, which is already in place, and that the borrower and property manager deposit all cash revenues and all other monies received into the lockbox account within 20 business days. In the event that the property manager has been removed and a replacement property manager is not in-place under a similar management agreement within 30 days, the borrower will direct all cash revenues and all other monies into the lockbox account. Funds are then swept into a cash management account controlled by the lender and prior to a Cash Trap Event Period (as defined below), all excess cash flow is distributed to the borrower’s operating account. During a Cash Trap Event Period, all excess cash flow is retained in the lender-controlled cash management account.
A “Cash Trap Event Period“ will commence upon the earlier of (i) the occurrence and continuance of an event of default or (ii) the debt service coverage ratio being less than 1.35x at the end of any calendar month. A Cash Trap Event Period will end, with regard to clause (i), upon the cure of such event of default; and with regard to clause (ii), upon the debt service coverage ratio being equal to or greater than 1.35x for two consecutive calendar quarters.
Property Management. The JW Marriott New Orleans Property is managed by Marriott Hotel Services, Inc.
Assumption. The borrower has the two-time right to transfer the JW Marriott New Orleans Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates and similar confirmations with respect to the ratings of any securities backed by the JW Marriott New Orleans Companion Loan.
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Subordinate and Mezzanine Indebtedness. Not permitted.
Right of First Offer. The property manager, Marriott Hotel Services, Inc., has a right of first offer (“ROFO“) to acquire the JW Marriott New Orleans Property if the borrower decides to market the JW Marriott New Orleans Property for sale to a third party. The ROFO is not extinguished by a foreclosure or deed-in-lieu thereof; however, the ROFO does not apply to a foreclosure or deed-in-lieu thereof.
Ground Lease. The JW Marriott New Orleans Property is situated on a 0.9 acre site leased from CSH Partners, LLC. The ground lease expires in May 2081 and ground rent is calculated as the lesser of (i) 10.0% of the appraised fair market land value as determined each 10-year period or (ii) the greater of (a) 2.5% of room revenue or (b) 1.25% of gross revenue, but in no event will the annual rent ever be less than $425,000. The ground lease rent was reset in 2014 at $625,000 and will be reset in 2024.
Terrorism Insurance. The loan documents require that the “all risk“ insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the JW Marriott New Orleans Property (provided that the borrower is not required to pay terrorism insurance premiums in excess of 2 times the premium for all risk and business interruption coverage if TRIPRA is no longer in effect), as well as 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.
Windstorm Insurance. The loan documents require windstorm insurance covering the full replacement cost of the JW Marriott New Orleans Property during the loan term. At the time of closing, the JW Marriott New Orleans Property had insurance coverage for windstorm.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
43
BROADCOM BUILDING |
![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img010_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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BROADCOM BUILDING |
![(MAP)](https://capedge.com/proxy/FWP/0001539497-15-000070/img011_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 4 – Broadcom Building |
Loan Information | Property Information | |||||
Mortgage Loan Seller: | Wells Fargo Bank, National Association | Single Asset/Portfolio: | Single Asset | |||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Office | |||
Original Principal Balance: | $35,750,000 | Specific Property Type: | Single Tenant | |||
Cut-off Date Principal Balance: | $35,750,000 | Location: | San Jose, CA | |||
% of Initial Pool Balance: | 3.7% | Size: | 200,000 SF | |||
Loan Purpose: | Acquisition | Cut-off Date Principal Balance Per SF: | $178.75 | |||
Borrower Name: | Zanker Road Partners, LLC | Year Built/Renovated: | 1990/NAP | |||
Sponsors: | Robert A. Day and Jerry W. Carlton | Title Vesting: | Fee | |||
Mortgage Rate: | 4.100% | Property Manager: | Self-managed | |||
Note Date: | December 30, 2014 | 3rd Most Recent Occupancy (As of): | 100.0% (12/31/2012) | |||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 100.0% (12/31/2013) | |||
Maturity Date: | January 11, 2025 | Most Recent Occupancy (As of): | 100.0% (12/31/2014) | |||
IO Period: | 60 months | Current Occupancy (As of): | 100.0% (2/1/2015) | |||
Loan Term (Original): | 120 months | |||||
Seasoning: | 1 month | Underwriting and Financial Information: | ||||
Amortization Term (Original): | 360 months | |||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI(2): | NAV | |||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI(2): | NAV | |||
Call Protection: | L(25),D(91),O(4) | Most Recent NOI(2): | NAV | |||
Lockbox Type: | Springing (Without Established Account) | |||||
Additional Debt: | None | |||||
Additional Debt Type: | NAP | |||||
U/W Revenues: | $5,072,181 | |||||
U/W Expenses: | $1,029,860 | |||||
U/W NOI: | $4,042,321 | |||||
Escrows and Reserves(1): | U/W NCF: | $3,756,271 | ||||
U/W NOI DSCR(3): | 1.95x | |||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF DSCR(3): | 1.81x | |
Taxes | $0 | Springing | NAP | U/W NOI Debt Yield(3): | 11.3% | |
Insurance | $0 | Springing | NAP | U/W NCF Debt Yield(3): | 10.5% | |
Replacement Reserves | $0 | Springing | NAP | As-Is Appraised Value: | $55,000,000 | |
Deferred Maintenance | $80,850 | $0 | NAP | As-Is Appraisal Valuation Date: | November 5, 2014 | |
Broadcom Springing Reserve | $0 | Springing | NAP | Cut-off Date LTV Ratio: | 65.0% | |
Supplemental Liquidity Reserve | $0 | Springing | NAP | LTV Ratio at Maturity or ARD: | 59.1% | |
(1) | See “Escrows“ section. |
(2) | See “Cash Flow Analysis“ section. |
(3) | Underwritten figures are based on the average rent over the remaining Broadcom lease term. Based on the in-place rent, the U/W NOI DSCR is 1.80x, the U/W NCF DSCR is 1.67x, the U/W NOI Debt Yield is 10.5% and the U/W NCF Debt Yield is 9.7%. |
The Mortgage Loan. The mortgage loan (the “Broadcom Building Mortgage Loan“) is evidenced by a single promissory note that is secured by a first mortgage encumbering a single-tenant office building located in San Jose, California (the “Broadcom Building Property“). The Broadcom Building Mortgage Loan was originated on December 30, 2014 by Wells Fargo Bank, National Association. The Broadcom Building Mortgage Loan had an original principal balance of $35,750,000, has an outstanding principal balance as of the Cut-off Date of $35,750,000 and accrues interest at an interest rate of 4.100% per annum. The Broadcom Building Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest only payments for the first 60 months following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Broadcom Building Mortgage Loan matures on January 11, 2025.
Following the lockout period, the borrower has the right to defease the Broadcom Building Mortgage Loan in whole, but not in part, on any date prior to October 11, 2024. In addition, the Broadcom Building Mortgage Loan is prepayable without penalty on or after October 11, 2024.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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BROADCOM BUILDING |
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $35,750,000 | 64.2 | % | Purchase price | $55,000,000 | 98.7 | % | |||
Sponsor’s new cash contribution | 19,969,031 | 35.8 | Reserves | 80,850 | 0.1 | |||||
Closing costs | 638,181 | 1.1 | ||||||||
Total Sources | $55,719,031 | 100.0 | % | Total Uses | $55,719,031 | 100.0 | % |
The Property. The Broadcom Building Property is a class B, single-tenant, office and research and development building containing 200,000 square feet. Constructed in 1990, the Broadcom Building Property is comprised of approximately 60.0% of office space, 20.0% of lab space, 15.0% of amenity space (which includes a cafeteria, gym and locker rooms, outdoor tennis court, sand volleyball court, outdoor amphitheater and barbeques) and 5.0% of data center space. The Broadcom Building Property has been 100.0% leased to the Broadcom Corporation (“Broadcom“) since 2000. Broadcom was founded in 1991 and is focused on semiconductor solutions for wired and wireless communications. Broadcom products deliver voice, video, data and multimedia connectivity in home, office and mobile environments. Broadcom (NASDAQ: BRCM) is rated A2 and A- by Moody’s and S&P, respectively, and had a market capitalization of $22.4 billion as of January 13, 2015. As of February 1, 2015, the Broadcom Building Property was 100.0% occupied by Broadcom.
The following table presents certain information relating to the tenant at the Broadcom Building Property:
Major Tenant
Tenant Name | Credit Rating (Fitch/ Moody’s/S&P) | Tenant NRSF | % of NRSF | Annual U/W Base Rent PSF | Annual U/W Base Rent | % of Total Annual U/W Base Rent | Lease Expiration Date |
Major Tenant | |||||||
Broadcom Corporation | NR/A2/A- | 200,000 | 100.0% | $21.80(1) | $4,360,000(1) | 100.0% | 5/31/2020(2) |
Total Major Tenant | 200,000 | 100.0% | $21.80 | $4,360,000 | 100.0% | ||
Vacant Space | 0 | 0.0% | |||||
Collateral Total | 200,000 | 100.0% | |||||
(1) | Broadcom’s in-place annual rent is $4,032,000 ($20.16 per square foot) and increases approximately 3.0% annually. Annual U/W Base Rent PSF and Annual U/W Base Rent are based on the average rent over the remaining Broadcom lease term. |
(2) | Broadcom has the right to terminate its lease on May 31, 2016 or May 31, 2018 with 12 months’ notice and payment of a termination fee equal to $5,491,235 or $2,469,618, respectively. Broadcom also has one, 10-year lease extension option. |
The following table presents certain information relating to the lease rollover schedule at the Broadcom Building Property:
Lease Expiration Schedule(1)(2)
Year Ending December 31, | No. of Leases Expiring | Expiring NRSF | % of Total NRSF | Cumulative Expiring NRSF | Cumulative % of Total NRSF | Annual U/W Base Rent | Annual U/W Base Rent PSF | |
MTM | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2015 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2016 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2017 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2018 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2019 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2020 | 1 | 200,000 | 100.0% | 200,000 | 100.0% | $4,360,000 | $21.80 | |
2021 | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
2022 | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
2023 | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
2024 | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
2025 | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
Thereafter | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
Vacant | 0 | 0 | 0.0% | 200,000 | 100.0% | $0 | $0.00 | |
Total/Weighted Average | 1 | 200,000 | 100.0% | $4,360,000 | $21.80 |
(1) | Information obtained from the underwritten rent roll. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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BROADCOM BUILDING |
The following table presents historical occupancy percentages at the Broadcom Building Property:
Historical Occupancy
12/31/2012(1) | 12/31/2013(1) | 12/31/2014(1) | 2/1/2015(2) | |||
100.0% | 100.0% | 100.0% | 100.0% |
(1) | Information based on the lease. |
(2) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the Underwritten Net Cash Flow at the Broadcom Building Property:
Cash Flow Analysis(1)
U/W | U/W $ per SF | |||
Base Rent | $4,360,000(2) | $21.80 | ||
Grossed Up Vacant Space | 0 | 0.00 | ||
Total Reimbursables | 930,181 | 4.65 | ||
Other Income | 0 | 0.00 | ||
Less Vacancy & Credit Loss | 218,000(3) | 1.09 | ||
Effective Gross Income | $5,072,181 | $25.36 | ||
Total Operating Expenses | $1,029,860 | $5.15 | ||
Net Operating Income | $4,042,321 | $20.21 | ||
TI/LC | 246,050 | 1.23 | ||
Capital Expenditures | 40,000 | 0.20 | ||
Net Cash Flow | $3,756,271 | $18.78 | ||
NOI DSCR | 1.95x(4) | |||
NCF DSCR | 1.81x(4) | |||
NOI DY | 11.3%(4) | |||
NCF DY | 10.5%(4) |
(1) | Historical financial statements are not available as the sponsor acquired the Broadcom Building Property in December 2014. |
(2) | Broadcom‘s in-place annual rent is $4,032,000 ($20.16 per square foot) and increases approximately 3.0% annually. Annual U/W Base Rent per SF and Annual U/W Base Rent are based on the average over the remaining Broadcom lease term. |
(3) | The underwritten economic vacancy is 5.0%. The Broadcom Building Property was 100.0% physically occupied as of February 1, 2015. |
(4) | Underwritten figures are based on the average rent over the remaining Broadcom lease term. Based on the in-place rent, the U/W NOI DSCR is 1.80x, the U/W NCF DSCR is 1.67x, the U/W NOI Debt Yield is 10.5% and the U/W NCF Debt Yield is 9.7%. |
Appraisal. As of the appraisal valuation date of November 5, 2014, the Broadcom Building Property has an “as-is“ appraised value of $55,000,000. The appraisal concluded to a “go dark“ value of $43,200,000.
Environmental Matters. According to the Phase I environmental assessment dated November 17, 2014, the following two recognized environmental conditions were identified at the Broadcom Building Property: (i) the previous agricultural use of the Broadcom Building Property and (ii) the Broadcom Building Property is listed on the California hazardous materials database as having had multiple hazardous-waste manifests. According to the Phase II subsurface investigation dated December 22, 2014, no evidence of significant hazardous material contamination was detected. Arsenic was detected at concentrations above regulatory screening levels, however, the professional use of the Broadcom Building Property precludes a likelihood that employees would ingest or interact with the on-site soils and, therefore, a health risk from long-term direct exposure would not be likely. As a result, the Phase II investigation determined that no further investigation is necessary.
Market Overview and Competition. The Broadcom Building Property is located in San Jose, California approximately 5.5 miles northwest of the San Jose central business district. Primary access to the area is provided by both US-101 and Interstate 880, major arterials that cross the San Jose area in an east-west and north-south direction, respectively. Access to the Broadcom Building Property from US-101 and Interstate 880 is provided by Montague Expressway approximately 0.9 miles south of the Broadcom Building Property. San Jose is the third largest city in California and is considered the “Capital of Silicon Valley“. The area is home to 6,600 technology companies employing over 245,000 people including Apple, Adobe Systems, eBay, Cadence Design Systems, Cisco Systems, IBM, Hitachi, Qualcomm and VeriFone Systems. In addition, the Broadcom Building Property is located approximately 7.0 miles northwest of San Jose State University, one of the top research universities in California with an enrollment of approximately 32,700 students as of Fall 2014. The estimated 2014 population within a one-, three- and five-mile radius of the Broadcom Building Property was 18,264, 93,548 and 392,093, respectively. The estimated median household income within the same one-, three- and five-mile radii was $121,461, $106,127 and $87,522, respectively.
According to the appraiser, the Broadcom Building Property is located in the North San Jose R&D submarket, which is the largest submarket within the Silicon Valley R&D market. The vacancy rate in the North San Jose R&D submarket was 12.5% as of the third quarter 2014, a decrease from the second quarter 2014 vacancy rate of 13.3%, and the average asking rental rate as of the third
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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quarter 2014 was $19.80 per square foot triple-net, an increase from $19.20 per square foot triple-net as of the second quarter 2014. The appraiser determined there were 62 competitive properties within the region, which consisted of the North San Jose, Santa Clara, Sunnyvale and Milpitas submarkets. The 62 competitive properties had a current vacancy rate of 3.3% and an average vacancy rate of 4.5% over the past five years.
The following table presents certain information relating to comparable office properties to the Broadcom Building Property:
Competitive Set(1)
Broadcom Building (Subject) | Trimble Research Park | 2701 Orchard Parkway | 3300 Olcott St. | Guadalupe Corporate Center | Champion Station | |
Location | San Jose, CA | San Jose, CA | San Jose, CA | Santa Clara, CA | San Jose, CA | San Jose, CA |
Distance from Subject | -- | 1.6 miles | 1.1 miles | 2.8 miles | 1.7 miles | 1.9 miles |
Property Type | Office | Office | Office | Office | Office | Office |
Year Built/Renovated | 1990/NAP | 1982/2014 | 1979/2012 | 1979/1983 | 1997/NAP | 1995/2014 |
Stories | 2 | 2 | 1 | 2 | 4 | 2 |
Total GLA | 200,000 SF | 137,517 SF | 207,006 SF | 105,664 SF | 110,881 SF | 95,484 SF |
Total Occupancy | 100% | 100% | 100% | 100% | 100% | 0% |
(1) | Information obtained from the appraisal. |
The Borrower. The borrower is Zanker Road Partners, LLC, a limited liability company and single purpose entity. Robert A. Day and the Robert A. Day Trust are the guarantors of certain nonrecourse carveouts under the Broadcom Building Mortgage Loan.
The Sponsors. The sponsors are Robert A. Day and Jerry W. Carlton, who, collectively, represent the majority ownership interest in the borrower. Mr. Day is the founder and chairman of Trust Company of the West (“TCW“), an investment management company and one of the largest independent trust companies in the United States. TCW manages a broad range of innovative, value-added investment products with approximately $144.2 billion in assets under management as of September 30, 2014.
Escrows. The loan documents provide for an upfront escrow in the amount of $80,850 for deferred maintenance. Ongoing monthly reserves for real estate taxes are not required as long as (i) no event of default has occurred and is continuing; (ii) Broadcom is required to pay all taxes under its lease; and (iii) the borrower provides the lender with evidence that taxes were paid no later than 30 days following the delinquency of any tax payment. Ongoing monthly reserves for insurance are not required as long as (x) no event of default has occurred and is continuing; (y) the Broadcom Building Property is covered under an acceptable blanket insurance policy; and (z) the borrower provides the lender with evidence of renewal of the insurance policies and timely proof of payment of the insurance premiums. The loan documents provide for ongoing monthly escrows in the amount of $3,333 for replacement reserves capped at $120,000; however, monthly payments are waived as long as (A) no event of default has occurred and is continuing and (B) the lender determines that the Broadcom Building Property is being adequately maintained as confirmed by annual inspections.
A “Broadcom Springing Reserve Event“ will commence upon the earliest of (i) the date that is 12 months prior to the Broadcom lease expiration date, unless the lender receives evidence that the lease has been renewed on terms acceptable to the lender; (ii) Broadcom terminating its lease; (iii) Broadcom failing to make a lease payment, receiving a material rent reduction or entering into a lease modification; (iv) Broadcom vacating, going dark or otherwise failing to occupy the space; (v) Broadcom failing to maintain an investment grade rating; (vi) Broadcom filing bankruptcy or otherwise being subject to insolvency proceedings; or (vii) the Broadcom Building Property being sold and the Broadcom Building Mortgage Loan being assumed by a transferee with principals with a combined minimum net worth and liquidity of less than $100.0 million and $10.0 million, respectively.
Upon the occurrence of a Broadcom Springing Reserve Event, the borrower is required to deposit $6.0 million (“Broadcom Springing Reserve Deposit“) into the Broadcom Springing Reserve account. With regard to clauses (i) and (ii) above, provided no event of default has occurred or is continuing, the Broadcom Springing Reserve Deposit may be accumulated by a combination of early termination fees and all excess cash flow being deposited into the Broadcom Springing Reserve account. The borrower is required to deposit any remaining difference by the date Broadcom vacates. In the event that the borrower fails to complete any portion of the required Broadcom Springing Reserve Deposit, the loan will become recourse for a portion of the debt in an amount equal to the lesser of (a) the amount of the required Broadcom Springing Reserve Deposit or (b) the total outstanding debt. The Broadcom Springing Reserve Deposit will be allocated as follows: $1.5 million is designated for debt service payments and $4.5 million ($22.50 per square foot) is designated for tenant improvement and leasing commission expenses.
Following the death or incompetency of the sponsor Robert A. Day, if the remaining guarantor does not have a minimum liquidity of $6.0 million, the borrower is required to deposit an amount equal to or deliver a letter of credit equal to the difference between the guarantor’s liquidity and $6.0 million (“Supplemental Liquidity Reserve“).
Lockbox and Cash Management. Upon the occurrence of a Cash Trap Event Period (as defined below), the borrower is required to establish a lender-controlled lockbox account into which the borrower will cause all rents to be deposited directly. During a Cash Trap Event Period, all excess funds on deposit in the lockbox are swept to a lender-controlled cash flow subaccount.
A “Cash Trap Event Period“ will commence upon the earlier of (i) the occurrence and continuance of an event of default; or (ii) a Broadcom Springing Reserve Event. A Cash Trap Event Period will end, with regard to clause (i), upon the cure of such event of
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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BROADCOM BUILDING |
default; and with regard to clause (ii), upon (A) the aggregate amount in the Broadcom Springing Reserve being equal to $6.0 million or (B) the borrower delivering evidence that the Broadcom space is being leased to an acceptable replacement tenant that is in occupancy, open for business and paying full, unabated rent.
Property Management. The Broadcom Building Property is managed by an affiliate of the borrower.
Assumption. The borrower has a two-time right to transfer the Broadcom Building Property, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; (ii) the Broadcom Springing Reserve Deposit has been completed; (iii) execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iv) if requested by the lender, rating agency confirmation from Fitch, KBRA and Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Right of First Offer. Broadcom has a right of first offer (“ROFO“) to purchase the Broadcom Building Property. The ROFO is not extinguished by a foreclosure of the Broadcom Building Property; however, the ROFO does not apply to a foreclosure or deed-in-lieu thereof.
Partial Release. Not Permitted.
Real Estate Substitution. Not Permitted.
Subordinate and Mezzanine Indebtedness. Not permitted.
Ground Lease. None.
Terrorism Insurance. The loan documents require that the “all risk“ insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Broadcom Building Property. The loan documents also require business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.
Earthquake Insurance. The loan documents do not require earthquake insurance. The seismic report indicated a probable maximum loss of 16.0%.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ALOFT HOUSTON BY THE GALLERIA |
![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img012_v1.jpg)
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![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img013_v1.jpg)
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No. 5 – Aloft Houston by the Galleria | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | SPREF | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Hospitality | ||||
Original Principal Balance: | $32,650,000 | Specific Property Type: | Limited Service | ||||
Cut-off Date Principal Balance: | $32,650,000 | Location: | Houston, TX | ||||
% of Initial Pool Balance: | 3.4% | Size: | 152 Rooms | ||||
Loan Purpose: | Acquisition | Cut-off Date Principal Balance Per Room: | $214,803 | ||||
Borrower Name: | NYTX Hospitality LLC | Year Built/Renovated: | 2009/NAP | ||||
Sponsors(1): | Various | Title Vesting: | Fee | ||||
Mortgage Rate: | 4.608% | Property Manager: | Merritt Hospitality LLC | ||||
Note Date: | December 22, 2014 | 3rd Most Recent Occupancy (As of): | NAV | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 83.6% (T9 12/31/2012) | ||||
Maturity Date: | January 6, 2025 | Most Recent Occupancy (As of): | 80.5% (12/31/2013) | ||||
IO Period: | 24 months | Current Occupancy (As of): | 79.5% (9/30/2014) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 1 month | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI (As of)(3): | $1,820,756 (T9 12/31/2012) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(3): | $3,279,643 (12/31/2013) | ||||
Call Protection: | L(25),D(91),O(4) | Most Recent NOI (As of): | $3,782,744 (TTM 9/30/2014) | ||||
Lockbox Type: | Springing (With Established Account) | ||||||
Additional Debt: | None | ||||||
Additional Debt Type: | NAP | ||||||
U/W Revenues: | $8,105,986 | ||||||
U/W Expenses: | $4,434,292 | ||||||
U/W NOI: | $3,671,694 | ||||||
U/W NCF: | $3,347,455 | ||||||
U/W NOI DSCR: | 1.83x | ||||||
Escrows and Reserves(2): | U/W NCF DSCR: | 1.67x | |||||
U/W NOI Debt Yield: | 11.2% | ||||||
U/W NCF Debt Yield: | 10.3% | ||||||
Type: | Initial | Monthly | Cap (If Any) | As-Renovated Appraised Value(4): | $44,800,000 | ||
Taxes | $0 | Springing | NAP | As-Renovated Appraisal Valuation Date(4): | July 1, 2015 | ||
Insurance | $0 | Springing | NAP | Cut-off Date LTV Ratio(4): | 72.9% | ||
FF&E Reserve | $1,100,000 | $27,020 | NAP | LTV Ratio at Maturity or ARD(4): | 62.4% | ||
(1) | See “The Sponsors” section. |
(2) | See “Escrows” section. |
(3) | See “Cash Flow Analysis” section. The 2012 financials include only 266 days of operation. |
(4) | The appraiser concluded to an “as-is” appraised value of $42,300,000. The Cut-off Date LTV Ratio based on the “as-is” value is 77.2% and the LTV Ratio at Maturity is 66.1%. |
The Mortgage Loan. The mortgage loan (the “Aloft Houston by the Galleria Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest in a limited-service hotel located in Houston, Texas (the “Aloft Houston by the Galleria Property”). The Aloft Houston by the Galleria Mortgage Loan was originated on December 22, 2014 by Silverpeak Real Estate Finance LLC. The Aloft Houston by the Galleria Mortgage Loan had an original principal balance of $32,650,000, has an outstanding principal balance as of the Cut-off Date of $32,650,000 and accrues interest at an interest rate of 4.608% per annum. The Aloft Houston by the Galleria Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest-only payments for the first 24 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Aloft Houston by the Galleria Mortgage Loan matures on January 6, 2025.
Following the lockout period, the borrower has the right to defease the Aloft Houston by the Galleria Mortgage Loan in whole, but not in part, on any date before October 6, 2024. In addition, the Aloft Houston by the Galleria Mortgage Loan is prepayable without penalty on or after October 6, 2024.
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Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $32,650,000 | 76.6 | % | Purchase price | $40,500,000 | 95.1 | % | |||
Sponsor’s new cash contribution | 9,954,662 | 23.4 | Reserves | 1,100,000 | 2.6 | |||||
Closing costs | 1,004,662 | 2.4 | ||||||||
Total Sources | $42,604,662 | 100.0 | % | Total Uses | $42,604,662 | 100.0 | % |
The Property. The Aloft Houston by the Galleria Property is a 152-room, 10-story, limited-service hotel located in Houston, Texas, adjacent to the Houston Galleria, a 2.4 million square foot mixed-use facility and tourist destination that comprises a super regional mall, inclusive of approximately 400 stores and restaurants, and three office towers. The Aloft Houston by the Galleria Property was constructed in 2009 and features 117 king bed guest rooms and 35 double-queen bed guest rooms. Guestrooms feature a desk with a chair, built-in bedside tables, and a wall-mounted, 32-inch flat-panel television, high-speed Internet access and a glass-enclosed, walk-in shower. Amenities at the Aloft Houston by the Galleria Property include a 25-seat restaurant and lounge, grab-and-go snack bar, approximately 500 square feet of meeting space, indoor pool, fitness center, lobby workstations, gift shop, and vending areas. The lounge, known as the “w xyz” bar is open each evening and serves dinner. The hotel also features an indoor pool and outdoor sundeck adjacent to the lobby. There is a $1.1 million upfront FF&E reserve for near-term renovations, which will primarily be used to provide upgrades to lifestyle areas and soft goods. Soft good renovations are expected to include architectural finishes, decorative lighting, flooring, and soft goods in guestrooms and public areas as well as items specific to the Aloft brand. The renovations are expected to be completed December 2016. Parking is provided by a five story garage structure, which is part of the collateral for the Aloft Houston by the Galleria Mortgage Loan, and provides guest and valet parking for 290 vehicles. The franchise agreement with The Sheraton LLC (Starwood) expires in December 2034.
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the Aloft Houston by the Galleria Property:
Cash Flow Analysis
T9 12/31/2012(1)(2) | 2013(2) | TTM 9/30/2014 | U/W | U/W $ per Room | |||||||
Occupancy | 83.6% | 80.5% | 79.5% | 79.5% | |||||||
ADR | $128.95 | $153.14 | $166.00 | $166.00 | |||||||
RevPAR | $107.83 | $123.28 | $131.94 | $131.94 | |||||||
Total Revenue | $4,927,414 | $7,609,699 | $8,105,924 | $8,105,986 | $53,329 | ||||||
Total Department Expenses | 1,319,917 | 1,819,447 | 1,789,046 | 1,789,058 | 11,770 | ||||||
Gross Operating Profit | $3,607,497 | $5,790,252 | $6,316,878 | $6,316,928 | $41,559 | ||||||
Total Undistributed Expenses | 1,352,366 | 1,971,338 | 2,045,502 | 2,044,398 | 13,450 | ||||||
Profit Before Fixed Charges | $2,255,131 | $3,818,914 | $4,271,376 | $4,272,530 | $28,109 | ||||||
Total Fixed Charges | 434,375 | 539,271 | 488,632 | 600,836 | 3,953 | ||||||
Net Operating Income | $1,820,756 | $3,279,643 | $3,782,744 | $3,671,694 | $24,156 | ||||||
FF&E | 0 | 0 | 0 | 324,239 | 2,133 | ||||||
Net Cash Flow | $1,820,756 | $3,279,643 | $3,782,744 | $3,347,455 | $22,023 | ||||||
NOI DSCR | 0.91x | 1.63x | 1.88x | 1.83x | |||||||
NCF DSCR | 0.91x | 1.63x | 1.88x | 1.67x | |||||||
NOI DY | 5.6% | 10.0% | 11.6% | 11.2% | |||||||
NCF DY | 5.6% | 10.0% | 11.6% | 10.3% |
(1) | 2012 revenue and occupancy includes only 266 days of operation. The borrower was unable to obtain a full year of operating statements for 2012 or prior. Annualized 2012 Net Cash Flow is $2,505,251. |
(2) | The increase in ADR, RevPAR and Net Operating Income from 2012 to 2013 was due to the Aloft Houston by the Galleria Property’s continued stabilization since opening in the third quarter of 2009. |
Appraisal. As of the appraisal valuation date of October 23, 2014, the Aloft Houston by the Galleria Property had an “as-is” appraised value of $42,300,000 and an “as renovated” value of $44,800,000, as of July 1, 2015, which assumes certain capital improvements will be completed.
Environmental Matters. According to the Phase I environmental site assessment dated November 5, 2014, there was no evidence of any recognized environmental conditions at the Aloft Houston by the Galleria Property.
Market Overview and Competition. The Aloft Houston by the Galleria Property is located in Houston, Texas, at the intersection of Westheimer Road and Yorktown Street. Primary vehicular access to the Aloft Houston by the Galleria Property is provided via Yorktown Street, while access is also available from Westheimer Road. Westheimer Road connects to Interstate 610, also known as Loop 610, which is a freeway that circles around the inner-city portion of Houston. The Aloft Houston by the Galleria Property is located in the Uptown District of Houston, adjacent to the Houston Galleria super regional mall. The surrounding neighborhood is
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ALOFT HOUSTON BY THE GALLERIA |
characterized by restaurants, hotels, office buildings and high-end retail shopping centers along the primary thoroughfares, with residential areas located along the secondary roadways. The Houston Galleria attracts over 24 million visitors from around the world each year. The Houston Galleria features approximately 2.4 million square feet of retail space, making it the largest shopping mall in Texas and the eighth largest in the United States. The Houston Galleria contains approximately 400 retail stores and restaurants, including major retailers such as a Neiman Marcus, Nordstrom, Saks Fifth Avenue, and Macy’s. The Houston Galleria is also home to a 20,000-square-foot ice-skating facility, two Westin Hotels, three office towers, and The Galleria Tennis & Athletic Club.
According to the appraiser, Houston is experiencing a period of economic strength and expansion, led by the energy and healthcare sector. Furthermore, many of the corporations or institutions that support the Houston Galleria submarket, such as PricewaterhouseCoopers, Accenture, Deloitte, Universal American, Frost Bank, BBVA Compass, and Bank of America, are multinational entities working with a number of different clients. According to a third party market research report, as of the second quarter of 2014, the Galleria / West Loop North submarket had 26.9 million square feet of office space within 137 buildings, the second largest office submarket in Houston.
Room demand in the Houston market is driven by corporate demand, a result of growth in the energy and healthcare industries, corporate demand is driven by the presence of domestic and multinational corporations. Demand segmentation at the Aloft Houston by the Galleria Property is 80.0% commercial, 10.0% group, and 10.0% leisure, while the overall market is 71.0% commercial, 17.0% group, and 13.0% leisure. Commercial customers comprise 80.0% of the total accommodated demand and consist mainly of individual business people passing through the market or visiting area businesses, in addition to high-volume corporate accounts generated by local firms. According to a local Houston business trade group, 66 of the world’s 100 largest non-United States-based corporations have operations in Houston.
The following table presents certain information relating to the Aloft Houston by the Galleria Property’s competitive set:
Subject and Market Historical Occupancy, ADR and RevPAR(1)
Competitive Set | Aloft Houston | Penetration Factor | ||||||||||||||||
Year | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | |||||||||
9/30/2014 TTM | 75.8% | $157.22 | $119.25 | 79.5% | $166.00 | $131.93 | 104.9% | 105.6% | 110.6% | |||||||||
9/30/2013 TTM | 75.5% | $144.06 | $108.77 | 81.5% | $144.81 | $118.05 | 107.9% | 100.5% | 108.5% | |||||||||
9/30/2012 TTM | 75.5% | $132.29 | $99.85 | 82.6% | $124.26 | $102.66 | 109.4% | 93.9% | 102.8% |
(1) | Information obtained from a third party hospitality report dated October 17, 2014. The competitive set includes the following hotels: Hampton Inn Houston near the Galleria, Embassy Suites Houston near the Galleria, Sheraton Hotel Suites Galleria, Sonesta ES Suites Houston, Hotel Indigo Houston @ the Galleria, Hilton Garden Inn Houston Galleria Area, and Courtyard Houston by the Galleria. |
The Borrower. The borrower is NYTX Hospitality LLC, a Delaware limited liability company and single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Aloft Houston by the Galleria Mortgage Loan. Lawrence A. Levine, Charles R. Feinbloom and, Burt M. Levine are the guarantors of certain nonrecourse carveouts under the Aloft Houston by the Galleria Mortgage Loan.
The Sponsors. The sponsors for the Aloft Houston by the Galleria Mortgage Loan are Lawrence Levine, Charles Feinbloom, Burt Levine and Adam Levine. The sponsors currently own, operate, or develop more than 800 hotel rooms and one million square feet of office space in New York and Texas.
Escrows. The loan documents provide for upfront escrows in the amount of $1,100,000 for FF&E reserves, which will be released to perform lender approved capital expenditures in accordance with the franchise agreement. The loan documents provide for ongoing monthly reserves in the amount of $44,931 for real estate taxes, $6,350 for insurance premiums and FF&E reserves in an amount initially equal to one-twelfth of the greater of (i) 4.0% of the gross receipts for the Aloft Houston by the Galleria Property based on the rents collected for the prior calendar year, and (ii) the amount required pursuant to the hotel franchise agreement (initially $27,020 per month).
The loan documents do not require monthly escrows for taxes provided (i) no event of default has occurred and is continuing under the property management agreement, (ii) the property manager is reserving for taxes and payments are made to the taxing authority in a timely manner and in accordance with the management agreement and (iii) the lender has received evidence of timely payment of such taxes. The loan documents do not require monthly escrows for insurance provided that (i) the borrower and the property manager are maintaining insurance policies in accordance with the terms of the property management agreement and the loan agreement and payments are made in a timely manner, (ii) no event of default has occurred and is continuing under the property management agreement, and (iii) the borrower provides the lender with evidence of renewal of the insurance policies and timely proof of payment of the insurance premiums.
The loan documents provide that the borrower’s obligation to make monthly deposits for FF&E shall be suspended so long as: (i) the property management agreement with Merritt Hospitality, LLC has not been terminated and is otherwise in full force and effect, (ii) the property manager is making deposits into the reserve (as defined in the property management agreement) in an amount at least equal to the amount required to be funded by the borrower pursuant to the loan documents, and (iii) no event of default has occurred and is continuing and (iv) the lender receives timely monthly reports of the reserve, balance.
Lockbox and Cash Management. Upon the occurrence of (i) termination of Merritt Hospitality, LLC as property manager or (ii) a Cash Trap Event Period (as defined below), the loan documents require that the borrower or property manager cause all receipts
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payable with respect to the Aloft Houston by the Galleria Property to be deposited directly into such lender-controlled cash management account. During a Cash Trap Event Period, all excess funds on deposit in the cash management account are swept to a lender-controlled subaccount on a monthly basis.
A “Cash Trap Event Period” will commence upon the earlier of: (i) the occurrence and continuance of an event of default, (ii) an affiliated property manager to the borrower becoming bankrupt or insolvent, or (iii) the amortizing debt service coverage ratio being less than 1.20x at the end of any calendar month based on the trailing 12-month operating period. A Cash Trap Event Period will end: with regard to clause (i), upon the cure of such event of default; with regard to clause (ii), if the affiliated property manager has emerged from bankruptcy or insolvency, has assumed the obligations under any applicable management agreement and has remained out of bankruptcy and in compliance with such management agreement for two consecutive calendar quarters, and with regard to clause (iii) upon the amortizing debt service coverage ratio being equal to or greater than 1.20x for two consecutive calendar quarters.
Property Management. Aloft Houston by the Galleria is managed by Merritt Hospitality LLC, an affiliate of HEI Hotels & Resorts.
Assumption. The borrower has the right to transfer the Aloft Houston by the Galleria Property provided that certain conditions are satisfied, including, without limitation, (i) no default or event of default has occurred and is continuing; (ii) the lender determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience and financial strength, (iii) the lender has received confirmation from Fitch, KBRA, and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates, and (iv) the lender receives evidence satisfactory to the lender that the franchisor has consented to the transfer and the proposed transferee.
Partial Release. Not permitted.
Subordinate and Mezzanine Indebtedness. Not permitted.
Ground Lease. None.
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Aloft Houston by the Galleria Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.
Windstorm Insurance. The loan documents require windstorm insurance covering the full replacement cost of the Aloft Houston by the Galleria Property during the loan term. At the time of closing, the Aloft Houston by the Galleria Property had insurance coverage for windstorm.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 6 – Dorel Apartments | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Well Fargo Bank, National Association | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Multifamily | ||||
Original Principal Balance: | $30,000,000 | Specific Property Type: | Garden | ||||
Cut-off Date Principal Balance: | $30,000,000 | Location: | Laredo, TX | ||||
% of Initial Pool Balance: | 3.1% | Size: | 424 Units | ||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per Unit(4): | $70,755 | ||||
Borrower Name: | Dorel Laredo Holdings II, LLC | Year Built/Renovated: | 2010/2013 | ||||
Sponsors(1): | Various | Title Vesting: | Fee | ||||
Mortgage Rate: | 3.730% | Property Manager: | Self-managed | ||||
Note Date: | January 15, 2015 | 3rd Most Recent Occupancy (As of)(5): | 78.5% (12/31/2011) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of)(5): | 95.1% (12/31/2012) | ||||
Maturity Date: | February 11, 2020 | Most Recent Occupancy (As of)(5): | 76.4% (12/31/2013) | ||||
IO Period: | None | Current Occupancy (As of)(5): | 86.6% (11/18/2014) | ||||
Loan Term (Original): | 60 months | ||||||
Seasoning: | 0 months | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI (As of)(6): | $1,682,669 (12/31/2012) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(6): | $2,381,511 (12/31/2013) | ||||
Call Protection: | L(24),D(32),O(4) | Most Recent NOI (As of)(6): | $2,781,075 (T7 Annualized 10/31/2014) | ||||
Lockbox Type: | Soft/Springing Cash Management | ||||||
Additional Debt(2): | Yes | U/W Revenues: | $4,562,530 | ||||
Additional Debt Type(2): | Future Mezzanine | U/W Expenses: | $1,884,341 | ||||
U/W NOI: | $2,678,189 | ||||||
U/W NCF: | $2,567,729 | ||||||
U/W NOI DSCR: | 1.61x | ||||||
U/W NCF DSCR: | 1.54x | ||||||
Escrows and Reserves(3): | U/W NOI Debt Yield: | 8.9% | |||||
U/W NCF Debt Yield: | 8.6% | ||||||
Type: | Initial | Monthly | Cap (If Any) | As-Is Appraised Value: | $48,700,000 | ||
Taxes | $59,375 | $59,372 | NAP | As-Is Appraisal Valuation Date: | October 29, 2014 | ||
Insurance | $29,992 | NAP | Cut-off Date LTV Ratio: | 61.6% | |||
Replacement Reserves | $9,185 | $9,185 | NAP | LTV Ratio at Maturity or ARD: | 55.6% | ||
(1) | See “Sponsors” section. |
(2) | See “Subordinate and Mezzanine Indebtedness” section. |
(3) | See “Escrows” section. |
(4) | Represents the Cut-off Date Principal Balance for the 424 apartment units only. The Dorel Apartments Property also includes a 19,097 square foot Tractor Supply store with an allocated loan balance of $2,500,000, which results in an allocated Cut-off Date Principal Balance per square foot of $131. The multifamily component has an allocated loan balance of $27,500,000, which results in an allocated Cut-off Date Principal Balance per unit of $64,858. |
(5) | See “Historical Occupancy” section. The occupancy represents only the multifamily component. The occupancy based on the total square footage at the Dorel Apartments Property was 86.4% as of November 18, 2014. |
(6) | See “Cash Flow Analysis” section. |
The Mortgage Loan. The mortgage loan (the “Dorel Apartments Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering a 424 unit garden-style multifamily property, a 19,097 square foot Tractor Supply store and a 3,200 square foot day care facility located in Laredo, Texas (the “Dorel Apartments Property”). The Dorel Apartments Mortgage Loan was originated on January 15, 2015 by Wells Fargo Bank, National Association. The Dorel Apartments Mortgage Loan had an original principal balance of $30,000,000, has an outstanding principal balance as of the Cut-off Date of $30,000,000 and accrues interest at an interest rate of 3.730% per annum. The Dorel Apartments Mortgage Loan had an initial term of 60 months, has a remaining term of 60 months as of the Cut-off Date and requires payments of principal and interest based on a 30-year amortization schedule. The Dorel Apartments Mortgage Loan matures on February 11, 2020.
Following the lockout period, the borrower has the right to defease the Dorel Apartments Mortgage Loan in whole, or in part (see “Partial Release” section), on any date before November 11, 2019. In addition, the Dorel Apartments Mortgage Loan is prepayable without penalty on or after November 11, 2019.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $30,000,000 | 99.2 | % | Loan payoff(1) | $29,325,884 | 97.0 | % | |||
Sponsor’s new cash contribution | 228,992 | 0.8 | Reserves | 98,552 | 0.3 | |||||
Closing costs | 804,556 | 2.7 | ||||||||
Total Sources | $30,228,992 | 100.0 | % | Total Uses | $30,228,992 | 100.0 | % |
(1) | The Dorel Apartments Mortgage Loan is refinancing an existing Wells Fargo Bank, National Association balance sheet loan. |
The Property. The multifamily component of the Dorel Apartments Property consists of a 424-unit garden style multifamily property located in Laredo, Texas, which is situated on a 22.8 acre site within the contiguous 34.4 acre site owned by the sponsors. The Dorel Apartments Property consists of two and three-story garden units that include 161 one-bedroom units, 240 two-bedroom units and 23 three-bedroom units all situated within 20 buildings (“Apartments”). Additionally, the Dorel Apartments Property includes a 19,097 square foot building leased to Tractor Supply Company (“Tractor Supply”) with a lease expiration of August 31, 2026 and a building leased to A Child’s Imagination, Inc., a 3,200 square foot day care facility, leased through March 31, 2016. Tractor Supply has an annual rental rate of $240,000 ($12.57 per square foot) and A Child’s Imagination, Inc. has an annual rental rate of $51,140 ($15.98 per square foot). The Dorel Apartments Property was constructed in three phases: phase I was built in 2010 and consists of 100 units; phase II, which consists of 100 units and the day care facility, was constructed in 2011; and phase III was constructed in 2012 and 2013 and consists of 224 units. The borrower developed all three phases of the Dorel Apartments Property and reports a total cost of construction of $46.7 million. Common area amenities include on-site management, club house, grilling area, two fitness centers and three pool areas. The Dorel Apartments Property contains 731 surface parking spaces, reflecting an overall parking ratio of 1.7 spaces per unit. As of November 18, 2014, the Dorel Apartments Property was 86.6% occupied.
The following table presents certain information relating to the Dorel Apartments Property:
Property Name | Allocated Cut-off Date Principal Balance | % of Portfolio Cut-off Date Principal Balance | Allocated Appraised Value | Cut-off Date LTV Ratio | Current Occupancy | No. of Units/SF | Loan per Unit/SF | ||||||||||||
Apartments(1) | $27,500,000 | 91.7 | % | $45,300,000 | (1) | 60.7% | (1) | 86.6 | % | 424 | $64,858 | ||||||||
Tractor Supply | $2,500,000 | 8.3 | % | $3,400,000 | 73.5 | % | 100.0 | % | 19,097 | $131 | |||||||||
Total/Weighted Average | $30,000,000 | 100.0 | % | $48,700,000 | 61.6 | % |
(1) | The 3,200 square foot day care facility is included in the multifamily component. |
The following table presents certain information relating to the unit mix of the Dorel Apartments Property:
Unit Mix Summary(1)(2)
Unit Type | No. of Units | % of Total Units | Average Unit Size (SF) | Average U/W Monthly Rent per Unit |
1 Bedroom | 161 | 38.0% | $763 | |
2 Bedroom | 240 | 56.6% | 957 | $984 |
3 Bedroom | 23 | 5.4% | 1,162 | $1,178 |
Total/Weighted Average | 100.0% | 852 | $911 |
(1) | Information obtained from the underwritten rent roll. |
(2) | The Unit Mix Summary excludes the Tractor Supply and the day care facility. |
The following table presents historical occupancy percentages at the Dorel Apartments Property:
Historical Occupancy(1)
12/31/2011(2)(3) | 12/31/2012(2)(4) | 12/31/2013(2)(5) | 11/18/2014(6) | |||
78.5% | 95.1% | 76.4% | 86.6% |
(1) | The Historical Occupancy excludes the Tractor Supply and the day care facility. |
(2) | Information obtained from the borrower. |
(3) | Occupancy is calculated based on only the phase I & II units that were complete as of December 31, 2011. Phase II units began coming on-line between July and December 2011. |
(4) | Occupancy is calculated based on only phase I, II and a portion of phase III units that were complete as of December 31, 2012. Phase III units began coming on-line in October and were completed in December 2013. |
(5) | Occupancy is calculated based on the phase, I, II and III units with the phase III construction completed in December 2013. |
(6) | Information obtained from the underwritten rent roll. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Dorel Apartments Property:
Cash Flow Analysis
2012(1) | 2013(2) | T7 Annualized 10/31/2014(3) | U/W | U/W $ per Unit | ||||||||||||
Base Rent | $2,201,418 | (4) | $3,454,895 | (4) | (4) | $4,007,340 | $9,451 | |||||||||
Grossed Up Vacant Space | 0 | 0 | 625,320 | 1,475 | ||||||||||||
Concessions | (46,085) | ) | ) | (201,872 | ) | (476 | ) | |||||||||
Other Income | 543,244 | 768,084 | (5) | 1,812 | ||||||||||||
Less Vacancy & Credit Loss | (97,240 | ) | (259,138 | ) | (687,495 | ) | (636,342 | )(6) | (1,501 | ) | ||||||
Effective Gross Income | $2,601,337 | $3,829,569 | $4,492,270 | $4,562,530 | $10,761 | |||||||||||
Total Operating Expenses | $918,668 | $1,448,058 | $1,884,341 | |||||||||||||
Net Operating Income | $1,682,669 | $2,381,511 | $2,781,075 | $2,678,189 | $6,316 | |||||||||||
Capital Expenditures | 0 | 0 | 0 | 110,459 | 261 | |||||||||||
Net Cash Flow | $1,682,669 | $2,567,729 | $6,056 | |||||||||||||
NOI DSCR | 1.01x | 1.43x | 1.67x | 1.61x | ||||||||||||
NCF DSCR | 1.01x | 1.43x | 1.67x | 1.54x | ||||||||||||
NOI DY | 5.6% | 7.9% | 9.3% | 8.9% | ||||||||||||
NCF DY | 5.6% | 7.9% | 9.3% | 8.6% |
(1) | 2012 cash flow primarily represents the 200 units from phases I and II, with 64 units from phase III completed and coming on-line in October, November and December 2012. |
(2) | 2013 cash flow primarily represents the 200 units from phases I and II and a portion of phase III, which was completed in December 2013. 160 phase III units were completed in 2013 with the final 68 units coming on-line in November and December 2013. |
(3) | Trailing-twelve month October 31, 2014 Net Operating Income is $2,367,113. The trailing-seven month annualized October 31, 2014 (April through October) historical statement is presented as occupancy reached 87.0% as of April 2014 and this period reflects seven months of operations at greater than 87.0% occupancy. |
(4) | Historical Base Rent includes the grossed up rent of vacant units, however historical operating statements did not breakout exact figures. |
(5) | Other Income was underwritten based on the trailing three-months annualized ending October 31, 2014 and also includes $240,000 from the Tractor Supply lease and $51,140 from the A Child’s Imagination, Inc. lease. |
(6) | The underwritten economic vacancy is 13.7%. The Dorel Apartments Property was 86.6% physically occupied as of November 18, 2014, based on the multifamily component. |
Appraisal. As of the appraisal valuation date of October 29, 2014, the Dorel Apartments Property had an “as-is” appraised value of $48,700,000.
Environmental Matters. According to a Phase I environmental assessment dated November 3, 2014, there was no evidence of any recognized environmental conditions at the Dorel Apartments Property.
Market Overview and Competition. The Dorel Apartments Property is located in Laredo, Texas, which is located approximately 150 miles southwest of the San Antonio central business district (“CBD”) and is located along the United States / Mexico border. Laredo is located on the north bank of the Rio Grande River and is the only United States city to operate international bridges between two Mexican states. The neighborhood has recently experienced strong growth with the estimated population within a five-mile radius increasing approximately 33.3% from 2000 to 2014. The positive growth trend is expected to continue with the estimated population within the same five-mile radius anticipated to increase an additional 6.4% by 2019. The city of Laredo’s growth is further illustrated by the fact that, in 2013, Laredo’s United Independent School District passed a municipal bond totaling approximately $408.7 million to fund the development of 12 new schools and upgrades to the technology and security across the school district. In addition to the 14 new schools being built in Laredo, there are currently six elementary schools, two middle schools and one high school located within a five-mile radius of the Dorel Apartments Property.
One of the main area demand drivers in Laredo is the World Trade International Bridge. The bridge, which opened in 2004, caters solely to commercial traffic, eliminating the traffic congestion to the Juarez-Lincoln International Bridge at the terminus of Interstate 35, which provides direct access to the San Antonio CBD. The World Trade International Bridge is one of four vehicular bridges into Mexico, but the only bridge devoted strictly to commercial traffic. In 2013, the amount of goods passing through Laredo’s customs district grew to approximately $253.2 billion, which represented a 5.9% increase from 2012 and represents 6.6% of the total trade coming into and out of the United States. Laredo’s total exports were a record $112.4 billion, which ranked the customs district fifth nationally. The 2014 estimated population within a one-, three- and five-mile radii of the Dorel Apartments Property was 11,147, 88,727 and 180,870, respectively. The average household income within the same one-, three- and five-mile radii was $38,228, $40,383 and $40,514, respectively. According to the appraisal, the Dorel Apartments Property is located within the Laredo multifamily submarket, which reported an average occupancy of 94.7% and an average monthly rental rate of $768 per unit for the third quarter 2014. The appraisal identified a competitive set of five multifamily properties, which exhibit vacancy rates between 1.0% and 8.0%, with an average of approximately 5.0%.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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The following table presents certain information relating to some comparable multifamily properties for the Dorel Apartments Property:
Competitive Set(1)
Carmel Apartments | Cienega-Linda Apartments | Lago Del Mar | Shiloh Crossing Apartments | Windsor Place Apartments | ||
Location | Laredo, TX | Laredo, TX | Laredo, TX | Laredo, TX | Laredo, TX | Laredo, TX |
Distance to Subject | - | 10.5 miles | 8.6 miles | 8.8 miles | 8.5 miles | 10.9 miles |
Property Type | Garden | Garden | Garden | Garden | Garden | Garden |
Number of Units | 424 | 360 | 262 | 266 | 156 | 176 |
Average Rent (per unit) | $911 | $981 | $1,017 | $935 | $1,010 | $910 |
1 Bedroom | $763 | $854 | $919 | $842 | $855 | $751 |
2 Bedroom | $984 | $1,005 | $1,017 | $1,060 | $1,063 | $927 |
3 Bedroom | $1,178 | $1,154 | $1,167 | $1,239 | $1,210 | $1,097 |
Utilities | Not Incl. | Not Incl. | Not Incl. | Not Incl. | Not Incl. | Not Incl. |
Total Occupancy | 87% | 94% | 93% | 96% | 99% | 92% |
(1) | Information obtained from the appraisal. |
The Borrower. The borrower is Dorel Laredo Holdings II, LLC, a single purpose entity with one independent director. Jonathan Marcus, Arnold Marcus, David Schuss and Eric Schuss are the guarantors of certain nonrecourse carveouts under the Dorel Apartments Mortgage Loan.
The Sponsor. The sponsors are Jonathan Marcus, Arnold Marcus, David Schuss and Eric Schuss. Messrs. Marcus are principals of The Marcus Organization, Inc., a full service construction management and general contracting firm headquartered in New York. To date, The Marcus Organization, Inc. has constructed, developed and/or owned over 20.0 million square feet of commercial, industrial, institutional and retail projects valued in excess of $1.0 billion. Messrs. Schuss owned Bellco Health, a drug distributor, until 2007 when AmerisourceBergen purchased the company for $190.0 million.
Escrows. The loan documents provide for upfront escrows in the amount of $59,375 for real estate taxes, $29,992 for insurance and $9,185 for replacement reserves. The loan documents also provide for ongoing monthly reserves in the amount of $59,372 for taxes, $7,498 for insurance and $9,185 for replacement reserves.
Lockbox and Cash Management. The Dorel Apartments Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrower and property manager deposit all cash revenues and all other monies received into such lockbox account within two business day after receipt. Prior to a Cash Trap Event Period (as defined below), all funds on deposit in the lockbox account are swept to a borrower account. During a Cash Trap Event Period, the borrower and property manager will cause all rents to be deposited directly into the lockbox account, and all funds on deposit in the lockbox account will be swept to a lender-controlled cash management account on a daily basis.
A “Cash Trap Event Period” will commence (i) upon the occurrence and continuance of an event of default; or (ii) upon the amortizing debt service coverage ratio falling below 1.20x. A Cash Trap Event Period will end, with respect to clause (i), upon the cure of such event of default; and with respect to clause (ii), upon the date that the amortizing debt service coverage ratio is greater than 1.25x for two consecutive quarters.
Property Management. The Dorel Apartments Property is managed by an affiliate of the borrower.
Assumption. The borrower has a two-time right to transfer the Dorel Apartments Property, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; (ii) the execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iii) if requested by the lender, a rating agency confirmation from Fitch, KBRA and Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Partial Release. Following the lockout period, the borrower is permitted to partially release the Tractor Supply property in connection with a partial defeasance, subject to certain conditions, including (i) the principal balance is reduced by 110% of Tractor Supply’s allocated loan amount; (ii) the loan-to-value ratio of the Dorel Apartments Property is no greater than 73.0% following the release; (iii) the net cash flow debt yield of the Dorel Apartments Property is no less than 9.0% following the release; (iv) the lender receives a legal opinion that the release satisfies REMIC requirements; and (v) receipt of rating agency confirmation from Fitch, KBRA and Moody’s that the release will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Real Estate Substitution. Not permitted.
Subordinate and Mezzanine Indebtedness. At any time, the borrower has the right to incur mezzanine financing that is co-terminous with the Dorel Apartments Mortgage Loan from an approved mezzanine lender (as outlined in the loan documents) subject to the satisfaction of certain conditions, including (i) the execution of an intercreditor agreement in form and substance acceptable to the lender and each of Fitch, KBRA and Moody’s; (ii) the combined loan-to-value ratio is not greater than 75.0%; (iii) the combined
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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net cash flow debt yield is not less than 7.0%; and (iv) the receipt of rating agency confirmation from Fitch, KBRA and Moody’s that the mezzanine financing will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Ground Lease. None
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Dorel Apartments Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six month extended period of indemnity.
Windstorm Insurance: The loan documents require windstorm insurance covering the full replacement cost of the Dorel Apartments Property during the loan term. At the time of loan closing, the Dorel Apartments Property had insurance coverage for windstorm.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img017_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 7 – Roseville Square | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Liberty Island Group I LLC | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Retail | ||||
Original Principal Balance: | $28,000,000 | Specific Property Type: | Anchored | ||||
Cut-off Date Principal Balance: | $28,000,000 | Location: | Roseville, CA | ||||
% of Initial Pool Balance: | 2.9% | Size: | 218,309 SF | ||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per SF: | $128.26 | ||||
Borrower Name: | RSS Center, LLC | Year Built/Renovated: | 1962/2014 | ||||
Sponsor: | Gus Gianulias | Title Vesting: | Fee | ||||
Mortgage Rate: | 4.130% | Property Manager: | Self-managed | ||||
Note Date: | January 21, 2015 | 3rd Most Recent Occupancy (As of)(2): | 85.2% (12/31/2011) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of)(2): | 71.2% (12/31/2012) | ||||
Maturity Date: | February 1, 2025 | Most Recent Occupancy (As of): | 72.1% (12/31/2013) | ||||
IO Period: | 24 months | Current Occupancy (As of): | 74.1% (1/7/2015) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 0 months | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI (As of)(3): | $3,063,528 (12/31/2012) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(3): | $2,375,104 (12/31/2013) | ||||
Call Protection: | L(24),D(92),O(4) | Most Recent NOI (As of): | $2,363,639 (TTM 9/30/2014) | ||||
Lockbox Type: | Springing (With Established Account) | ||||||
Additional Debt: | None | ||||||
Additional Debt Type: | NAP | U/W Revenues: | $3,189,856 | ||||
U/W Expenses: | $728,698 | ||||||
U/W NOI: | $2,460,888 | ||||||
U/W NCF: | $2,295,020 | ||||||
Escrows and Reserve(1): | U/W NOI DSCR: | 1.51x | |||||
U/W NCF DSCR: | 1.41x | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NOI Debt Yield: | 8.8% | ||
Taxes | $0 | Springing | NAP | U/W NCF Debt Yield: | 8.2% | ||
Insurance | $0 | Springing | NAP | As-Is Appraised Value: | $42,000,000 | ||
Replacement Reserves | $4,180 | $4,180 | NAP | As-Is Appraisal Valuation Date: | December 17, 2014 | ||
TI/LC Reserve | $20,000 | $20,000 | $300,000 | Cut-off Date LTV Ratio: | 66.7% | ||
Smart & Final Reserve | $2,400,000 | $0 | NAP | LTV Ratio at Maturity or ARD: | 56.4% | ||
(1) | See “Escrows” section |
(2) | See “Historical Occupancy” section. |
(2) | See “Cash Flow Analysis” section |
The Mortgage Loan. The mortgage loan (the “Roseville Square Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest in an anchored retail property located in Roseville, California (the “Roseville Square Property”). The Roseville Square Mortgage Loan was originated on January 21, 2015 by Prudential Mortgage Capital Company. The Roseville Square Mortgage Loan had an original principal balance of $28,000,000, has an outstanding principal balance as of the Cut-off Date of $28,000,000 and accrues interest at an interest rate of 4.130% per annum. The Roseville Square Mortgage Loan had an initial term of 120 months, has a remaining term of 120 months as of the Cut-off Date and requires interest-only payments for the first 24 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Roseville Square Mortgage Loan matures on February 1, 2025.
Following the lockout period, the borrowers have the right to defease the Roseville Square Mortgage Loan in whole, but not in part, on any date before November 1, 2024. In addition, Roseville Square Mortgage Loan is prepayable without penalty on or after November 1, 2024.
Sources and Uses
Sources | Uses | ||||||||
Original loan amount | $28,000,000 | 100.0% | Loan payoff | $20,652,637 | 73.8 | % | |||
Reserves | 2,424,180 | 8.7 | |||||||
Closing costs | 4,923,183 | 17.6 | |||||||
Total Sources | $28,000,000 | 100.0% | Total Uses | $28,000,000 | 100.0 | % |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ROSEVILLE SQUARE |
The Property. The Roseville Square Property is an anchored retail property comprising approximately 218,309 square feet of rentable area within seven one-story buildings located in Roseville, California, approximately 17.9 miles northeast of Sacramento, California. The Roseville Square Property was built in 1962 and renovated in 2014. The Roseville Square Property is located at the intersection of Douglas Boulevard and Harding Boulevard, both of which are four-lane major arterials. The Roseville Square Property is anchored by Trader Joe’s, Sprouts (sub-leased from Grocery Outlet) and Rite Aid. The Roseville Square Property consists of seven parcels, two of which are ground leased from the borrower (AutoZone and a 76 Gas Station). Other national tenants at the Roseville Square Property include Starbucks, Subway, Bank of America and JPMorgan Chase. The Roseville Square Property contains 979 parking spaces, resulting in a parking ratio of 4.6 spaces per 1,000 square feet of rentable area. As of January 7, 2015, the Roseville Square Property was 74.1% occupied by 27 tenants.
The following table presents certain information relating to the tenancy at the Roseville Square Property:
Major Tenants
Tenant Name | Credit Rating (Fitch/Moody’s/ S&P)(1) | Tenant NRSF | % of NRSF | Annual U/W Base Rent PSF(2) | Annual U/W Base Rent(2) | % of Total Annual U/W Base Rent | Sales PSF(3) | Occupancy Costs(3) | Lease Expiration Date | |||
Major Tenants | ||||||||||||
Trader Joe’s | NR/NR/NR | 14,000 | 6.4% | $33.00 | $462,000 | 16.7% | NAV | NAV | 10/31/2017(4) | |||
Sprouts(5) | NR/NR/BB- | 30,133 | 13.8% | $12.00 | $361,596 | 13.1% | NAV | NAV | 5/31/2021(5) | |||
Rite Aid | BB/B2/B | 20,714 | 9.5% | $16.50 | $341,781 | 12.4% | NAV | NAV | 5/31/2027(6) | |||
Any Mountain Sports | NR/NR/NR | 13,020 | 6.0% | $11.00 | $143,220 | 5.2% | $97(7) | 11.3%(7) | 4/30/2022(8) | |||
JPMorgan Chase | A+/A3/A | 6,098 | 2.8% | $22.97 | $140,071 | 5.1% | NAV | NAV | 11/16/2020(9) | |||
Total Major Tenants | 83,965 | 38.5% | $17.25 | $1,448,668 | 52.4% | |||||||
Non-Major Tenants | 77,701 | 35.6% | $16.92 | $1,314,430 | 47.6% | |||||||
Occupied Collateral Total | 161,666 | 74.1% | $17.09 | $2,763,098 | 100.0% | |||||||
Vacant Space | 56,643 | 25.9% | ||||||||||
Collateral Total | 218,309(10) | 100.0% | ||||||||||
(1) | Certain ratings are those of the parent company whether or not the parent company guarantees the lease. |
(2) | Annual U/W Base Rent PSF and Annual U/W Base Rent include contractual rent steps through May 2015. |
(3) | Certain tenants are not required to report sales figures under their respective leases. |
(4) | Trader Joe’s has two, 10-year lease renewal options. |
(5) | Sprouts subleases its space to Grocery Outlet. The Annual U/W Base Rent PSF, Annual U/W Base Rent and Lease Expiration Date are based on the Sprouts lease terms. Grocery Outlet’s sublease is coterminous with the Sprouts’ lease and requires annual rent payments of $240,000. Sprouts has four, 5-year renewal options. Grocery Outlet, which is currently subleasing the Sprouts space, does not have the right to exercise any renewal options. |
(6) | Rite Aid has two, 10-year renewal options. |
(7) | Sales PSF and Occupancy Costs for Any Mountain Sports are based on 2013 sales. |
(8) | Any Mountain Sports has two, 5-year lease renewal options. Any Mountain Sports may terminate its lease by written notice no later than June 30, 2016 if the trailing-twelve month April 30, 2016 gross sales are equal to or less than $2,200,000. |
(9) | JPMorgan Chase has three, 5-year renewal options. |
(10) | Collateral Total square footage includes 7,500 square feet attributed to AutoZone which ground leases their space. No square footage was attributed to the 76 Gas Station. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ROSEVILLE SQUARE |
The following table presents certain information relating to the lease rollover schedule at the Roseville Square Property:
Lease Expiration Schedule(1)(2)
Year Ending December 31, | No. of Leases Expiring | Expiring NRSF | % of Total NRSF | Cumulative Expiring NRSF | Cumulative % of Total NRSF | Annual U/W Base Rent | Annual U/W Base Rent PSF(3) | |||||||
MTM | 1 | 13,874 | 6.4% | 13,874 | 6.4% | $60,000 | $4.32 | |||||||
2015 | 2 | 6,314 | 2.9% | 20,188 | 9.2% | $123,089 | $19.49 | |||||||
2016 | 8 | 20,555 | 9.4% | 40,743 | 18.7% | $495,165 | $24.09 | |||||||
2017 | 3 | 16,785 | 7.7% | 57,528 | 26.4% | $512,928 | $30.56 | |||||||
2018 | 1 | 900 | 0.4% | 58,428 | 26.8% | $33,626 | $37.36 | |||||||
2019 | 2 | 8,804 | 4.0% | 67,232 | 30.8% | $175,486 | $19.93 | |||||||
2020 | 2 | 7,185 | 3.3% | 74,417 | 34.1% | $168,116 | $23.40 | |||||||
2021 | 3 | 40,133 | 18.4% | 114,550 | 52.5% | $519,503 | $12.94 | |||||||
2022 | 1 | 13,020 | 6.0% | 127,570 | 58.4% | $143,220 | $11.00 | |||||||
2023 | 1 | 1,087 | 0.5% | 128,657 | 58.9% | $31,136 | $28.64 | |||||||
2024 | 0 | 0 | 0.0% | 128,657 | 58.9% | $0 | $0.00 | |||||||
2025 | 1 | 4,795 | 2.2% | 133,452 | 61.1% | $69,048 | $14.40 | |||||||
Thereafter | 2 | 28,214 | 12.9% | 161,666 | 74.1% | $431,781 | $15.30 | |||||||
Vacant | 0 | 56,643 | 25.9% | 218,309 | 100.0% | $0 | $0.00 | |||||||
Total/Weighted Average | 27 | 218,309 | 100.0% | $2,763,098 | $17.09 |
(1) | Information obtained from the underwritten rent roll. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule. |
(3) | The Annual U/W Base Rent PSF and Total/Weighted Average Annual U/W Base Rent PSF excludes vacant space. |
The following table presents historical occupancy percentages at the Roseville Square Property:
Historical Occupancy
12/31/2011(1)(2) | 12/31/2012(1)(2) | 12/31/2013(1) | 1/7/2015(3) | |||
85.2% | 71.2% | 72.1% | 74.1% |
(1) | Information obtained from the borrower. |
(2) | The decrease in occupancy from 2011 to 2012 is primarily due to two larger tenants vacating the Roseville Square Property. The borrower is currently in negotiations to replace 28,000 square feet of the vacant space, however, it was underwritten as vacant. A $2,400,000 reserve (the “Smart & Final Reserve”) was put in place by the lender in connection with this space. |
(3) | Information obtained from the underwritten rent roll. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ROSEVILLE SQUARE |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the Roseville Square Property:
Cash Flow Analysis
2012(1) | 2013(1) | TTM 9/30/2014 | U/W | U/W $ per SF | |||||||
Base Rent | $3,270,922 | $2,626,426 | $2,655,869 | $2,763,098(2) | $12.66 | ||||||
Grossed Up Vacant Space | 0 | 0 | 0 | 942,029 | 4.32 | ||||||
Total Reimbursables | 477,545 | 457,925 | 461,335 | 682,641 | 3.13 | ||||||
Other Income | 10,080 | 14,753 | 157 | 0 | 0.00 | ||||||
Less Vacancy & Credit Loss | 0 | 0 | 0 | (1,197,911)(3) | (5.49) | ||||||
Effective Gross Income | $3,758,547 | $3,099,104 | $3,117,362 | $3,189,856 | $14.61 | ||||||
Total Operating Expenses | $695,018 | $724,000 | $753,722 | $728,968 | $3.34 | ||||||
Net Operating Income | $3,063,528 | $2,375,104 | $2,363,639 | $2,460,888 | $11.27 | ||||||
TI/LC | 0 | 0 | 0 | 115,657 | 0.53 | ||||||
Reserves for Replacements | 0 | 0 | 0 | 50,211 | 0.23 | ||||||
Net Cash Flow | $3,063,528 | $2,375,104 | $2,363,639 | $2,295,020 | $10.51 | ||||||
NOI DSCR | 1.88x | 1.46x | 1.45x | 1.51x | |||||||
NCF DSCR | 1.88x | 1.46x | 1.45x | 1.41x | |||||||
NOI DY | 10.9% | 8.5% | 8.4% | 8.8% | |||||||
NCF DY | 10.9% | 8.5% | 8.4% | 8.2% |
(1) | The decrease in Net Operating Income from 2012 to 2013 is primarily due to two larger tenants vacating the Roseville Square Property. The borrower is currently in negotiations to replace 28,000 square feet of the vacated space. A $2,400,000 reserve (the “Smart & Final Reserve”) was put in place by the lender and will be released to the borrower upon satisfaction of certain conditions set forth in the loan agreement (see “Escrows” section). |
(2) | U/W Base Rent includes approximately $10,829 in contractual rent increases. |
(3) | The underwritten economic vacancy is 27.3%. The Roseville Square Property was 74.1% physically occupied as of January 7, 2015. |
Appraisal. As of the appraisal valuation date of December 17, 2014, the Roseville Square Property had an “as-is” appraised value of $42,000,000 and an “as-stabilized” value of $45,000,000.
Environmental Matters. According to a Phase I environmental report dated October 22, 2014, there was known contamination from the on-site gas station. The responsible party, Chevron, is remediating the site under direction from the Regional Water Quality Control Board. The environmental engineering recommended no further action for this issue.
Market Overview and Competition. The Roseville Square Property is located in the Sacramento, California metropolitan statistical area. Sacramento’s economy benefits from its geographic location near the Bay Area technology sector and California’s Central Valley area where food production is a major demand driver in the region. A network of highways connects Sacramento to the Bay Area and California’s Central Valley regions. These advantages enable the metropolitan area to attract investment from food producers and technology companies, the source of the large manufacturing job gains Sacramento posted in 2014. Factory payroll in Sacramento has risen by 3.4% since the start of 2014, while falling by 0.2% in the state of California over the same period. The top employers in the Sacramento metropolitan statistical area are the University of California Davis, Kaiser Permanente, Sutter Health Sacramento Sierra Region, Intel Corp., and Dignity Health.
The Roseville Square Property is located in the Roseville/Rocklin retail submarket, approximately 17.9 miles northeast of the Sacramento central business district. The 2014 estimated population within a three and five mile radius of the Roseville Square Property was approximately 105,961 and 279,668 respectively. In 2014, the median household income within the same three and five mile radii was approximately $60,305 and $64,379, respectively. According to the appraisal, daily traffic counts in 2012 were approximately 39,362 along Douglas Boulevard and approximately 20,699 along Harding Boulevard.
As of the third quarter of 2014, there was a total of approximately 14.2 million square feet of retail space located in the Roseville/Rocklin retail submarket. During the same period, the submarket exhibited a vacancy rate of 8.6% and experienced net absorption of approximately 75,190 square feet. The Roseville Square Property is classified as a community shopping center according to the appraisal. Neighborhood centers and community shopping centers exhibited vacancy rates of 11.2% and 5.6% respectively as of the third quarter of 2014. During the same period, the asking rent for neighborhood centers and community shopping centers were $20.20 per square foot and $23.76 per square foot, triple net, respectively.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ROSEVILLE SQUARE |
The following table presents certain information relating to some comparable retail properties provided in the appraisal for the Roseville Square Property:
Competitive Set(1)
Roseville Square (Subject) | Rivergate Shopping Center | Riverside Plaza II | Sierra Oaks Plaza | Laguna 99 Shopping Center | Taylor Shopping Center | |
Market | Roseville, CA | Rancho Cordova, CA | Sacramento, CA | Granite Bay, CA | Elk Grove, CA | Sacramento, CA |
Distance from Subject | -- | 10.1 miles | 25.4 miles | 3.1 miles | 26.6 miles | 12.5 miles |
Property Type | Shopping Center | Shopping Center | Shopping Center | Shopping Center | Shopping Center | Shopping Center |
Year Built/Renovated | 1962/2014 | 1976/2013 | 1979/NAP | 1987/NAP | 1991/NAP | 1980/2004 |
Anchors | Trader Joe’s, Sprouts, Rite Aid | Smart & Final Extra | Grocery Outlet | Wal-Mart | Wal-Mart | Wal-Mart |
Total GLA | 218,309 SF | 141,689 SF | 39,430 SF | 45,411 SF | 205,800 SF | 90,077 SF |
Total Occupancy | 74.1% | 74.0% | 100.0% | 100.0% | 100.0% | 87.0% |
(1) Information obtained from the appraisal.
The Borrowers. The borrower is RSS Center, LLC, a single member Delaware limited liability company. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Roseville Square Mortgage Loan. The sole member is Roseville Square, LLC, which is controlled and majority owned by Gus Gianulias and Julie M. Gianulias Family Revocable Trust. Gus Gianulias is the guarantor of certain nonrecourse carveouts under the Roseville Square Mortgage Loan.
The Sponsor. The sponsor is Gus Gianulias. Mr. Gianulias has 51 years of real estate development and management experience. Mr. Gianulias has managed/developed nine retail properties, four office buildings, one medical building, two office parks, an industrial rezone project, four master-planned communities, a winery, a golf course and a Hawaiian coffee plantation. Mr. Gianulias founded Gianulias Property Management Company in 1990, which manages over one million square feet of commercial, retail and office space.
Escrows. The borrower is only required to deposit real estate taxes and insurance reserves upon the occurrence and continuance of an event of default. The loan documents provide for upfront escrows in the amount of $4,180 for replacement reserves, $20,000 for tenant improvement and leasing commissions, and $2,400,000 for the Smart & Final reserve. The release requirements for the Smart & Final reserve are as follows: (i) the borrower delivers to the lender a signed lease with Smart & Final, or a replacement tenant satisfactory to the lender, with the following minimum lease terms: (a) lease term of no less than 15 years; (b) base rent of no less than $17.00 per square foot triple net; (c) net rentable area of no less than 25,000 square feet; (ii) such tenant is in occupancy, open for business and has commenced rent payments; (iii) all landlord delivery and build-out obligations under the lease have been satisfied; (iv) receipt of an estoppel from the tenant confirming clauses (ii) and (iii) above; (v) the Roseville Square Mortgage Loan has an amortizing debt service coverage ratio no less than 1.45x; and (vi) immediate repairs identified in the property condition report have been completed.
The loan documents provide for monthly escrows in the amount of $4,180 for replacement reserves and $20,000 for tenant improvements and leasing commissions for the first 24 months and $12,000 per month thereafter, subject to a cap of $300,000. If the Smart & Final lease has been executed and the tenant is in occupancy and has commenced full rent payments, then tenant improvements and leasing commissions reserve deposits will be suspended unless the amortizing debt service coverage ratio falls below 1.45x.
Lockbox and Cash Management. The Roseville Square Loan requires a lender-controlled lockbox account, which is already in place. Upon the occurrence and continuance of a Cash Management Period (as defined below), the borrower or property manager is required to cause all receipts payable with respect to the Roseville Square Property to be deposited directly into such lockbox account.
A “Cash Management Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default, (ii) the amortizing debt service coverage ratio being less than 1.20x at the end of any calendar month, (iii) a Trader Joe’s Trigger Event (as defined below) or a Grocery Outlet Trigger Event (as defined below). A Cash Management Period will be cured with regard to clause (i) when such event of default has been cured; with regard to clause (ii) when the amortizing debt service coverage ratio is greater than or equal to 1.25x for two prior consecutive calendar quarters; with regard to clause (iii), upon the occurrence of a Trader Joe’s Trigger Event Cure (as defined below); and with regard to clause (iv), upon the occurrence of a Grocery Outlet Trigger Event Cure (as defined below).
A “Trader Joe’s Trigger Event” is defined as (i) the date five calendar months prior to the expiration of the term of the Trader Joe’s lease or (ii) the date on which Trader Joe’s has vacated its space. A Trader Joe’s Trigger Event will end upon Trader Joe’s lease renewal or the space occupied by Trader Joe’s being fully released at no less than market rent for a term of at least five years and such tenant being in occupancy and commencing full rent payments (“Trader Joe’s Trigger Event Cure”).
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ROSEVILLE SQUARE |
A “Grocery Outlet Trigger Event” is defined as (i) the date five calendar months prior to the expiration of the term of the Grocery Outlet lease or (ii) the date on which Grocery Outlet has vacated its space. A Grocery Outlet Trigger Event will end upon Grocery Outlet lease renewal or the space occupied by Grocery Outlet being fully released at no less than market rent for a term of at least five years and such tenant being in occupancy and commencing full rent payments (“Grocery Outlet Trigger Event Cure”).
Property Management. The Roseville Square Property is managed by an affiliate of the borrower.
Assumption. The borrower has a two-time right to transfer the Roseville Square Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Right of First Refusal. AutoZone, which ground leases 7,500 square feet from the borrower, has a right of first refusal to purchase its respective space if at any time during the lease term the borrower receives a bona fide offer from a third party for the purchase of the Roseville Square Property that the borrower is otherwise willing to accept.
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Subordinate and Mezzanine Indebtedness. Not permitted.
Ground Lease. None
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Roseville Square Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event.
Earthquake Insurance. The loan documents do not require earthquake insurance. The seismic report indicated a probable maximum loss of 5.0%.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img019_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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![(MAP)](https://capedge.com/proxy/FWP/0001539497-15-000070/img020_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 8 – 44 Plaza | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Liberty Island Group I LLC | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Retail | ||||
Original Principal Balance: | $26,430,000 | Specific Property Type: | Anchored | ||||
Cut-off Date Principal Balance: | $26,430,000 | Location: | Poughkeepsie, NY | ||||
% of Initial Pool Balance: | 2.7% | Size: | 167,686 SF | ||||
Loan Purpose: | Acquisition | Cut-off Date Principal Balance Per SF(1): | $157.62 | ||||
Borrower Name: | Capstone Plaza 44 LLC | Year Built/Renovated: | 1972/2001 | ||||
Sponsors: | Mitchell D. Adelstein, Brad Gillman, Robert Freidberg | Title Vesting: | Fee | ||||
Mortgage Rate: | 4.310% | Property Manager: | Self-managed | ||||
Note Date: | December 31, 2014 | 3rd Most Recent Occupancy (As of): | 94.1% (12/31/2011) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 96.6% (12/31/2012) | ||||
Maturity Date: | January 1, 2025 | Most Recent Occupancy (As of): | 96.1% (12/31/2013) | ||||
IO Period: | 60 months | Current Occupancy (As of): | 96.1% (11/6/2014) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 1 month | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI (As of): | $2,135,628 (12/31/2012) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of): | $2,280,033 (12/31/2013) | ||||
Call Protection: | L(25),D(91),O(4) | Most Recent NOI (As of): | $2,350,650 (TTM 10/31/2014) | ||||
Lockbox Type: | Hard/Springing Cash Management | ||||||
Additional Debt(1): | Yes | ||||||
Additional Debt Type(1): | Mezzanine | U/W Revenues: | $3,866,636 | ||||
U/W Expenses: | $1,525,053 | ||||||
U/W NOI: | $2,341,582 | ||||||
U/W NCF: | $2,139,964 | ||||||
Escrows and Reserve(2): | U/W NOI DSCR(1): | 1.49x | |||||
U/W NCF DSCR(1): | 1.36x | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NOI Debt Yield(1): | 8.9% | ||
Taxes | $155,518 | $51,839 | NAP | U/W NCF Debt Yield(1): | 8.1% | ||
Insurance | $18,901 | $9,451 | NAP | As-Is Appraised Value: | $37,000,000 | ||
Replacement Reserves | $2,790 | $2,790 | $100,200 | As-Is Appraisal Valuation Date: | December 1, 2014 | ||
TI/LC Reserve | $14,000 | $14,000 | $840,000 | Cut-off Date LTV Ratio(1): | 71.4% | ||
Deferred Maintenance | $22,619 | $0 | NAP | LTV Ratio at Maturity or ARD(1): | 65.2% | ||
(1) | See “Subordinate and Mezzanine Indebtedness” section. The equity interest in the 44 Plaza Mortgage Loan borrower has been pledged to secure mezzanine indebtedness with a principal balance of $3,600,000 that accrues interest at an interest rate of 10.500% per annum and results in a combined Principal Balance Per SF of $179.08. All LTV, DSCR, Debt Yield and Cut-off date Principal Balance Per SF numbers shown in the chart above are based solely on the 44 Plaza Mortgage Loan. As of the Cut-off Date, the combined LTV Ratio is 81.2%, the combined U/W NCF DSCR is 1.09x, and the combined U/W NCF Debt Yield is 7.1%. |
(2) | See “Escrows” section. |
The Mortgage Loan. The mortgage loan (the “44 Plaza Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest in an anchored retail property located in Poughkeepsie, New York (the “44 Plaza Property”). The 44 Plaza Mortgage Loan was originated on December 31, 2014 by Prudential Mortgage Capital Company. The 44 Plaza Mortgage Loan had an original principal balance of $26,430,000, has an outstanding principal balance as of the Cut-off Date of $26,430,000 and accrues interest at an interest rate of 4.310% per annum. The 44 Plaza Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest-only payments for the first 60 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The 44 Plaza Mortgage Loan matures on January 1, 2025.
Following the lockout period, the borrowers have the right to defease the 44 Plaza Mortgage Loan in whole, but not in part, on any date before October 1, 2024. In addition, 44 Plaza Mortgage Loan is prepayable without penalty on or after October 1, 2024.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Sources and Uses
Sources | Uses | |||||||
Original loan amount | $26,430,000 | 75.5% | Purchase price | $34,250,000 | 97.9% | |||
Sponsor new cash contribution | 4,970,830 | 14.2 | Reserves | 213,828 | 0.6 | |||
Mezzanine loan amount | 3,600,000 | 10.3 | Closing costs | 537,002 | 1.5 | |||
Total Sources | $35,000,830 | 100.0% | Total Uses | $35,000,830 | 100.0% |
The Property. The 44 Plaza Property is an anchored retail property comprising 167,686 square feet of rentable area located in Poughkeepsie, New York. The 44 Plaza Property was built in 1972, renovated in 2001, and is comprised of seven buildings and 25 tenant suites. The 44 Plaza Property is anchored by an approximately 69,449 square foot Stop & Shop Supermarket. The 44 Plaza Property also includes inline tenant suites, two outparcels and a Stop & Shop gas station with six pumps. The 44 Plaza Property is located at the northeast corner of Burnett Boulevard and US Route 44, a major east-west thoroughfare. The 44 Plaza Property is served by the city of Poughkeepsie bus system and is a featured stop on the “Shoppers Special” bus route, with hourly stops Monday through Friday. The 44 Plaza Property contains 769 parking spaces, resulting in a parking ratio of 4.6 parking spaces per 1,000 square feet of rentable area. As of November 6, 2014, the 44 Plaza Property was 96.1% occupied by 22 tenants.
The following table presents certain information relating to the tenancy at the 44 Plaza Property:
Major Tenants
Tenant Name | Credit Rating (Fitch/Moody’s/ S&P)(1) | Tenant NRSF | % of NRSF | Annual U/W Base Rent PSF(2) | Annual U/W Base Rent(2) | % of Total Annual U/W Base Rent | Sales PSF | Occupancy Cost | Lease Expiration Date | ||||||
Major Tenants | |||||||||||||||
Stop & Shop Supermarket | NR/NR/NR | 69,449 | 41.4% | $21.47 | $1,491,070 | 58.0% | $619(3) | 4.6%(3) | 12/31/2020 | ||||||
Key Bank | A-/Baa1/BBB+ | 2,838 | 1.7% | $56.38 | $160,000 | 6.2% | NAV | NAV | 7/31/2028 | ||||||
Big Lots | NR/NR/BBB- | 32,640 | 19.5% | $4.63 | $151,123 | 5.9% | $121(4) | 7.7%(4) | 1/31/2017 | ||||||
Dollar Tree | NR/NR/NR | 11,100 | 6.6% | $10.50 | $116,550 | 4.5% | NAV | NAV | 9/30/2021 | ||||||
Goodyear Tire | B/B1/BB- | 8,300 | 4.9% | $13.25 | $110,000 | 4.3% | $200(4) | 8.2%(4) | 1/31/2018 | ||||||
Total Major Tenants | 124,327 | 74.1% | $16.32 | $2,028,743 | 78.9% | ||||||||||
Non-Major Tenants | 36,858 | 22.0% | $14.69 | 541,589 | 21.1% | ||||||||||
Occupied Collateral Total | 161,185 | 96.1% | $15.95 | $2,570,332 | 100.0% | ||||||||||
Vacant Space | 6,501 | 3.9% | |||||||||||||
Collateral Total | 167,686 | 100.0% | |||||||||||||
(1) | Certain ratings are those of the parent company whether or not the parent company guarantees the lease. |
(2) | Annual U/W Base Rent PSF and Annual U/W Base Rent include contractual rent steps through April 2015. |
(3) | Sales PSF and Occupancy Costs for Stop & Shop Supermarket are based on the Annual U/W Base Rent and the trailing-twelve month December 31, 2013 sales and reimbursements. |
(4) | Sales PSF and Occupancy Costs for Big Lots and Goodyear Tire are based on the Annual U/W Base Rent and the trailing-twelve month January 31, 2014 sales and reimbursements. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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The following table presents certain information relating to the lease rollover schedule at the 44 Plaza Property:
Lease Expiration Schedule(1)(2)
Year Ending December 31, | No. of Leases Expiring | Expiring NRSF | % of Total NRSF | Cumulative Expiring NRSF | Cumulative % of Total NRSF | Annual U/W Base Rent | Annual U/W Base Rent PSF(3) | ||||||||
MTM | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2015 | 2 | 3,453 | 2.1% | 3,453 | 2.1% | $51,778 | $15.00 | ||||||||
2016 | 2 | 2,916 | 1.7% | 6,369 | 3.8% | $57,696 | $19.79 | ||||||||
2017 | 5 | 42,399 | 25.3% | 48,768 | 29.1% | $314,297 | $7.41 | ||||||||
2018 | 4 | 16,880 | 10.1% | 65,648 | 39.1% | $212,502 | $12.59 | ||||||||
2019 | 2 | 3,705 | 2.2% | 69,353 | 41.4% | $56,635 | $15.29 | ||||||||
2020 | 2 | 71,384 | 42.6% | 140,737 | 83.9% | $1,511,070 | $21.17 | ||||||||
2021 | 1 | 11,100 | 6.6% | 151,837 | 90.5% | $116,550 | $10.50 | ||||||||
2022 | 1 | 2,880 | 1.7% | 154,717 | 92.3% | $43,574 | $15.13 | ||||||||
2023 | 0 | 0 | 0.0% | 154,717 | 92.3% | $0 | $0.00 | ||||||||
2024 | 1 | 630 | 0.4% | 155,347 | 92.6% | $14,490 | $23.00 | ||||||||
2025 | 0 | 0 | 0.0% | 155,347 | 92.6% | $0 | $0.00 | ||||||||
Thereafter | 2 | 5,838 | 3.5% | 161,185 | 96.1% | $191,740 | $32.84 | ||||||||
Vacant | 0 | 6,501 | 3.9% | 167,686 | 100.0% | $0 | $0.00 | ||||||||
Total/Weighted Average | 22 | 167,686 | 100.0% | $2,570,332 | $15.95 |
(1) | Information obtained from the underwritten rent roll. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule. |
(3) | The Annual U/W Base Rent PSF and Total/Weighted Average Annual U/W Base Rent PSF excludes vacant space. |
The following table presents historical occupancy percentages at the 44 Plaza Property:
Historical Occupancy
12/31/2011(1) | 12/31/2012(1) | 12/31/2013(1) | 11/6/2014 (2) | |||
94.1% | 96.6% | 96.1% | 96.1% |
(1) | Information obtained from the borrower. |
(2) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the 44 Plaza Property:
Cash Flow Analysis
2012 | 2013 | TTM 10/31/2014 | U/W | U/W $ per SF | |||||||
Base Rent | $2,378,409 | $2,462,946 | $2,556,559 | $2,570,332(1) | $15.33 | ||||||
Grossed Up Vacant Space | 0 | 0 | 0 | 136,521 | 0.81 | ||||||
Total Reimbursables | 687,717 | 750,237 | 851,810 | 1,363,290 | 8.13 | ||||||
Other Income | 0 | 11,000 | 0 | 0 | 0.00 | ||||||
Less Vacancy & Credit Loss | (1,661) | (3,834) | (1,464) | (203,507)(2) | (1.21) | ||||||
Effective Gross Income | $3,064,465 | $3,220,349 | $3,406,905 | $3,866,636 | $23.06 | ||||||
Total Operating Expenses | $928,837 | $940,316 | $1,056,255 | $1,525,053 | $9.09 | ||||||
Net Operating Income | $2,135,628 | $2,280,033 | $2,350,650 | $2,341,582 | $13.96 | ||||||
TI/LC | 0 | 0 | 0 | 168,081 | 1.00 | ||||||
Reserves for Replacements | 0 | 0 | 0 | 33,537 | 0.20 | ||||||
Net Cash Flow | $2,135,628 | $2,280,033 | $2,350,650 | $2,139,964 | $12.76 | ||||||
NOI DSCR | 1.36x | 1.45x | 1.50x | 1.49x | |||||||
NCF DSCR | 1.36x | 1.45x | 1.50x | 1.36x | |||||||
NOI DY | 8.1% | 8.6% | 8.9% | 8.9% | |||||||
NCF DY | 8.1% | 8.6% | 8.9% | 8.1% |
(1) | U/W Base Rent includes approximately $7,437 in contractual rent increases. |
(2) | The underwritten economic vacancy is 5.0%. The 44 Plaza Property was 96.1% physically occupied as of November 6, 2014. |
Appraisal. As of the appraisal valuation date of December 1, 2014, the 44 Plaza Property had an “as-is” appraised value of $37,000,000.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Environmental Matters. The Phase I environmental report dated December 8, 2014 identified four recognized environmental conditions at the 44 Plaza Property which are further described herein:
(i) There is one 12,000-gallon, gasoline underground storage tank (“UST”) and one 8,000-gallon, gasoline UST associated with the Stop & Shop gas station. Both tanks were installed in April 2002 and are double-walled, fiberglass reinforced plastic with electronic monitoring leak detection. There is an automatic overfill shut-off. Associated piping is also double-walled fiberglass reinforced plastic with electronic monitoring leak detection. Both tanks are registered with the NYSDEC and a Petroleum Bulk Storage Certificate was issued on March 30, 2012 and expires May 8, 2017. Although the gasoline USTs are considered to represent a recognized environmental condition, given the functioning electronic leak detection system, no further assessment of these USTs is deemed necessary at this time.
(ii) A former drycleaner tenant with the use of perchloroethylene operated at the 44 Plaza Property in the 1970s and 1980s and possibly into early 1990s. The past drycleaner operations and storage practices are unknown. There is no additional information addressing the potential subsurface impact from the historical drycleaner operations. Since these activities were conducted during an era in which the use and disposal of hazardous materials was largely unregulated, there is potential for the release of hazardous materials, which represents a recognized environmental condition.
(iii) Two former heating oil USTs were located on the 44 Plaza Property in 1989. No further information, including closure documentation, relating to these two former USTs was available. There is potential for these two former USTs to have impacted the subsurface condition at the 44 Plaza Property and they are considered to represent recognized environmental conditions.
(iv) Five hydraulic lifts with in-ground hydraulic oil tanks are located in the Goodyear Tire space. Based upon the estimated age of installations (early 1970s), these lift systems may contain polychlorinated biphenyl in hydraulic fluids. No information regarding the structural integrity of the existing hydraulic lifts with in-ground tanks or their maintenance and replacement was available. An area of former oil/grease trap was observed sealed. The former oil/grease trap is presumed to have been used at this location from the 1970s to the late 1990s. The structural integrity of the belowground oil/grease trap is unknown. There is potential for subsurface impacts from the hydraulic lifts with in-ground tanks and the former oil/grease trap. The hydraulic lifts with in-ground tanks and the former oil/grease trap are considered to represent recognized environmental conditions.
An environmental insurance policy with an aggregate limit of $5,000,000 has been provided in lieu of an environmental indemnity or a potential Phase II assessment. The environmental insurance policy covers four times the environmental engineer’s estimate of mitigation costs of $1,250,000. The policy has a ten year term with a two year tail. See “Description of the Mortgage Pool—Assessments of Property Value and Condition—Environmental Assessments” in the Free Writing Prospectus.
Market Overview and Competition. The 44 Plaza Property is located in the Poughkeepsie-Newburgh-Middletown, New York metropolitan statistical area. The region is an intermodal transportation center, with Stewart International Airport located 25.3 miles north of the 44 Plaza Property in Newburgh and rail access is provided via the New Jersey Transit and Metro-North Railroad. In addition, the area also features an extensive highway system and bus system comprised of the Poughkeepsie Transit System and the Dutchess County LOOP bus system. IBM is one of the largest employers in the region with approximately 11,000 employees. The 44 Plaza Property is situated at the intersection of Burnett Boulevard and Dutchess Turnpike (Route 44), a major east-west thoroughfare. As of 2015, the estimated population within a three and five mile radius is 61,534 and 100,513 respectively. The estimated median household income within the same three and five-mile radii is $49,466 and $60,878 respectively.
The 44 Plaza Property is located in the Poughkeepsie retail submarket which contains approximately 4.2 million square feet of retail space as of the third quarter of 2014. Over the past five years, the submarket inventory increased by 1.0% and was accompanied by a positive 3.4% absorption and a 2.7% decrease in the vacancy rate. From the fourth quarter of 2013 through the third quarter of 2014, the retail submarket vacancy decreased from 7.5% to 6.9% with rents decreasing slightly from $13.33 to $13.14 per square foot on a triple net basis.
The following table presents certain information relating to some comparable retail properties provided in the appraisal for the 44 Plaza Property:
Competitive Set(1)
44 Plaza (Subject) | Cosentino Commerce Center | Vista Technology Campus | Somers Commons | Hackensack Shopping Center | Wallington Plaza | |
Market | Poughkeepsie, NY | Commack, NY | Slingerlands, NY | Baldwin Place, NY | Hackensack, NJ | Wallington, NJ |
Distance from Subject | -- | 69.0 miles | 65.2 miles | 25.5 miles | 55.0 miles | 74.8 miles |
Property Type | Shopping Center | Shopping Center | Shopping Center | Shopping Center | Shopping Center | Shopping Center |
Year Built/Renovated | 1972/2001 | 1999/NAP | 2012/NAP | 2002/NAP | 1963/NAP | 1979/NAP |
Anchors | Stop & Shop, Big Lots, Dollar Tree | Shop Rite | Shop Rite | Stop & Shop | Pathmark | Shop Rite |
Total GLA | 167,686 SF | 90,000 SF | 65,000 SF | 135,000 SF | 173,887 SF | 84,000 SF |
Total Occupancy | 96% | 80% | 100% | 77% | 96% | 84% |
(1) | Information obtained from the appraisal and underwritten rent roll. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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The Borrowers. The borrower is Capstone Plaza 44 LLC, a single member Delaware limited liability company with one independent director. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the 44 Plaza Mortgage Loan. The sole member and mezzanine borrower is Capstone Poughkeepsie Mezz Investors, LLC. Mitchell D. Adelstein, Robert Freidberg and Brad Gillman are guarantors of certain nonrecourse carveouts under the 44 Plaza Mortgage Loan.
The Sponsor. The sponsors are Mitchell D. Adelstein, Robert Freidberg and Brad Gillman. Mr. Adelstein, Mr. Freidberg and Mr. Gillman are managing partners of Capstone Realty Group (“Capstone”). Capstone was founded in 1998 to acquire, renovate, and develop properties in the New York metropolitan area. Since then, Capstone has completed 22 real estate transactions, comprising over 3.5 million square feet and has $500.0 million of total capitalization. Capstone currently owns and manages over 2.5 million square feet of office and retail properties in Northern New Jersey, Long Island, Westchester, Pennsylvania and Ohio.
Escrows. The loan documents provide for upfront reserves in the amount of $155,518 for taxes, $18,901 for insurance, $2,790 for replacement reserves, $22,619 for deferred maintenance, and $14,000 for tenant improvement and leasing commissions. The loan documents provide for monthly escrows in the amount of $51,839 for taxes, $9,451 for insurance, $2,790 for replacement reserves, subject to a cap of $100,200 and $14,000 for tenant improvements and leasing commissions, subject to a cap of $840,000.
Lockbox and Cash Management. The 44 Plaza Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrowers direct tenants to pay their rents directly into such lockbox account. Prior to the occurrence of a Cash Management Period (as defined below), all funds on deposit in the lockbox account are disbursed to the borrower daily. During a Cash Management Period, all funds are swept into a lender controlled cash management account.
A “Cash Management Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default, (ii) the occurrence and continuance of a mezzanine loan event of default, or (iii) a Stop & Shop Trigger Event (as defined below). A Cash Management Period will end, with regard to clauses (i) and (ii), upon the cure of such event of default, and with regard to clause (iii), upon a Stop & Shop Trigger Event Cure (as defined below).
A “Stop & Shop Trigger Event” is defined as the date 12 calendar months prior to the expiration of the term of the Stop & Shop Lease, including any renewal options exercised.
A “Stop & Shop Trigger Event Cure” will occur upon (i) either (a) the renewal or extension by Stop & Shop of the Stop & Shop lease in accordance with the terms set forth in the loan documents, or (b) the occurrence of an Acceptable Tenant Event (as defined below) and (ii) the lender determines the funds held in the Stop & Shop reserve are sufficient to satisfy all tenant improvement and leasing commission obligations that are required by the renewal extension or new lease.
An “Acceptable Tenant Event” is defined as such time that (i) one or more tenants have leased and taken possession of the entire space previously occupied by Stop & Shop in accordance with the terms set forth in the loan agreement, which terms must, when taken as a whole, be no less than the terms set forth in the Stop & Shop Lease; (ii) each such tenant is in occupancy, open for business and has commenced rent payments; (iii) all landlord delivery and buildout obligations under the lease have been satisfied; (iv) receipt of an estoppel from the tenant confirming (ii) and (iii) has been received; and (v) no default has occurred and is then continuing under such lease.
Property Management. The 44 Plaza Property is managed by an affiliate of the borrower.
Assumption. The borrower has a two-time right to transfer the 44 Plaza Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Ground Lease. None
Subordinate and Mezzanine Indebtedness. Prudential Mortgage Capital Company, LLC (the “44 Plaza Mezzanine Lender”) has originated a $3,600,000 mezzanine loan (the “44 Plaza Mezzanine Loan”) to Capstone Poughkeepsie Mezz Investors, LLC, a Delaware limited liability company that directly owns 100.0% of the 44 Plaza Mortgage Loan borrower. The 44 Plaza Mezzanine Loan accrues interest at an interest rate of 10.500% per annum and is interest-only for the first 24 payments and, thereafter requires payments of principal and interest based on a 30-year amortization schedule. The 44 Plaza Mezzanine Loan matures on January 1, 2025. The rights of the 44 Plaza Mezzanine Loan Lender are further described under “Description of the Mortgage Pool-Subordinate and/or Other Financing-Existing (Secured Financing and Mezzanine and Similar Financing)” in the Free Writing Prospectus.
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the 44 Plaza Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ONE AND TWO SUMMIT SQUARE PORTFOLIO |
![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img021_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ONE AND TWO SUMMIT SQUARE PORTFOLIO |
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 9 - One and Two Summit Square Portfolio | ||||||
Loan Information | Property Information | |||||
Mortgage Loan Seller: | Walker & Dunlop Commercial Property Funding, LLC | Single Asset/Portfolio: | Portfolio | |||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Various-See Table | |||
Original Principal Balance: | $26,000,000 | Specific Property Type: | Various–See Table | |||
Cut-off Date Principal Balance: | $26,000,000 | Location: | Langhorne, PA | |||
% of Initial Pool Balance: | 2.7% | Size: | 139,615 SF | |||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per SF: | $186.23 | |||
Borrower Names: | Summit Square Associates; Two Summit Associates, L.P. | Year Built/Renovated: | Various-See Table | |||
Sponsors: | Carol Anne Gigliotti; Ronald Gigliotti | Title Vesting: | Fee | |||
Mortgage Rate: | 4.990% | Property Manager: | Self-managed | |||
Note Date: | January 12, 2015 | 3rd Most Recent Occupancy (As of): | 90.5% (12/31/2011) | |||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 93.2% (12/31/2012) | |||
Maturity Date: | February 1, 2025 | Most Recent Occupancy (As of): | 93.2% (12/31/2013) | |||
IO Period: | 24 months | Current Occupancy (As of)(2): | 95.2% (12/1/2014) | |||
Loan Term (Original): | 120 months | |||||
Seasoning: | 0 months | Underwriting and Financial Information: | ||||
Amortization Term (Original): | 360 months | |||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI (As of): | $2,433,169 (12/31/2012) | |||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of): | $2,661,023 (12/31/2013) | |||
Call Protection: | L(24),D(92),O(4) | Most Recent NOI (As of): | $2,841,801 (TTM 9/30/2014) | |||
Lockbox Type: | Hard/Upfront Cash Management | |||||
Additional Debt: | NAP | |||||
Additional Debt Type: | NAP | |||||
U/W Revenues: | $3,600,270 | |||||
Escrows and Reserves(1): | U/W Expenses: | $1,043,070 | ||||
Type: | Initial | Monthly | Cap (If Any) | U/W NOI: | $2,557,200 | |
Taxes | $196,302 | $39,260 | NAP | U/W NCF: | $2,364,400 | |
Insurance | $24,367 | $4,059 | NAP | U/W NOI DSCR: | 1.53x | |
Replacement Reserves | $0 | $2,109 | NAP | U/W NCF DSCR: | 1.41x | |
TI/LC Reserve | $125,317 | $14,050 | NAP | U/W NOI Debt Yield: | 9.8% | |
Free Rent Reserve | $71,383 | $0 | NAP | U/W NCF Debt Yield: | 9.1% | |
Additional Collateral | $860,000 | $0 | NAP | As-Is Appraised Value: | $41,500,000 | |
Environmental Reserve | $2,500 | $0 | NAP | As-Is Appraisal Valuation Date: | November 7, 2014 | |
Deferred Maintenance | $27,500 | $0 | NAP | Cut-off Date LTV Ratio | 62.7% | |
Sponsor Litigation Reserve | $125,000 | $0 | NAP | LTV Ratio at Maturity or ARD: | 54.2% |
(1) | See “Escrows” section. |
(2) | Current Occupancy includes the 4,000 square foot Massage Envy tenant. Excluding the Massage Envy tenant, the combined physical occupancy is 92.3%. See chart in “The Properties” section. |
The Mortgage Loan. The mortgage loan (the “One and Two Summit Square Portfolio Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest in a 118,666 square foot anchored retail property and the leasehold interest in a 20,949 square foot mixed use property located in Langhorne, Pennsylvania (the “One and Two Summit Square Portfolio Properties”). The One and Two Summit Square Portfolio Mortgage Loan was originated on January 12, 2015 by Walker & Dunlop Commercial Property Funding I WF, LLC. The One and Two Summit Square Portfolio Mortgage Loan had an original principal balance of $26,000,000, has an outstanding principal balance as of the Cut-off Date of $26,000,000 and accrues interest at an interest rate of 4.990% per annum. The One and Two Summit Square Portfolio Mortgage Loan had an initial term of 120 months, has a remaining term of 120 months as of the Cut-off Date and requires interest-only payments for the first 24 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The One and Two Summit Square Portfolio Mortgage Loan matures on February 1, 2025.
Following the lockout period, the borrowers have the right to defease the One and Two Summit Square Portfolio Mortgage Loan in whole, but not in part, on any date before November 1, 2024. In addition, the One and Two Summit Square Portfolio Mortgage Loan is prepayable without penalty on or after November 1, 2024.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Sources and Uses
Sources | Uses | ||||||||
Original loan amount | $26,000,000 | 100.0% | Loan payoff(1) | $23,097,062 | 88.8 | % | |||
Reserves | 1,432,369 | 5.5 | |||||||
Closing costs | 710,797 | 2.7 | |||||||
Return of equity | 759,772 | 2.9 | |||||||
Total Sources | $26,000,000 | 100.0% | Total Uses | $26,000,000 | 100.0 | % |
(1) The One Summit Square property was previously securitized in JPMCC 2007-CB19.
The Properties. The One and Two Summit Square Portfolio Properties comprise a 118,666 square foot anchored retail property anchored by Giant Food Stores supermarket (“Giant”) and a 20,949 square foot mixed use property located in Langhorne, Pennsylvania.
The One Summit Square property is a five building, grocery-anchored retail center containing 118,666 square feet and situated on 15.3 acres located in Langhorne, Pennsylvania. The One Summit Square property was built in 1980 and reconfigured in 2009-2010 as a result of the relocation of Rite Aid and an expansion by Giant. Rite Aid moved to a newly constructed out-parcel located within the One Summit Square property. At the same time, the connection between Giant and the rest of the shopping center was demolished, allowing Giant to expand from approximately 33,000 square feet to 58,677 square feet. Giant has been in occupancy at the center since original construction in 1980. The One Summit Square property is 94.3% leased by 24 tenants.
The Two Summit Square property is a 20,949 square foot two-story building constructed in 2008 and situated on a 0.7 acre parcel located adjacent to the One Summit Square property. The Two Summit Square property contains four retail tenants which occupy a total of 11,174 square feet (53.3% of the net rentable square feet at the Two Summit Square property) and one office tenant which occupies a total of 9,775 square feet (46.7% of net rentable square feet). The office space is leased to Customers Bank through May 31, 2017. The Customers Bank office space, along with the 2,043 square foot Salon Gregory, occupy the second floor, while the ground floor is occupied by three other retail tenants. The Two Summit Square property is 100.0% leased and occupied by five tenants as of December 1, 2014.
The following table presents certain information relating to the One and Two Summit Square Portfolio Properties:
Property Name | Property Type | Specific Property Type | Allocated Cut-off Date Principal Balance | % of Portfolio Cut- off Date Principal Balance | Current Occupancy | Year Built/ Renovated | Net Rentable Area (SF) | ||||||
One Summit Square | Retail | Anchored | $22,200,000 | 85.4% | 94.3%(1) | 1980/2010 | 118,666 | ||||||
Two Summit Square | Mixed Use | Retail/Office | $3,800,000 | 14.6% | 100.0% | 2008/NAP | 20,949 | ||||||
Total/Weighted Average | $26,000,000 | 100.0% | 95.2% | 139,615 |
(1) | Occupancy for the One Summit Square property includes Massage Envy (4,000 square feet; 2.9% NRA). The anticipated lease commencement is April 1, 2015, which is the anticipated date that the landlord will deliver the premises to the tenant. Massage Envy is expected to open during the third quarter of 2015. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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The following table presents certain information relating to the tenancy at the One and Two Summit Square Portfolio Properties:
Major Tenants
Tenant Name | Credit Rating (Fitch/ Moody’s/S&P)(1) | Tenant NRSF | % of NRSF | Annual U/W Base Rent PSF(2) | Annual U/W Base Rent(2) | % of Total Annual U/W Base Rent | Sales PSF(3) | Occupancy Costs(3) | Lease Expiration Date |
Anchor Tenant | |||||||||
Giant Food Stores | BBB/Baa3/BBB | 58,677 | 42.0% | $18.25 | $1,070,855 | 36.2% | NAV | NAV | 9/30/2019(4) |
Total Anchor Tenants | 58,677 | 42.0% | $18.25 | $1,070,855 | 36.2% | ||||
Major Tenants | |||||||||
Customers Bank | NR/NR/NR | 12,175 | 8.7% | $22.05 | $268,477 | 9.1% | NAV | NAV | Various(5) |
Rite Aid Store 11109 | B/Caa1/B+ | 11,186 | 8.0% | $21.46 | $240,000 | 8.1% | NAV | NAV | 10/30/2029(6) |
Mt Fuji Japanese Steakhouse | NR/NR/NR | 5,177 | 3.7% | $24.86 | $128,700 | 4.4% | NAV | NAV | 7/31/2019 |
CMP Junior Deli | NR/NR/NR | 4,000 | 2.9% | $29.85 | $119,400 | 4.0% | NAV | NAV | 4/30/2017 |
Massage Envy(7) | NR/NR/NR | 4,000 | 2.9% | $25.00 | $100,000 | 3.4% | NAV | NAV | 3/31/2025 |
Einstein/ Noah Bagel Corp. | NR/NR/B+ | 3,083 | 2.2% | $28.41 | $87,595 | 3.0% | NAV | NAV | 11/30/2016 |
Total Major Tenants | 39,621 | 28.4% | $23.83 | $944,172 | 31.9% | ||||
Non-Major Tenants | 34,557 | 24.8% | $27.25 | $941,724 | 31.8% | ||||
Occupied Collateral Total | 132,855 | 95.2% | $22.26 | $2,956,751 | 100.0% | ||||
Vacant Space | 6,760 | 4.8% | |||||||
Collateral Total | 139,615 | 100.0% | |||||||
(1) | Certain ratings are those of the parent company whether or not the parent guarantees the lease. |
(2) | Annual U/W Base Rent PSF and Annual U/W Base Rent include contractual rent steps through June 2015. |
(3) | Tenants are not required to report sales figures under their respective leases. |
(4) | Giant Food Stores has eight, 5-year lease extension options remaining. |
(5) | Customers Bank is a tenant at both the One Summit Square property and the Two Summit Square property under two separate leases. Its lease at the One Summit Square property encompasses 2,400 square feet, accounts for 1.7% of the net rentable area, 2.8% of the annual underwritten base rent and expires April 30, 2017. Its lease at the Two Summit Square property encompasses 9,775 square feet, accounts for 7.0% of the net rentable area, 6.3% of the annual underwritten base rent and expires May 31, 2017. |
(6) | Rite Aid can terminate its lease at any time with 180 days’ notice. Such termination would trigger a cash flow sweep under the loan documents. |
(7) | The Massage Envy lease expiration date is estimated based on a lease commencement of April 1, 2015, the anticipated date that the landlord will deliver the premises to the tenant. Massage Envy is expected to open during the third quarter of 2015. An escrow of $58,333 for gap rent related to the Massage Envy space was collected at closing, equivalent to seven months of base rent. |
The following table presents certain information relating to the lease rollover schedule at the One and Two Summit Square Portfolio Properties:
Lease Expiration Schedule(1)(2)
Year Ending December 31, | No. of Leases Expiring | Expiring NRSF | % of Total NRSF | Cumulative Expiring NRSF | Cumulative % of Total NRSF | Annual U/W Base Rent | Annual U/W Base Rent PSF(3) | |
MTM | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | |
2015 | 2 | 2,770 | 2.0% | 2,770 | 2.0% | $75,836 | $27.38 | |
2016 | 4 | 6,983 | 5.0% | 9,753 | 7.0% | $192,835 | $27.61 | |
2017 | 5 | 19,365 | 13.9% | 29,118 | 20.9% | $481,899 | $24.89 | |
2018 | 4 | 8,590 | 6.2% | 37,708 | 27.0% | $221,537 | $25.79 | |
2019 | 7 | 71,918 | 51.5% | 109,626 | 78.5% | $1,421,264 | $19.76 | |
2020 | 1 | 800 | 0.6% | 110,426 | 79.1% | $22,496 | $28.12 | |
2021 | 2 | 3,643 | 2.6% | 114,069 | 81.7% | $96,036 | $26.36 | |
2022 | 0 | 0 | 0.0% | 114,069 | 81.7% | $0 | $0.00 | |
2023 | 2 | 3,600 | 2.6% | 117,669 | 84.3% | $104,848 | $29.12 | |
2024 | 0 | 0 | 0.0% | 117,669 | 84.3% | $0 | $0.00 | |
2025 | 1 | 4,000 | 2.9% | 121,669 | 87.1% | $100,000 | $25.00 | |
Thereafter | 1 | 11,186 | 8.0% | 132,855 | 95.2% | $240,000 | $21.46 | |
Vacant | 0 | 6,760 | 4.8% | 139,615 | 100.0% | $0 | $0.00 | |
Total/Weighted Average | 29 | 139,615 | 100.0% | $2,956,751 | $22.26 |
(1) | Information obtained from the underwritten aggregate rent roll. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule. |
(3) | Weighted Average Annual U/W Base Rent PSF excludes vacant space. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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The following table presents historical occupancy percentages at the One and Two Summit Square Portfolio Properties:
Historical Occupancy
12/31/2011(1) | 12/31/2012(1) | 12/31/2013(1) | 12/1/2014(2)(3) | |||
90.5% | 93.2% | 93.2% | 95.2% |
(1) | Information provided by the borrower. |
(2) | Information obtained from the underwritten rent roll. |
(3) | Occupancy for the One Summit Square property includes the Massage Envy (4,000 square feet; 2.9% NRA) tenant. The anticipated lease commencement is April 1, 2015, which is the anticipated date that the landlord will deliver the premises to the tenant. Massage Envy is expected to open during the third quarter of 2015. Excluding Massage Envy the combined physical occupancy is 92.3%. |
Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the One and Two Summit Square Portfolio Properties:
Cash Flow Analysis
2012 | 2013 | TTM 9/30/2014 | U/W | U/W $ per SF | ||||||
Base Rent | $2,695,947 | $2,860,617 | $2,975,613 | $2,956,751 | $21.18 | |||||
Grossed Up Vacant Space | 0 | 0 | 0 | 189,280 | 1.36 | |||||
Total Reimbursables | 663,752 | 648,026 | 847,544 | 706,899 | 5.06 | |||||
Other Income | 49,300 | 92,704 | (1,501) | 19,376 | 0.14 | |||||
Less Vacancy &Credit Loss | 0 | 0 | 0 | (272,037)(1) | (1.95) | |||||
Effective Gross Income | 3,408,999 | $ 3,601,347 | $3,821,656 | $3,600,270 | $25.79 | |||||
Total Operating Expenses | $975,830 | $940,324 | $979,855 | $1,043,070 | $7.47 | |||||
Net Operating Income | $2,433,169 | $2,661,023 | $2,841,801 | $2,557,200 | $18.32 | |||||
TI/LC | 0 | 0 | 0 | 168,577 | 1.21 | |||||
Capital Expenditures | 0 | 0 | 0 | 24,222 | 0.17 | |||||
Net Cash Flow | $2,433,169 | $2,661,023 | $2,841,801 | $2,364,400 | $16.94 | |||||
NOI DSCR | 1.45x | 1.59x | 1.70x | 1.53x | ||||||
NCF DSCR | 1.45x | 1.59x | 1.70x | 1.41x | ||||||
NOI DY | 9.4% | 10.2% | 10.9% | 9.8% | ||||||
NCF DY | 9.4% | 10.2% | 10.9% | 9.1% |
(1) | The underwritten economic vacancy is 7.0%. The One and Two Summit Square Portfolio Properties were 95.2% leased and 92.3% physically occupied as of December 1, 2014. |
Appraisal. As of the appraisal valuation date of November 7, 2014, the One and Two Summit Square Portfolio Properties had an aggregate “as-is” appraised value of $41,500,000.
Environmental Matters. According to the Phase I environmental site assessment dated January 12, 2015, there was evidence of a controlled recognized environmental condition at the One Summit Square property relating to Summit Cleaners, a tetrachloroethylene dry cleaner, having been a tenant at the One Summit Square property from 1981 to 2010. The tenant space occupied by Summit Cleaners was demolished in 2010, and an asphalt parking lot is now located in the former space. Contamination was identified at the One Summit Square property in 2003. According to the Phase I environmental site assessment dated August 14, 2014 for the Two Summit Square property, no contamination was identified, as the areas of contamination associated with Summit Cleaners are approximately 500 feet from the Two Summit Square property. It is not expected that the contaminated groundwater will migrate onto the Two Summit Square property or that contaminated soil vapor will enter the building. Summit Square Associates, one of the borrowers, received a letter from the Pennsylvania Department of Environmental Protection in 2010, which required Summit Square Associates to abide by an environmental covenant; however, Summit Square Associates is not currently in compliance with the requirements of the environmental covenant. Pursuant to the loan agreement, the borrowers are required to bring the One Summit Square property into compliance with the environmental covenant no later than May 12, 2015. Additionally, a recourse carveout is in place for any losses associated with the environmental covenant and remediation. Lastly, $860,000 was reserved upfront until Summit Square Associates provides satisfactory evidence that it is in compliance with the requirements of the environmental covenant and other conditions relating to the Massage Envy lease are satisfied. See “Risk Factors—Risks Related to the Mortgage Loans—Environmental Conditions at the Mortgaged Properties May Subject the Trust Fund to Liability Under Federal and State Laws, Reducing the Value and Cash Flow of the Mortgaged Properties, Which May Result in Reduced Distributions on Your Offered Certificates” and “Description of the Mortgage Pool—Assessments of Property Value and Condition—Environmental Assessments” in the Free Writing Prospectus.
Market Overview and Competition. The One and Two Summit Square Portfolio Properties are located on the southwest corner of Route 413 and Summit Trace Road in Bucks County, Pennsylvania. As of the 2010 Census, the Philadelphia metropolitan statistical area is the sixth largest population center in the United States, recording a population of approximately 6.0 million, which has increased approximately 5.0% since 2000. Bucks County reported a population of approximately 625,000, an increase of
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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approximately 4.6% since 2000. Top employers in the area include St. Mary Medical Center, Woods Services, Doylestown Hospital, Grand View Hospital and Sesame Place.
Within a one, three and five mile radius of the One and Two Summit Square Portfolio Properties, the estimated 2014 population is 7,168, 50,586, and 136,886, respectively, with median household incomes of $87,015, $91,978, and $88,307, respectively, within the same radii. According to a third party research firm, the One and Two Summit Square Portfolio Properties are located in the Bucks County submarket and as of the second quarter 2014, the total retail inventory in the submarket totaled approximately 8.7 million square feet. As of the second quarter, Bucks County had reported positive absorption of 18,000 square feet, a direct vacancy rate of 6.6% and average asking rents of $20.08 per square foot on a triple net basis. The appraiser concluded to rental rates of $26.00 per square foot to $28.00 per square foot for the in-line space, $22.00 per square foot for the Rite Aid space and $18.50 per square foot for the Giant space, all on a triple net basis.
The following table presents certain information relating to comparable retail properties for the One and Two Summit Square Portfolio Properties:
Competitive Set(1)
One and Two Summit Square Portfolio (Subject) | Village Shires Shopping Center | Village at Newtown South | Goodnoes Corner | Village at Newtown | Newtown Shopping Center | |
Location | Langhorne, PA | Holland, PA | Newtown, PA | Newtown, PA | Newtown, PA | Newtown, PA |
Distance from Subject | -- | 4.7 miles | 2.4miles | 2.5 miles | 2.5 miles | 3.0 miles |
Property Type | Various | Retail | Retail | Retail | Retail | Retail |
Year Built / Renovated | Various | NAV | NAV | NAV | NAV | NAV |
Anchor | Giant | NAP | PetSmart, Ace Hardware | NAP | McCaffrey’s Food Market | Acme Markets, Staples, Bed Bath & Beyond |
Total GLA | 139,615 SF | 36,691 SF | 130,059 SF | 63,944 SF | 175,617 SF | 170,754 SF |
Total Occupancy | 95% | 81% | 98% | 100% | 96% | 100% |
(1) | Information obtained from the appraisal and underwritten rent roll. |
The Borrowers. The borrowers are Summit Square Associates and Two Summit Associates L.P. Both borrowers are Pennsylvania limited partnerships and each have one independent director. Legal counsel to the borrowers provided a non-consolidation opinion in connection with the origination of the One and Two Summit Square Mortgage Loan. Ronald D. (“Ron”) Gigliotti and Carol Anne Gigliotti are the nonrecourse carve-out guarantors under the One and Two Summit Square Portfolio Mortgage loan, as are three trusts: (i) SS-VS Trust A u/t Christopher Gigliotti, Sr. FBO Carole Gigliotti, (ii) Two Summit Trust u/t Christopher Gigliotti, Sr. FBO Carole Gigliotti and (iii) SS-VS Trust E u/t Christopher Gigliotti, Sr. FBO Ronald D. Gigliotti.
The Sponsors. The sponsors are Carol Anne Gigliotti and Ron Gigliotti. Ron Gigliotti is the 100% controlling member of the One Summit Square borrower and 50% controlling member of Two Summit Square borrower. Mr. Gigliotti serves as the day-to-day operator of the One and Two Summit Square Portfolio Properties. Mr. Gigliotti recently emerged from Chapter 11 bankruptcy as a result of the settlement of his late father’s estate and is currently a defendant in a lawsuit with a maximum exposure of $100,000. See “Risk Factors—Risks Related to the Mortgage Loans—Prior Bankruptcies or Other Proceedings May Be Relevant to Future Performance” and “Description of the Mortgage Pool – Default History, Bankruptcy Issues and Other Proceedings” in the Free Writing Prospectus.
Escrows. The loan documents require upfront reserves of $196,302 for real estate taxes, $24,367 for insurance premiums, $27,500 for deferred maintenance, $125,317 for Massage Envy tenant improvements and leasing commissions, $125,000 for potential Sponsor litigation exposure, $58,333 for seven months of free rent for Massage Envy, $13,050 for three months of free rent for C2 Education, $2,500 for reporting associated with compliance with the environmental covenant and $860,000 for an Additional Collateral Reserve (held in cash), which will be returned to the Borrower upon (i) Massage Envy being in occupancy and paying full unabated rent and (ii) evidence of compliance with the environmental covenant. The loan documents require monthly deposits of $39,260 for real estate taxes; $4,059 for insurance; $14,050 for tenant improvements and leasing commissions; and $2,109 for replacement reserves.
Lockbox and Cash Management. The One and Two Summit Square Portfolio Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrowers direct tenants to pay their rents directly into such lockbox account. The loan documents also require that all rents received by the borrowers or the property manager be deposited into the lockbox account within one business day of receipt. Funds are then swept into a cash management account controlled by the lender, and, prior to the occurrence of a Cash Trap Event Period (as defined below) or a Primary Lease Termination/Extension Event (as defined below), excess funds are distributed to the borrowers’ operating account. During a Cash Trap Event Period, all excess cash flow is deposited into the excess cash reserve account controlled by the lender. During a Primary Lease Termination/Extension Event, all excess cash flow is deposited by the lender into the Primary Lease (as defined below) reserve account.
A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default, (ii) the amortizing debt service coverage ratio being less than 1.20x (calculated on a trailing three month basis), (iii) a Primary Lease Termination/Extension Event (as defined below), and (iv) a Major Lease Trigger Event (as defined below). A Cash Trap Event Period
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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will end, with regard to clause (i), upon the cure of such event of default; with regard to clause (ii), upon the date the amortizing debt service coverage ratio is at least 1.30x for two consecutive calendar quarters; with regard to clause (iii), upon the occurrence of a Primary Lease Termination/Extension Event Cure (as defined below); or with regard to clause (iv), upon the occurrence of a Major Lease Trigger Event Cure (as defined below).
A “Primary Lease” means each of the Giant Food Stores lease and the Rite Aid lease. A “Primary Lease Termination/Extension Event” means (i) with respect to Giant, the failure to extend the term of the Primary Lease 12 months for a term of at least five years (either on the terms set forth in the Primary Lease or on other terms and conditions satisfactory to the lender), and (ii) with respect to Rite Aid, Rite Aid exercising the termination option under, its Primary Lease. A “Primary Lease Termination/Extension Event Cure” means with respect to clause (i) and (ii), either (a) the execution and delivery of an approved lease extension of the Primary Lease along with an executed estoppel, or (b) the execution and delivery of a lender-approved replacement lease for the entirety of the Primary Lease space, along with an executed estoppel; provided that no Cash Trap Event Period has occurred and is continuing.
“Major Lease” means (i) any lease which, either individually or when taken together with any other lease with the same tenant or its affiliates, comprises in excess of 10,000 square feet of the One and Two Summit Square Portfolio Properties, (ii) any lease to a tenant that comprises more than 10.0% of the gross income of either the One Summit Square property or Two Summit Square property (individually or combined), or (iii) a Primary Lease.
A “Major Lease Trigger Event” will commence if any tenant under a Major Lease (i) defaults, (ii) terminates, goes dark, sublets or assigns such Major Lease space or gives notice of its intent to vacate, or (iii) becomes a debtor in any bankruptcy or other insolvency proceeding. A “Major Lease Trigger Event Cure” will occur with regard to clause (i), upon a cure of the default under the applicable Major Lease, with regard to clause (ii) upon the execution and delivery of an approved replacement lease and executed estoppel for the entirety of each Major Lease space, or with regard to clause (iii) if such tenant is no longer a debtor in any bankruptcy or insolvency proceeding and affirms its lease.
Property Management. The One and Two Summit Square Portfolio Properties are managed by an affiliate of the borrower.
Assumption. 12 months after the note date, the borrowers have the right to transfer the One and Two Summit Square Portfolio Properties provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the proposed transferee and transferee’s principal have creditworthiness, reputation, and qualifications to the lender’s satisfaction, as well as an aggregate net worth and liquidity reasonably acceptable to the lender; (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates; and (vi) the lender has received evidence acceptable to the lender that the ground lessor has consented to the transfer and the ground lease will be assigned to such transferee.
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Subordinate and Mezzanine Indebtedness. Not permitted.
Ground Lease. The Two Summit Square property is subject to a ground lease dated November 27, 2007, as further amended on August 18, 2014 and December 31, 2014 (the “Ground Lease”), which expires on November 27, 2032. The Ground Lease has 14 five-year renewal options, which, if all such renewal options are exercised, would extend the expiration of the Ground Lease to November 26, 2102. The lessor under the ground lease is Summit Square Associates, a single purpose entity and one of the borrowers. The Ground Lease is subordinate to the One Summit Square and Two Summit Square Portfolio Mortgage Loan, which encumbers both the leasehold interest and the fee interest under the Ground Lease. The current annual ground rent payment is $18,000 throughout the term of the Ground Lease, including during any of the renewal options.
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the One and Two Summit Square Portfolio Properties, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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![(GRAPHIC)](https://capedge.com/proxy/FWP/0001539497-15-000070/img024_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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![(MAP)](https://capedge.com/proxy/FWP/0001539497-15-000070/img025_v1.jpg)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Rialto Mortgage Finance, LLC | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Multifamily | ||||
Original Principal Balance: | Specific Property Type: | Garden | |||||
Cut-off Date Principal Balance: | Location: | ||||||
% of Initial Pool Balance: | 2.4% | Size: | |||||
Loan Purpose: | Cut-off Date Principal Balance Per Unit: | ||||||
Borrower Name: | Year Built/Renovated: | ||||||
Sponsors: | Matthew A. Sharp and J. David Kelsey | Title Vesting: | |||||
Mortgage Rate: | Property Manager: | Self-managed | |||||
Note Date: | 3rd Most Recent Occupancy (As of): | ||||||
Anticipated Repayment Date: | 2nd Most Recent Occupancy (As of): | ||||||
Maturity Date: | Most Recent Occupancy (As of): | ||||||
IO Period: | Current Occupancy (As of): | ||||||
Loan Term (Original): | |||||||
Seasoning: | Underwriting and Financial Information: | ||||||
Amortization Term (Original): | |||||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI (As of): | |||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of): | |||||
Call Protection: | Most Recent NOI (As of): | $2,172,197 (TTM 10/31/2014) | |||||
Lockbox Type: | Springing (without Established Account) | ||||||
Additional Debt(1): | Yes | U/W Revenues: | |||||
Additional Debt Type(1): | Future Mezzanine | U/W Expenses: | |||||
U/W NOI: | |||||||
U/W NCF: | |||||||
U/W NOI DSCR: | |||||||
Escrows and Reserves(2): | U/W NCF DSCR: | ||||||
U/W NOI Debt Yield: | |||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | |||
Taxes | NAP | As-Is Appraised Value: | |||||
Insurance | Springing | NAP | As-Is Appraisal Valuation Date: | ||||
Replacement Reserves | NAP | Cut-off Date LTV Ratio: | |||||
Deferred Maintenance | NAP | LTV Ratio at Maturity or ARD: | |||||
(1) | See “Subordinate and Mezzanine Indebtedness” section. |
(2) | See “Escrows” section. |
The Mortgage Loan. The mortgage loan (the “Creekside Corners Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering a 17-building, class A, garden-style multifamily property located in Lithonia, Georgia (the “Creekside Corners Property”). The Creekside Corners Mortgage Loan was originated on December 23, 2014 by Rialto Mortgage Finance, LLC. The Creekside Corners Mortgage Loan had an original principal balance of $23,500,000, has an outstanding principal balance as of the Cut-off Date of $23,500,000 and accrues interest at an interest rate of 4.560% per annum. The Creekside Corners Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest-only payments for the first 48 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Creekside Corners Mortgage Loan matures on January 6, 2025.
Following the lockout period, the borrower has the right to defease the Creekside Corners Mortgage Loan in whole, but not in part, on any date before October 6, 2024. In addition, the Creekside Corners Mortgage Loan is prepayable without penalty on or after October 6, 2024.
Sources and Uses
Sources | Uses | |||||||||||
Original loan amount | % | % | ||||||||||
Closing costs | 174,417 | 0.5 | ||||||||||
Total Sources | 100.0 | % | Total Uses | 100.0 | % |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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The Property. The Creekside Corners Property is a 444-unit, class A, garden-style, multifamily property consisting of 17 two-, three- and four-story buildings situated on a 37.0-acre site located in Lithonia, Georgia. The Creekside Corners Property is located approximately 15.0 miles east of the Atlanta central business district. The unit mix consists of 166 one-bedroom/one-bathroom units, 244 two-bedroom/two-bathroom units, and 34 three-bedroom/two-bathroom units. Community amenities consist of a leasing office/clubhouse, business center, fitness center, swimming pool, laundry facility, play-ground, gated community, garage parking and convenient access to public transportation. Unit amenities include nine-foot ceilings, large closets, dishwashers, extra storage space, individual climate controls, private balcony/patio, and air conditioning. Select units also feature ceiling fans, fireplaces and washer/dryers. The Creekside Corners Property contains 756 parking spaces, reflecting an overall parking ratio of 1.7 spaces per unit. As of December 16, 2014, the Creekside Corners Property was 91.0% occupied.
The following table presents certain information relating to the unit mix of the Creekside Corners Property:
Apartment Unit Summary(1)
Unit Type | No. of Units | % of Total Units | Average Unit Size (SF) | Average Monthly U/W Rent per Unit | ||||
Two Bedroom | 55.0% | 1,102 | $817 | |||||
Three Bedroom | 7.7% | $974 | ||||||
Total/Weighted Average | 444 | 100.0% | $775 |
(1) | Information obtained from the underwritten rent roll. |
Historical Occupancy
(1) | Information obtained from the borrower. |
(2) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Creekside Corners Property:
Cash Flow Analysis
U/W | U/W $ per Room(1) | |||||||||||||||
Base Rent | $4,257,209 | |||||||||||||||
Grossed Up Vacant Space | 0 | |||||||||||||||
Concessions | ) | (569,256 | ) | (183,490 | ) | )(1) | ) | |||||||||
Other Income | 696,008 | 642,924 | ||||||||||||||
Less Vacancy & Credit Loss | ) | ) | ) | )(2) | ) | |||||||||||
Effective Gross Income | ||||||||||||||||
Total Operating Expenses | $2,067,555 | $4,726 | ||||||||||||||
Net Operating Income | ||||||||||||||||
Capital Expenditures | ||||||||||||||||
Net Cash Flow | $2,141,750 | $2,172,197 | ||||||||||||||
NOI DSCR | x | x | x | x | ||||||||||||
NCF DSCR | x | x | x | x | ||||||||||||
NOI DY | % | % | % | % | ||||||||||||
NCF DY | % | % | % | % |
(1) | Historical concessions from 2011 to 2013 are higher due to a change in accounting methodology at the Creekside Corners Property. Beginning January 2014, the accounting changed from modified cash to accrual as such, Base Rent and concessions decreased in 2014 in comparison to prior years. |
(2) | The underwritten vacancy is 15.3%. The Creekside Corners Property was 91.0% physically occupied as of December 16, 2014. |
Appraisal. As of the appraisal valuation date of November 26, 2014, the Creekside Corners Property had an “as-is” appraised value of $33,650,000.
Environmental Matters. According to a Phase I environmental assessment dated December 11, 2014, there was no evidence of any recognized environmental conditions at the Creekside Corners Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Market Overview and Competition. The Creekside Corners Property is located in Lithonia, Georgia, approximately 15.0 miles east of the Atlanta central business district. The Atlanta metropolitan statistical area is the ninth largest in the United States and the largest in Georgia. With an estimated 2015 population of nearly 5.6 million, the Atlanta metropolitan statistical area accounts for 55.6% of the total population of Georgia. According to third party market reports, the Atlanta metropolitan statistical area experienced an annual population growth rate of 2.2% from 2000 to 2010, 1.6% from 2010 to 2014, and is projected to grow 1.2% annually through 2019. According to a government research report, the Atlanta metropolitan statistical area’s unemployment rate was 7.3% as of September 2014. In comparison, the state and national unemployment rates were 7.5% and 5.9%, respectively.
Primary access to the Creekside Corners Property’s neighborhood is provided by Interstate 285 and Interstate 20. Interstate 285 is Atlanta’s beltway, providing access to all the interstates in the region and major thoroughfares throughout the metropolitan statistical area. Access to Interstate285 is located approximately five miles west of the Creekside Corners Property. Access to Interstate 20 is located approximately a half-mile north of the Creekside Corners Property. Intersate 20 extends in an east/west direction and provides direct access to the Atlanta central business district. The Creekside Corners Property’s neighborhood consists of a mix of commercial development along major surface streets and residential development along secondary streets. Retail development is primarily located at the intersection of Fairington Road and Panola Road, approximately one half mile north of the Creekside Corners Property, as well as the Mall at Stonecrest, approximately five miles east of the Creekside Corners Property. Retailers at the Fairington Road/Panola Road intersection include Lowe’s, Walmart, Publix, Walgreens, several freestanding restaurants, and gas stations. The Mall at Stonecrest, which opened in 2001, is a 1.2 million square foot super-regional mall anchored by Sears, AMC Theaters, JC Penney, Macy’s, Kohl’s, and Dillard’s. According to a third party market research report, the 2015 estimated population within a one-, three-, and five-mile radius of the Creekside Corners Property is 11,552, 70,509, and 160,563, respectively. The 2015 average estimated household income within the same radii is $43,621, $52,880, and $55,926, respectively. From 2000 to 2015, the population within a five-mile radius grew approximately 15.1%.
According to a third party market research report, the Creekside Corners Property is located in the Atlanta multifamily market and the Interstate 20 East submarket. As of third quarter 2014 the Atlanta market consisted of 367,881 units with a 5.5% vacancy rate and monthly asking rent of $924 per unit. As of the third quarter 2014, the Interstate 20 East submarket consisted of 12,081 units with a 4.6% vacancy rate and monthly asking rent of $828 per unit.
The following table presents certain information relating to some comparable multifamily properties for the Creekside Corners Property:
Competitive Set(1)
Creekside Corners Property (Subject) | Creekside Crossing | Walden Brook | Ashley Vista | Lexington on the Green | The Retreat at Stonecrest | Wesley Providence | ||||||||
Location | Lithonia, GA | Lithonia, GA | Lithonia, GA | Lithonia, GA | Lithonia, GA | Lithonia, GA | Lithonia, GA | |||||||
Distance to Subject | NAP | 0.5 miles | 1.0 mile | 2.3 miles | 2.3 miles | 4.8 miles | 4.5 miles | |||||||
Property Type | Garden | Garden | Garden | Garden | Garden | Garden | Garden | |||||||
Number of Units | 444 | 280 | 256 | 312 | 216 | 276 | 579 | |||||||
Effective Rent (per unit) | $775 | $905 | $848 | $832 | $914 | $798 | $885 | |||||||
1 Bedroom | $647-$688 | $785-$935 | $765-$810 | $712-$722 | $830 | $725 | $798-$826 | |||||||
2 Bedroom | $801-$834 | $785-$1,030 | $860 | $826-$870 | $932-$945 | $825-$860 | $913-$938 | |||||||
3 Bedroom | $974 | $1,130 | $955 | $989 | $1,023 | $995 | $1,163 | |||||||
Utilities | Paid by tenant | Paid by tenant | Paid by tenant | Paid by tenant | Paid by tenant | Paid by tenant | Paid by tenant | |||||||
Total Occupancy | 91% | 97% | 93% | 92% | 97% | 94% | 90% |
(1) | Information obtained from the appraisal and the underwritten rent roll. |
The Borrower. The borrower, HPI Creekside LLC, is a single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Creekside Corners Mortgage Loan. Matthew A. Sharp and J. David Kelsey are the guarantors of certain non-recourse carveouts under the Creekside Corners Loan. Matthew A. Sharp and J. David Kelsey also serve as the guarantor of certain nonrecourse carveouts for the Hartshire Apartments Loan, which has a Cut-off Date Principal Balance of $16,000,000 and is expected to be contributed to the WFCM 2015-C26 Trust. See “Description of the Mortgage Pool—Statistical Characteristics of the Mortgage Loans—Multi-Property Mortgage Loans and Related Borrower Mortgage Loans” in the Free Writing Prospectus.
The Sponsor. The sponsors, Matthew A. Sharp and J. David Kelsey, are the sole members and co-founders of Hamilton Point Investments, LLC, which was formed in 2009 for the purpose of investing in and managing commercial real estate investments. Hamilton Point Investments, LLC has a staff of over 120 employees and is headquartered in Old Lyme, Connecticut. Hamilton Point Investments, LLC is a principal owner in 19 apartment projects with over 4,300 units located in Connecticut, Georgia, North Carolina, South Carolina, Arkansas, Louisiana, Mississippi, Indiana and Ohio.
Escrows. The loan documents provide for upfront reserves in the amount of $200,922 for real estate taxes and $249,875 for deferred maintenance. The loan documents require ongoing monthly escrow deposits of $47,839 for real estate taxes and $9,250 for replacement reserves. Ongoing monthly escrow deposits for insurance will not be collected as long as an approved blanket insurance policy is in effect.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Lockbox and Cash Management. Upon the occurrence and continuance of a Cash Management Trigger Event (as defined below) the Creekside Corners Mortgage Loan requires the borrower to establish a lender-controlled lockbox account and that all revenues received by the borrower or the property manager be deposited into the lockbox account within two business days of receipt. Other than during a Cash Sweep Event Period (as defined below), all excess funds on deposit are disbursed to the borrower.
A “Cash Management Trigger Event” will commence upon the occurrence of (i) an event of default; (ii) any bankruptcy action of the borrower; (iii) any bankruptcy action of the guarantor; (iv) any bankruptcy action of the manager; or (v) a Cash Management DSCR Trigger Event (as defined below). A Cash Management Trigger Event will end with respect to clause (i), when such event of default has been cured; with respect to clause (ii) when such bankruptcy petition has been discharged, stayed, or dismissed among other conditions; with respect to clause (iii) when such bankruptcy petition has been discharged, stayed, or dismissed; with respect to clause (iv) when the borrower has replaced the manager with a qualified manager acceptable to the lender or when such bankruptcy petition has been discharged, stayed or dismissed among other conditions; and with respect to clause (v) once the trailing 12-month debt service coverage ratio is greater than 1.25x for two consecutive quarters among other conditions. A Cash Management Trigger Event cure may occur no more than four times during the term of the Creekside Corners Mortgage Loan.
A “Cash Management DSCR Trigger Event” occurs upon any date the amortizing debt service coverage ratio based on the trailing 12-month period immediately preceding the date of such determination is less than 1.20x.
A “Cash Sweep Event Period” will commence upon the occurrence of (i) an event of default; (ii) any bankruptcy action of the borrower; (iii) any bankruptcy action of the guarantor; (iv) any bankruptcy action of the manager; or (v) a Cash Sweep DSCR Trigger Event (as defined below). A Cash Sweep Event Period will end with respect to clause (i), when such event of default has been cured: with respect to clause (ii), when such bankruptcy petition has been discharged, stayed, or dismissed among other conditions; with respect to clause (iii), when such bankruptcy petition has been discharged, stayed, or dismissed; with respect to clause (iv), when the borrower has replaced the manager with a qualified manager acceptable to the lender or when such bankruptcy petition has been discharged, stayed or dismissed among other conditions; and with respect to clause (v), once the trailing twelve month debt service coverage ratio is greater than 1.15x for two consecutive quarters, among other conditions.
A “Cash Sweep DSCR Trigger Event” occurs upon any date the amortizing debt service coverage ratio based on the trailing 12-month period immediately preceding the date of such determination is less than 1.10x.
Assumption. The borrower has the right to transfer the Creekside Corners Property 90 days after a securitization, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; (ii) execution of a replacement recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iii) rating agency confirmation from Fitch, KBRA, Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Partial Release. Not permitted.
Real Estate Substitution. Not permitted.
Subordinate and Mezzanine Indebtedness. An affiliate of the borrower has the right to incur mezzanine debt subject to the satisfaction of certain conditions including: (i) the execution of an intercreditor agreement in form and substance acceptable to the lender; (ii) the combined loan-to-value ratio is not greater than 75.0%; (iii) the combined amortizing debt service coverage ratio is not less than 1.25x; and (iv) receipt of rating agency confirmations from Fitch, KBRA and Moody’s that the mezzanine financing will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2015-C26 Certificates.
Ground Lease. None
Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Creekside Corner Property, as well as business interruption insurance covering no less than the 12-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
99
No. 11 – Staybridge Suites – North Everett | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Wells Fargo Bank, National Association | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Hospitality | ||||
Original Principal Balance: | $22,000,000 | Specific Property Type: | Extended Stay | ||||
Cut-off Date Principal Balance: | $21,917,921 | Location: | Mukilteo, WA | ||||
% of Initial Pool Balance: | 2.3% | Size: | 134 Rooms | ||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per Room: | $163,567 | ||||
Borrower Name: | Mukilteo Hotel SPE, LLC | Year Built/Renovated: | 2010/NAP | ||||
Sponsors(1): | Various | Title Vesting: | Fee | ||||
Mortgage Rate: | 4.480% | Property Manager: | Self-managed | ||||
Note Date: | October 29, 2014 | 3rd Most Recent Occupancy (As of): | 80.6% (4/30/2012) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 83.4% (4/30/2013) | ||||
Maturity Date: | November 11, 2024 | Most Recent Occupancy (As of): | 82.6% (4/30/2014) | ||||
IO Period: | None | Current Occupancy (As of): | 88.1% (11/30/2014) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 3 months | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI (As of)(6): | $2,655,153 (TTM 4/30/2013) | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(6): | $2,570,292 (TTM 4/30/2014) | ||||
Call Protection: | L(27), GRTR 1% or YM or D(89),O(4) | Most Recent NOI (As of)(6): | $2,931,012 (TTM 11/30/2014) | ||||
Lockbox Type: | Springing (Without Established Account) | ||||||
Additional Debt(2): | Yes | ||||||
Additional Debt Type(2): | Future Mezzanine | U/W Revenues: | $5,546,974 | ||||
U/W Expenses: | $3,082,076 | ||||||
U/W NOI: | $2,464,898 | ||||||
U/W NCF: | $2,243,019 | ||||||
U/W NOI DSCR: | 1.85x | ||||||
Escrows and Reserves: | U/W NCF DSCR: | 1.68x | |||||
U/W NOI Debt Yield: | 11.2% | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | 10.2% | ||
Taxes | $30,096 | $10,032 | NAP | As-Is Appraised Value: | $29,900,000 | ||
Insurance(3) | $0 | Springing | NAP | As-Is Appraisal Valuation Date: | September 22, 2014 | ||
FF&E Reserve | $0 | $18,471(4) | NAP | Cut-off Date LTV Ratio: | 73.3% | ||
PIP Reserve(5) | $0 | Springing | NAP | LTV Ratio at Maturity or ARD: | 59.4% | ||
(1) | The sponsors are Nizar Damji, Mariyam Damji, Shaiza Damji and Feyrouz Damji Kurji. |
(2) | Upon substantial completion of the Hotel Expansion (defined below), the borrower may incur mezzanine debt in an amount to pay off any construction loan related to the Hotel Expansion, provided certain provisions are satisfied, including, but not limited to: (i) the combined amortizing net cash flow debt service coverage ratio is not less than 1.35x; (ii) the combined net cash flow debt yield is not less than 10.0%;and (iii) the combined loan-to-value ratio is not greater than 75.0%. |
(3) | Ongoing monthly reserves for insurance are not required as long as (i) no event of default has occurred and is continuing; (ii) the Staybridge Suites – North Everett Property is covered by an acceptable blanket insurance policy; and (iii) the borrower provides the lender with evidence of renewal of the insurance policies and timely proof of payment of insurance premiums. |
(4) | Ongoing monthly reserves for FF&E are required in an amount equal to the greater of (i) $18,471 or (ii) one twelfth of 4.0% of room revenue for the prior fiscal year (initially estimated to be $18,471). |
(5) | If any replacements or alterations to the Staybridge Suites – North Everett Property are required by the franchisor (“PIP Work”), borrower must deposit (within 15 days of receipt of notice from the franchisor) an amount equal to 125% of the estimated costs to complete such PIP Work, as reasonably determined by lender, less any funds in the FF&E reserve at the time of the request. |
(6) | See “Cash Flow Analysis” section. |
The Staybridge Suites – North Everett mortgage loan is evidenced by a single promissory note secured by a first mortgage encumbering a five-story, extended stay hotel located in Mukilteo, Washington, approximately 23.1 miles north of the Seattle central business district (the “Staybridge Suites - North Everett Property”). Built in 2010, the Staybridge Suites - North Everett Property is situated on a 3.2-acre site and comprises 134 guestrooms, which includes 66 king or queen studio suites, 27 one-bedroom king guestrooms, 26 one-bedroom queen guestrooms and 15 two-bedroom king guestrooms. Each guestroom features a fully equipped kitchen with an oven, microwave, refrigerator, dish washer, sink and both cooking and dining utensils. Amenities at the Staybridge Suites – North Everett Property include a complimentary breakfast buffet, complimentary self-service laundry, an indoor swimming pool, approximately 1,900 square feet of meeting space, sundry shop, a fitness center, a business center and an outdoor barbeque area. The Staybridge Suites – North Everett Property is located approximately 3.3 miles southwest of the Boeing Everett Factory, the assembly facility for Boeing’s 747s, 767s, 777s and the new 787 Dreamliner. According to a Seattle news publication, in October 2014, Boeing broke ground on the new 777X composite wings facility located just north of the Boeing Everett Facility. Boeing plans to invest more than $1.0 billion in the wing facility, which is expected to be ready for operation in May 2016. It is estimated that the
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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STAYBRIDGE SUITES – NORTH EVERETT |
production of the Boeing 777X will employ approximately 3,700 people, approximately 10.0% more factory workers than the 777 line currently. The franchise agreement with Intercontinental Hotels Group expires in January 2030.
The borrower is contemplating the construction of up to 55 rooms on a parcel adjacent (“Hotel Expansion”) to the Staybridge Suites – North Everett Property and is permitted to connect the Hotel Expansion to the Staybridge Suites – North Everett Property provided that certain conditions are satisfied, including (i) prior to the commencement of the Hotel Expansion construction, the amortizing net cash flow debt service coverage ratio is not less than 1.35x and the net cash flow debt yield is not less than 10.0%; (ii) prior to the commencement of the Hotel Expansion construction, the borrower covenants that the Hotel Expansion will be substantially completed no less than 36 months prior to the loan maturity date; (iii) prior to the commencement of the Hotel Expansion construction, the sponsors have provided a guaranty satisfactory to the lender that the Hotel Expansion will be completed or the parcel will be returned to substantially the same condition that existed on the loan closing date; (iv) prior to the commencement of the Hotel Expansion construction, the borrower enters into an acceptable reciprocal easement agreement and operating agreement with the owner of the Hotel Expansion which includes the provision that the rooms at the Hotel Expansion may not be rented unless the amortizing net cash flow debt service coverage ratio at the Staybridge Suites – North Everett Property is not less than 1.35x and the net cash flow debt yield is not less than 10.0%; (v) the borrower reimburses the lender for all costs associated with connecting the Hotel Expansion to the Staybridge Suites – North Everett Property, including third-party costs, rating agency costs and title charges; (vi) prior to connecting the Hotel Expansion to the Staybridge Suites – North Everett Property, the borrower delivers an opinion of counsel that the Staybridge Suites – North Everett Mortgage Loan will not fail to maintain its REMIC eligibility as a result of connecting the Hotel Expansion to the Staybridge Suites – North Everett Property; and (vii) prior to connecting the Hotel Expansion to the Staybridge Suites – North Everett Property, the borrower delivers rating agency confirmation from Fitch, KBRA and Moody’s that connecting the Hotel Expansion to the Staybridge Suites – North Everett Property will not result in a qualification, downgrade or withdrawal of the respective ratings assigned to the Series 2015-C26 Certificates.
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $22,000,000 | 100.0 | % | Loan payoff(1) | $19,930,000 | 90.6 | % | |||
Reserves | 30,096 | 0.1 | ||||||||
Closing costs | 424,019 | 1.9 | ||||||||
Return of equity | 1,615,885 | 7.3 | ||||||||
Total Sources | $22,000,000 | 100.0 | % | Total Uses | $22,000,000 | 100.0 | % |
(1) | The Staybridge Suites – North Everett Property is refinancing an existing Wells Fargo Bank, National Association balance sheet loan. |
The following table presents certain information relating to the Staybridge Suites – North Everett Property’s competitive set:
Subject and Market Historical Occupancy, ADR and RevPAR(1)
Competitive Set | Staybridge Suites – North Everett | Penetration Factor | ||||||||||||||||
Year | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | Occupancy | ADR | RevPAR | |||||||||
11/30/2014 TTM | 75.8% | $123.11 | $93.29 | 88.0% | $135.94 | $119.66 | 116.2% | 110.4% | 128.3% | |||||||||
11/30/2013 TTM | 72.1% | $120.34 | $86.71 | 79.0% | $132.31 | $104.54 | 109.6% | 109.9% | 120.6% | |||||||||
11/30/2012 TTM | 70.1% | $117.09 | $82.05 | 83.4% | $128.18 | $106.93 | 119.1% | 109.5% | 130.3% |
(1) | Information obtained from a third party hospitality report dated December 18, 2014. The competitive set includes: Embassy Suites Seattle North Lynnwood, Residence Inn Seattle North Lynnwood, Holiday Inn Downtown Everett, TownPlace Suites Seattle North Mukilteo, Silver Cloud Inn Mukilteo Waterfront and Hilton Garden Inn Seattle North Everett. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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STAYBRIDGE SUITES – NORTH EVERETT |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the Staybridge Suites - North Everett Property:
Cash Flow Analysis
TTM 4/30/2012(1) | TTM 4/30/2013(1) | TTM 4/30/2014(1) | TTM 11/30/2014 | U/W | U/W $ per Room | ||||||||
Occupancy | 80.6% | 83.4% | 82.6% | 88.1% | 82.0% | ||||||||
ADR | $123.23 | $129.60 | $132.31 | $135.50 | $135.50 | ||||||||
RevPAR | $99.29 | $108.08 | $109.28 | $119.34 | $111.11 | ||||||||
Total Revenue | $4,946,436 | $5,396,028 | $5,448,001 | $5,949,681 | $5,546,974 | $41,395 | |||||||
Total Department Expenses | 1,026,945 | 1,091,544 | 1,207,725 | 1,226,516 | 1,159,522 | 8,653 | |||||||
Gross Operating Profit | $3,919,491 | $4,304,484 | $4,240,276 | $4,723,165 | $4,387,452 | $32,742 | |||||||
Total Undistributed Expenses | 1,313,018 | 1,469,572 | 1,500,058 | 1,624,010 | 1,751,407 | 13,070 | |||||||
Profit Before Fixed Charges | $2,606,473 | $2,834,912 | $2,740,218 | $3,099,155 | $2,636,045 | $19,672 | |||||||
Total Fixed Charges | 181,666 | 179,759 | 169,926 | 168,143 | 171,147 | 1,277 | |||||||
Net Operating Income | $2,424,807 | $2,655,153 | $2,570,292 | $2,931,012(2) | $2,464,898 | $18,395 | |||||||
FF&E | 0 | 0 | 0 | 0 | 221, 879 | 1,656 | |||||||
Net Cash Flow | $2,424,807 | $2,655,153 | $2,570,292 | $2,931,012 | $2,243,019 | $16,739 | |||||||
NOI DSCR | 1.82x | 1.99x | 1.93x | 2.20x | 1.85x | ||||||||
NCF DSCR | 1.82x | 1.99x | 1.93x | 2.20x | 1.68x | ||||||||
NOI DY | 11.1% | 12.1% | 11.7% | 13.4% | 11.2% | ||||||||
NCF DY | 11.1% | 12.1% | 11.7% | 13.4% | 10.2% | ||||||||
(1) | The borrower’s fiscal year ends on April 30th. |
(2) | The increase in Net Operating Income for the TTM 11/30/2014 is due to occupancy at the Staybridge Suites – North Everett Property increasing from 82.6% to 88.1% for the TTM 11/30/2014. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 12 - Tanglewood Apartments | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | Basis Real Estate Capital II, LLC | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Multifamily | ||||
Original Principal Balance: | $20,000,000 | Specific Property Type: | Garden | ||||
Cut-off Date Principal Balance: | $20,000,000 | Location: | Westwego, LA | ||||
% of Initial Pool Balance: | 2.1% | Size: | 384 Units | ||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per Unit: | $52,083 | ||||
Borrower Name: | Westwego Community Investors, LLC | Year Built/Renovated: | 1970/2014 | ||||
Sponsor: | Andrew Schwarz | Title Vesting: | Fee | ||||
Mortgage Rate: | 4.450% | Property Manager: | Self-managed | ||||
Note Date: | January 15, 2015 | 3rd Most Recent Occupancy(1): | NAV | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy(1): | NAV | ||||
Maturity Date: | February 1, 2025 | Most Recent Occupancy(1): | NAV | ||||
IO Period: | None | Current Occupancy (As of): | 96.4% (12/18/2014) | ||||
Loan Term (Original): | 120 months | ||||||
Seasoning: | 0 months | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 360 months | ||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI: | NAV | ||||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI: | NAV | ||||
Call Protection: | L(24),D(94),O(2) | Most Recent NOI (As of): | $1,722,741 (TTM 11/30/2014) | ||||
Lockbox Type: | None | ||||||
Additional Debt: | None | ||||||
Additional Debt Type: | NAP | U/W Revenues: | $3,262,902 | ||||
U/W Expenses: | $1,501,898 | ||||||
U/W NOI: | $1,761,004 | ||||||
U/W NCF: | $1,665,004 | ||||||
U/W NOI DSCR: | 1.46x | ||||||
Escrows and Reserves: | U/W NCF DSCR: | 1.38x | |||||
U/W NOI Debt Yield: | 8.8% | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | 8.3% | ||
Taxes | $24,000 | $6,000 | NAP | As-Is Appraised Value: | $27,300,000 | ||
Insurance | $259,773 | $32,472 | NAP | As-Is Appraisal Valuation Date: | December 18, 2014 | ||
Deferred Maintenance | $83,750 | $0 | NAP | Cut-off Date LTV Ratio: | 73.3% | ||
Replacement Reserves | $0 | $8,281 | NAP | LTV Ratio at Maturity or ARD: | 59.1% | ||
(1) | The sponsor acquired the Tanglewood Apartments Property vacant in 2010 and spent in excess of $10.7 million on a complete gut renovation, which was completed in early 2014. Historical financial information and historical occupancy information was, therefore, not available prior to the 12-month period ending November 30, 2014. |
The Tanglewood Apartments mortgage loan is evidenced by a single promissory note that is secured by a first mortgage encumbering a class B/C, garden-style multifamily property located in Westwego, Louisiana (the “Tanglewood Apartments Property”), approximately 11.0 miles southwest of the New Orleans central business district. Primary access to the area is provided by US Highway 90, a major arterial that crosses the New Orleans metro area in a north/south direction and connects the area with downtown New Orleans and Interstate 10. The Tanglewood Apartments Property is situated on approximately 19.3 acres and is comprised of 384 units in 20 buildings. The improvements were built in 1970 and were recently renovated in 2013 and 2014. Since the acquisition of the Tanglewood Apartments Property in 2010, the borrower has spent in excess of $10.7 million on a complete “gut” renovation. The scope of this renovation included replacement of all mechanical systems, including conversion of the original central air systems; all new electric service, plumbing and HVAC; and full renovation of unit interiors (new kitchens, baths, flooring, mechanicals and trim). Common area amenities include two heated swimming pools, two playgrounds, and on-site laundry facilities. The Tanglewood Apartments Property contains 576 parking spaces, reflecting an overall parking ratio of 1.5 spaces per unit. As of December 18, 2014, the Tanglewood Apartments Property was 96.4% occupied.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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TANGLEWOOD APARTMENTS |
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | % | Loan payoff | % | |||||||
Reserves | ||||||||||
Closing costs | 494,510 | 2.5 | ||||||||
Total Sources | 100.0 | % | Total Uses | 100.0 | % |
The following table presents certain information relating to the unit mix of the Tanglewood Apartments Property:
Unit Mix Summary(1)
Unit Type | No. of Units | % of Total Units | Average Unit Size (SF) | Average U/W Monthly Rent per Unit |
2 Bedroom | 232 | 60.4% | 860 | $733 |
3 Bedroom | 80 | 20.8% | 1,012 | $944 |
Total/Weighted Average | 100.0% |
(1) | Information obtained from the underwritten rent roll. |
The following table presents historical occupancy percentages at the Tanglewood Apartments Property:
Historical Occupancy
12/31/2011(1) | 12/31/2012(1) | 12/31/2013(1) | 12/18/2014(2) | |||
NAV | NAV | NAV | 96.4% |
(1) | The sponsor acquired the Tanglewood Apartments Property in 2010 at 100% vacancy. The Tanglewood Apartments Property underwent a major renovation that was completed in early 2014, after which The Tanglewood Apartments Property quickly leased up. |
(2) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Tanglewood Apartments Property:
Cash Flow Analysis(1)
(1) | The sponsor acquired the Tanglewood Apartments Property in 2010 when it was 100% vacant. The Tanglewood Apartments Property then underwent a major renovation that was completed in early 2014, after which The Tanglewood Apartments Property quickly leased up. Operating statements are, therefore, not available for calendar years 2012 and 2013. |
(2) | The underwritten economic vacancy and credit loss is 8.7%. The Tanglewood Apartments Property was 96.4% physically occupied as of December 18, 2014. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 13 – The Centre at Deane Hill | |||||||
Loan Information | Property Information | ||||||
Mortgage Loan Seller: | C-III Commercial Mortgage, LLC | Single Asset/Portfolio: | Single Asset | ||||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/AAA/aaa (sca.pd) | Property Type: | Retail | ||||
Original Principal Balance(1): | $32,000,000 | Specific Property Type: | Anchored | ||||
Cut-off Date Principal Balance: | $18,768,922 | Location: | Knoxville, TN | ||||
% of Initial Pool Balance: | 2.0% | Size: | 389,137 SF | ||||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per SF: | $48.23 | ||||
Borrower Name: | The Centre at Deane Hill, LLC | Year Built/Renovated: | 1997/NAP | ||||
Sponsors: | David L. Barnhart; E. Andrew Isakson | Title Vesting: | Fee | ||||
Mortgage Rate: | 7.100% | Property Manager: | Self-managed | ||||
Note Date: | June 15, 1999 | 3rd Most Recent Occupancy (As of): | 93.0% (12/31/2011) | ||||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 94.0% (12/31/2012) | ||||
Maturity Date: | July 1, 2019 | Most Recent Occupancy (As of): | 100.0% (12/31/2013) | ||||
IO Period: | NAP | Current Occupancy (As of): | 97.0% (11/19/2014) | ||||
Loan Term (Original): | 240 months | ||||||
Seasoning: | 187 months | Underwriting and Financial Information: | |||||
Amortization Term (Original): | 300 months | ||||||
Loan Amortization Type: | Amortizing Balloon | 3rd Most Recent NOI (As of): | $3,751,305 (12/31/2012) | ||||
Interest Accrual Method: | 30/360 | 2nd Most Recent NOI (As of): | $4,068,997 (12/31/2013) | ||||
Call Protection(2): | L(60),GRTR 1% or YM(174),O(6) | Most Recent NOI (As of): | $3,878,902 (T-11 Annualized 11/30/2014) | ||||
Lockbox Type: | None | ||||||
Additional Debt: | None | ||||||
Additional Debt Type: | NAP | U/W Revenues: | $5,087,213 | ||||
U/W Expenses: | $1,171,873 | ||||||
U/W NOI: | $3,915,340 | ||||||
U/W NCF: | $3,577,120 | ||||||
U/W NOI DSCR: | 1.43x | ||||||
Escrows and Reserves: | U/W NCF DSCR: | 1.31x | |||||
U/W NOI Debt Yield: | 20.9% | ||||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | 19.1% | ||
Taxes | $0 | Springing(3) | NAP | As-Is Appraised Value: | $53,500,000 | ||
Insurance | $0 | Springing(3) | NAP | As-Is Appraisal Valuation Date: | November 29, 2014 | ||
Replacement Reserves | $0 | $0 | NAP | Cut-off Date LTV Ratio: | 35.3% | ||
TI/LC Reserve | $0 | $0 | NAP | LTV Ratio at Maturity or ARD: | 21.5% | ||
(1) | See “Sources and Uses” section. |
(2) | From origination. |
(3) | The borrower is required to deposit real estate taxes and insurance reserves upon the occurrence and continuance of an event of default. |
The Centre at Deane Hill mortgage loan is evidenced by a single promissory note that is secured by a first mortgage encumbering a 389,137 square foot anchored retail center (“The Centre at Deane Hill Property”) located in Knoxville, Tennessee. The Centre at Deane Hill Property was developed by the borrower in 1997. The Centre at Deane Hill Property consists of a single-story class A power center spread across five buildings and is situated on a 40.0-acre site. The Centre at Deane Hill Property is anchored by Kohl’s, Food City, Stein Mart, Bed Bath & Beyond, PetSmart, Buy Buy Baby and A.C. Moore. The Centre at Deane Hill Property features 2,018 surface parking spaces, resulting in a parking ratio of 5.2 spaces per 1,000 square feet of rentable area. The Centre at Deane Hill Property was 97.0% leased to 21 tenants as of November 19, 2014.
The Centre at Deane Hill mortgage loan was originated in June 1999 by State Farm Life Insurance Company and subsequently included in the MSDWC 2002-IQ2 securitization. CIII Commercial Mortgage LLC acquired the related promissory note through an affiliate in connection with a cleanup call of the MSDWC 2002-IQ2 securitization in November 2014. The borrower is not structured as a special purpose entity and the related mortgage loan seller is not aware of any prior payment delinquency of 30 days or more with respect to The Centre at Deane Hill mortgage loan. Neither the related loan documents nor the related borrower’s organizational documents require the related borrower to be a special purpose entity.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE CENTRE AT DEANE HILL |
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $29,650,000 | 92.7 | % | Loan payoff | $28,426,471 | 88.8 | % | |||
Additional funding(1) | 2,350,000 | 7.3 | Closing costs | 319,368 | 1.0 | |||||
Return of equity | 3,254,161 | 10.2 | ||||||||
Total Sources | $32,000,000 | 100.0 | % | Total Uses | $32,000,000 | 100.0 | % |
(1) | The related promissory note was dated June 15, 1999. An additional funding was disbursed on July 29, 1999. |
The following table presents certain information relating to the tenancy at The Centre at Deane Hill Property:
Major Tenants
Tenant Name | Credit Rating (Fitch/ Moody’s/ S&P)(1) | Tenant NRSF | % of NRSF | Annual U/W Base Rent PSF | Annual U/W Base Rent | % of Total Annual U/W Base Rent | Sales PSF(2) | Occupancy Cost(2) | Lease Expiration Date | |
Anchor Tenants | ||||||||||
Kohl’s | BBB+/Baa1/BBB | 86,584 | 22.3% | $9.25 | $800,902 | 18.8% | $198 | 5.9% | 2/2/2019 | |
KVAT Food Stores (dba Food City) | NR/NR/NR | 57,391 | 14.7% | $11.87 | $681,231 | 16.0% | $382(3) | 3.7%(3) | 7/31/2018 | |
Bed Bath & Beyond | NR/Baa1/A- | 40,000 | 10.3% | $11.25 | $450,000 | 10.5% | $202 | 6.7% | 1/31/2023 | |
Stein Mart Inc. | NR/NR/NR | 40,000 | 10.3% | $9.50 | $380,000 | 8.9% | $99(4) | 12.0%(4) | 11/30/2017 | |
PetSmart | NR/NR/BB+ | 26,040 | 6.7% | $11.72 | $305,189 | 7.2% | NAV | NAV | 1/31/2019 | |
A.C. Moore | NR/NR/NR | 24,049 | 6.2% | $10.40 | $250,000 | 5.9% | NAV | NAV | 7/31/2016 | |
Buy Buy Baby | NR/Baa1/A- | 25,000 | 6.4% | $7.00 | $175,000 | 4.1% | $324 | 2.4% | 1/31/2023 | |
Total Anchor Tenants | 299,064 | 76.9% | $10.17 | $3,042,322 | 71.3% | |||||
Major Tenants | ||||||||||
Old Navy | BBB-/Baa3/BBB- | 15,000 | 3.9% | $14.00 | $210,000 | 4.9% | $264 | 6.2% | 11/30/2017 | |
Off Broadway Shoes | NR/NR/NR | 15,000 | 3.9% | $10.65 | $159,750 | 3.7% | $120 | 10.9% | 8/31/2015 | |
The School Box of Tennessee | NR/NR/NR | 7,225 | 1.9% | $17.00 | $122,825 | 2.9% | $142 | 13.6% | 5/31/2020 | |
Kirklands | NR/NR/NR | 6,500 | 1.7% | $18.00 | $117,000 | 2.7% | $180 | 11.3% | 1/31/2020 | |
Dollar Tree | NR/Baa3/NR | 10,280 | 2.6% | $10.50 | $107,940 | 2.5% | NAV | NAV | 8/31/2016 | |
Total Major Tenants | 54,005 | 13.9% | $13.29 | $717,515 | 16.8% | |||||
Non-Major Tenants | 24,252 | 6.2% | $20.93 | $507,653 | 11.9% | |||||
Occupied Collateral Total | 377,321 | 97.0% | $11.31 | $4,267,490 | 100.0% | |||||
Vacant Space | 11,816 | 3.0% | ||||||||
Collateral Total | 389,137 | 100.0% | ||||||||
(1) | Certain ratings are those of the parent company whether or not the parent guarantees the lease. |
(2) | Sales PSF and Occupancy Cost information is for the trailing 12-months ending December 31, 2013. |
(3) | Food City sales and occupancy cost information is for the trailing 12-months ending July 31, 2013. |
(4) | Stein Mart Inc. sales and occupancy cost information is for the 11-month period ending November 30, 2013. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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THE CENTRE AT DEANE HILL |
The following table presents certain information relating to the lease rollover schedule at The Centre at Deane Hill Property:
Lease Expiration Schedule(1)(2)
Year Ending December 31, | No. of Leases Expiring | Expiring NRSF | % of Total NRSF | Cumulative Expiring NRSF | Cumulative % of Total NRSF | Annual U/W Base Rent | Annual U/W Base Rent PSF(3) | ||||
MTM | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||
2015 | 2 | 16,208 | 4.2% | 16,208 | 4.2% | $184,514 | $11.38 | ||||
2016 | 3 | 36,829 | 9.5% | 53,037 | 13.6% | $397,940 | $10.81 | ||||
2017 | 3 | 56,800 | 14.6% | 109,837 | 28.2% | $622,400 | $10.96 | ||||
2018 | 4 | 68,437 | 17.6% | 178,274 | 45.8% | $934,070 | $13.65 | ||||
2019 | 5 | 120,322 | 30.9% | 298,596 | 76.7% | $1,263,741 | $10.50 | ||||
2020 | 2 | 13,725 | 3.5% | 312,321 | 80.3% | $239,825 | $17.47 | ||||
2021 | 0 | 0 | 0.0% | 312,321 | 80.3% | $0 | $0.00 | ||||
2022 | 0 | 0 | 0.0% | 312,321 | 80.3% | $0 | $0.00 | ||||
2023 | 2 | 65,000 | 16.7% | 377,321 | 97.0% | $625,000 | $9.62 | ||||
2024 | 0 | 0 | 0.0% | 377,321 | 97.0% | $0 | $0.00 | ||||
2025 | 0 | 0 | 0.0% | 377,321 | 97.0% | $0 | $0.00 | ||||
Thereafter | 0 | 0 | 0.0% | 377,321 | 97.0% | $0 | $0.00 | ||||
Vacant | 0 | 11,816 | 3.0% | 389,137 | 100.0% | $0 | $0.00 | ||||
Total/Weighted Average | 21 | 389,137 | 100.0% | $4,267,490 | $11.31 |
(1) | Information obtained from the underwritten rent roll. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule. |
(3) | Weighted Average Annual U/W Base Rent PSF excludes vacant space. |
The following table presents historical occupancy percentages at The Centre at Deane Hill Property:
Historical Occupancy
12/31/2011(1) | 12/31/2012(1) | 12/31/2013(1) | 11/19/2014(2) | |||
93.0% | 94.0% | 100.0% | 97.0% |
(1) | Information obtained from a third party data provider and the borrower. |
(2) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at The Centre at Deane Hill Property:
Cash Flow Analysis
2012(1) | 2013(1) | T-11 Ann. 11/30/2014 | U/W | U/W $ per SF | |||||||
Base Rent | $4,056,330 | $4,401,764 | $4,339,063 | $4,267,490 | $10.97 | ||||||
Grossed Up Vacant Space | 0 | 0 | 0 | 233,598 | 0.60 | ||||||
Total Reimbursables | 780,449 | 780,621 | 702,545 | 852,293 | 2.19 | ||||||
Other Income | 13,135 | 12,991 | 9,762 | 1,500 | 0.00 | ||||||
Less Vacancy & Credit Loss | 0 | 0 | 0 | (267,669)(2) | (0.69) | ||||||
Effective Gross Income | $4,849,914 | $5,195,376 | $5,051,370 | $5,087,213 | $13.07 | ||||||
Total Operating Expenses | $1,098,609 | $1,126,379 | $1,172,468 | $1,171,873 | $3.01 | ||||||
Net Operating Income | $3,751,305 | $4,068,997 | $3,878,902 | $3,915,340 | $10.06 | ||||||
TI/LC | 143,750 | 57,500 | 103,169 | 279,850 | 0.72 | ||||||
Capital Expenditures | 0 | 0 | 0 | 58,371 | 0.15 | ||||||
Net Cash Flow | $3,607,555 | $4,011,497 | $3,775,733 | $3,577,120 | $9.19 | ||||||
NOI DSCR | 1.37x | 1.49x | 1.42x | 1.43x | |||||||
NCF DSCR | 1.32x | 1.46x | 1.38x | 1.31x | |||||||
NOI DY | 20.0% | 21.7% | 20.7% | 20.9% | |||||||
NCF DY | 19.2% | 21.4% | 20.1% | 19.1% |
(1) | The increase in Net Operating Income and Net Cash Flow from 2012 to 2013 is due to Buy Buy Baby (6.4% of the net rentable area) taking occupancy in December 2012 of the space vacated by Borders in 2011. |
(2) | The underwritten economic vacancy is 5.0%. The Centre at Deane Hill Property was 97.0% physically occupied as of November 19, 2014. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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(THIS PAGE INTENTIONALLY LEFT BLANK)
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 14 – Aspen Creek Apartments | ||||||
Loan Information | Property Information | |||||
Mortgage Loan Seller: | Liberty Island Group I LLC | Single Asset/Portfolio: | Single Asset | |||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Multifamily | |||
Original Principal Balance: | $18,500,000 | Specific Property Type: | Garden | |||
Cut-off Date Principal Balance: | $18,500,000 | Location: | Chesterfield Township, MI | |||
% of Initial Pool Balance: | 1.9% | Size: | 776 units | |||
Loan Purpose: | Refinance | Cut-off Date Principal Balance Per Unit: | $23,840 | |||
Borrower Name: | Aspen Creek Apartments Limited Partnership | Year Built/Renovated: | 1979/NAP | |||
Sponsor: | Matthew Lester | Title Vesting: | Fee | |||
Mortgage Rate: | 4.180% | Property Manager: | Self-managed | |||
Note Date: | December 5, 2014 | 3rd Most Recent Occupancy (As of): | 86.3% (12/31/2011) | |||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 80.7% (12/31/2012) | |||
Maturity Date: | January 1, 2025 | Most Recent Occupancy (As of): | 87.1% (12/31/2013) | |||
IO Period: | 36 months | Current Occupancy (As of): | 88.4% (10/31/2014) | |||
Loan Term (Original): | 120 months | |||||
Seasoning: | 1 month | Underwriting and Financial Information: | ||||
Amortization Term (Original): | 360 months | |||||
Loan Amortization Type: | Interest-only, Amortizing Balloon | 3rd Most Recent NOI (As of)(1): | $2,000,775 (12/31/2012) | |||
Interest Accrual Method: | Actual/360 | 2nd Most Recent NOI (As of)(1): | $1,781,558 (12/31/2013) | |||
Call Protection: | L(25),D(91),O(4) | Most Recent NOI (As of)(1): | $2,139,159 (TTM 10/31/2014) | |||
Lockbox Type: | Springing (Without Established Account) | |||||
Additional Debt: | None | U/W Revenues: | $5,162,470 | |||
Additional Debt Type: | NAP | U/W Expenses: | $3,181,814 | |||
U/W NOI: | $1,980,657 | |||||
U/W NCF: | $1,747,857 | |||||
U/W NOI DSCR: | 1.83x | |||||
Escrows and Reserves: | U/W NCF DSCR: | 1.61x | ||||
U/W NOI Debt Yield: | 10.7% | |||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | 9.4% | |
Taxes | $110,237 | $36,746 | NAP | As-Is Appraised Value: | $27,300,000 | |
Insurance | $54,241 | $10,848 | NAP | As-Is Appraisal Valuation Date: | October 23, 2014 | |
Replacement Reserves | $19,400 | $19,400 | NAP | Cut-off Date LTV Ratio: | 67.8% | |
Deferred Maintenance | $94,375 | $0 | NAP | LTV Ratio at Maturity or ARD: | 58.9% | |
(1) | See “Cash Flow Analysis” section. |
The Aspen Creek Apartments mortgage loan is evidenced by a single promissory note that is secured by a first mortgage encumbering a 776-unit multifamily property located in Chesterfield Township, Michigan, approximately 34.4 miles northeast of Detroit (the “Aspen Creek Apartments Property”). The Aspen Creek Apartments Property is situated on a 62.0-acre site and consists of 32 one bedroom/one bathroom units, 96 one bedroom/one and one-half bathroom units, 224 two bedroom/one and one-half bathroom units, 108 two bedroom/two bathroom units, 180 large two bedroom/two bathroom units, 40 three bedroom/two bathroom units and 96 large three bedroom/two bathroom units. The Aspen Creek Apartments Property was built in phases from 1979 to 1986 and comprises 45 two-story apartment buildings and one clubhouse building, one maintenance garage and several carport structures. Amenities at the Aspen Creek Apartments Property include a community pool, indoor spa, outdoor playground, fitness center and carports for each unit. Unit amenities include fully equipped kitchens, in-home storage and central air conditioning. As of the third quarter of 2014, the Detroit apartment market vacancy was 3.1% with average monthly asking rents of $894 per unit. The Aspen Creek Apartments Property contains 1,418 surface parking spaces, reflecting an overall parking ratio of 1.8 spaces per unit. As of October 31, 2014, the Aspen Creek Apartments Property was 88.4% occupied.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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ASPEN CREEK APARTMENTS |
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $18,500,000 | 100.0 | % | Loan payoff | $17,494,698 | 94.6 | % | |||
Reserves | 278,253 | 1.5 | ||||||||
Closing costs | 491,163 | 2.7 | ||||||||
Return of equity | 235,887 | 1.3 | ||||||||
Total Sources | $18,500,000 | 100.0 | % | Total Uses | $18,500,000 | 100.0 | % |
The following table presents certain information relating to the unit mix of the Aspen Creek Apartments Property:
Unit Mix Summary(1)
Unit Type | No. of Units | % of Total Units | Average Unit Size (SF) | Average Monthly U/W Rent Per Unit | ||||
1 Bedroom/1 Bathroom | 32 | 4.1 | % | 713 | $512 | |||
1 Bedroom/1.5 Bathrooms | 96 | 12.4 | % | 859 | $526 | |||
2 Bedroom/1.5 Bathrooms | 224 | 28.9 | % | 832 | $556 | |||
2 Bedroom/2 Bathroom | 108 | 13.9 | % | 952 | $599 | |||
Large 2 Bedroom/2 Bathroom | 180 | 23.2 | % | 1,125 | $679 | |||
3 Bedroom/2 Bathroom | 40 | 5.2 | % | 1,200 | $747 | |||
Large 3 Bedroom/2 Bathroom | 96 | 12.4 | % | 1,366 | $850 | |||
Total/Weighted Average | 776 | 100.0 | % | 1,000 | $630 |
(1) | Information obtained from the appraisal and underwritten rent roll. |
The following table presents historical occupancy percentages at the Aspen Creek Apartments Property:
Historical Occupancy
12/31/2011(1)(2) | 12/31/2012(1)(2) | 12/31/2013(1)(2) | 10/31/2014(3) | |||
86.3% | 80.7% | 87.1% | 88.4% |
(1) | Information obtained from the borrower. |
(2) | See “Cash Flow Analysis” section |
(3) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Aspen Creek Apartments Property:
Cash Flow Analysis
2012(1) | 2013(1) | TTM 10/31/2014(1) | U/W | U/W $ per Unit | |||||||
Base Rent | $4,438,834 | $4,352,646 | $4,811,191 | $5,248,489 | $6,764 | ||||||
Grossed Up Vacant Space | 0 | 0 | 0 | 672,780 | 867 | ||||||
Utility Reimbursements | 24,434 | 23,234 | 20,970 | 20,970 | 27 | ||||||
Other Income | 271,689 | 248,604 | 328,198 | 328,198 | 423 | ||||||
Less Vacancy & Credit Loss | 10,204 | 2,061 | 2,111 | (1,107,967)(2) | (1,428) | ||||||
Effective Gross Income | $4,745,161 | $4,626,545 | $5,162,470 | $5,162,470 | $6,653 | ||||||
Total Operating Expenses | $2,744,386 | $2,844,987 | $3,023,311 | $3,181,814 | $4,100 | ||||||
Net Operating Income | $2,000,775 | $1,781,558 | $2,139,159 | $1,980,657 | $2,552 | ||||||
Capital Expenditures | 0 | 0 | 0 | 232,800 | 300 | ||||||
Net Cash Flow | $2,000,775 | $1,781,558 | $2,139,159 | $1,747,857 | 2,252 | ||||||
NOI DSCR | 1.85x | 1.64x | 1.98x | 1.83x | |||||||
NCF DSCR | 1.85x | 1.64x | 1.98x | 1.61x | |||||||
NOI DY | 10.8% | 9.6% | 11.6% | 10.7% | |||||||
NCF DY | 10.8% | 9.6% | 11.6% | 9.4% |
(1) | The decrease in Net Operating Income from 2012 to 2013 is primarily due to uncharacteristic tenant rollover occurring simultaneously at the Aspen Creek Apartments Property. |
(2) | The underwritten economic vacancy is 18.7%. The Aspen Creek Apartments Property was 88.8% physically occupied as of October 31, 2014. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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No. 15 – JCIM Portfolio | ||||||
Loan Information | Property Information | |||||
Mortgage Loan Seller: | Liberty Island Group I LLC | Single Asset/Portfolio: | Portfolio | |||
Credit Assessment (Fitch/KBRA/Moody’s): | NR/NR/NR | Property Type: | Industrial | |||
Original Principal Balance: | $18,450,000 | Specific Property Type: | Warehouse | |||
Cut-off Date Principal Balance: | $18,425,676 | Location: | Monroe, MI | |||
% of Initial Pool Balance: | 1.9% | Size: | 535,500 SF | |||
Loan Purpose: | Acquisition | Cut-off Date Principal Balance Per SF: | $34.41 | |||
Borrower Names: | MI14 Monroe Revard LLC and MI14 Monroe Frenchtown LLC | Year Built/Renovated(3): | Various | |||
Sponsor: | Gladstone Commercial Corporation | Title Vesting: | Fee | |||
Mortgage Rate: | 4.040% | Property Manager: | Self-managed | |||
Note Date: | December 23, 2014 | 3rd Most Recent Occupancy (As of): | 100.0% (12/31/2011) | |||
Anticipated Repayment Date: | NAP | 2nd Most Recent Occupancy (As of): | 100.0% (12/31/2012) | |||
Maturity Date: | January 1, 2025 | Most Recent Occupancy (As of): | 100.0% (12/31/2013) | |||
IO Period: | NAP | Current Occupancy (As of): | 100.0% (12/18/2014) | |||
Loan Term (Original): | 120 months | |||||
Seasoning: | 1 month | |||||
Amortization Term (Original): | 360 months | Underwriting and Financial Information: | ||||
Loan Amortization Type: | Amortizing Balloon | |||||
Interest Accrual Method: | Actual/360 | 3rd Most Recent NOI (As of): | 2,507,682 (12/31/2012) | |||
Call Protection: | L(25),D(91),O(4) | 2nd Most Recent NOI (As of): | 2,460,336 (12/31/2013) | |||
Lockbox Type: | Hard/Springing Cash Management | Most Recent NOI (As of): | 2,237,341 (TTM 10/31/2014) | |||
Additional Debt: | None | |||||
Additional Debt Type: | NAP | |||||
U/W Revenues: | $2,830,393 | |||||
U/W Expenses: | $703,486 | |||||
U/W NOI: | $2,126,907 | |||||
U/W NCF: | $1,952,865 | |||||
U/W NOI DSCR : | 2.00x | |||||
Escrows and Reserves: | U/W NCF DSCR: | 1.84x | ||||
U/W NOI Debt Yield: | 11.5% | |||||
Type: | Initial | Monthly | Cap (If Any) | U/W NCF Debt Yield: | 10.6% | |
Taxes(1) | $0 | Springing | NAP | As-Is Appraised Value: | $30,900,000 | |
Insurance(1) | $0 | Springing | NAP | As-Is Appraisal Valuation Date: | December 2, 2014 | |
Deferred Maintenance | $57,990 | $0 | NAP | Cut-off Date LTV Ratio: | 59.6% | |
TI/LC Reserve | $1,416,892(2) | $0 | NAP | LTV Ratio at Maturity or ARD: | 47.5% | |
(1) | The borrower is only required to deposit real estate taxes and insurance reserves upon the occurrence and continuance of an event of default. |
(2) | The borrower received a credit for outstanding tenant improvement allowance from the seller. Those funds were escrowed into the TI/LC Reserve. |
(3) | The 2200 Revard property was constructed in 2003. The 1833 Frenchtown property was constructed in 2005. The two properties are adjacent and leased to a single tenant, JCIM, LLC. |
The JCIM Portfolio mortgage loan is evidenced by a single promissory note that is secured by a first mortgage encumbering two adjacent warehouse properties totaling 535,500 square feet located in Monroe, Michigan (the “JCIM Portfolio Properties”). The JCIM Portfolio Properties are 100.0% leased by JCIM, LLC on a 10-year, absolute net lease. The 2200 Revard property was built in 2003 and totals 220,500 square feet. The 2200 Revard property features two crane bays with capacities from 5-30 tons, 20 dock doors, two drive-in doors and 30-foot clear heights. The 1833 Frenchtown was built in 2005 and totals 315,000 square feet. The 1833 Frenchtown property features two crane bays with capacities from 5-30 tons, 266 dock doors, four drive-in doors and 30-foot clear heights. The JCIM Portfolio Properties are located near Interstate 75, the major interstate in Michigan that connects Detroit to the north and Toledo to the south. JCIM, LLC manufactures injection molded plastic interior products for the automotive industry. The company was founded in 2008 and is based in Plymouth, Michigan. JCIM, LLC is a wholly owned subsidiary of Johnson Controls, Inc. (NYSE: JCI). The JCIM Portfolio Properties were 100.0% occupied as of December 18, 2014.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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JCIM PORTFOLIO |
Sources and Uses
Sources | Uses | |||||||||
Original loan amount | $18,450,000 | 56.7 | % | Purchase price | $30,750,000 | 94.5 | % | |||
Other sources(1) | 2,315,305(1) | 7.1 | Reserves | 1,474,882 | 4.5 | |||||
Sponsor new cash contribution | 11,757,229 | 36.2 | Closing costs | 297,652 | 0.9 | |||||
Total Sources | $32,522,534 | 100.0 | % | Total Uses | $32,522,534 | 100.0 | % |
(1) | Other sources consist of escrow credits in the amount of $750,000, December 2014 rent and a tenant improvement allowance credit from the seller. |
The following table presents certain information relating to the JCIM Portfolio Properties:
Property Name | Allocated Cut-off Date Principal Balance | % of Portfolio Cut-off Date Principal Balance | Property Type | Sub Property Type | Square Feet | Cut-off Date Balance Per SF | Year Built/ Renovated | Appraised Value | ||||||||
1883 Frenchtown | $10,852,673 | 58.9% | Industrial | Warehouse | 315,000 | $34.45 | 2005/NAP | $18,200,000 | ||||||||
2200 Revard | $7,573,003 | 41.1% | Industrial | Warehouse | 220,500 | $34.34 | 2003/NAP | $12,700,000 | ||||||||
Total/Weighted Average | 100.0% | $18,425,676 | 535,500 | $34.41 | $30,900,000 |
The following table presents certain information relating to the tenancy at the JCIM Portfolio Properties:
Major Tenant
Tenant Name | Credit Rating (Fitch/Moody’s/ S&P) | Tenant NRSF | % of NRSF | Annual U/W Base Rent PSF | Annual U/W Base Rent | % of Total Annual U/W Base Rent | Lease Expiration Date | |||||||
Major Tenant | ||||||||||||||
JCIM, LLC | NR/NR/NR | 535,500 | 100.0% | $4.25 | $2,275,875 | 100.0% | 8/31/2023(1) | |||||||
Occupied Collateral Total | 535,500 | 100.0% | $4.25 | $2,275,875 | 100.0% | |||||||||
(1) | JCIM, LLC has two, 5-year lease extension options. |
The following table presents certain information relating to the lease rollover schedule at the JCIM Portfolio Properties:
Lease Expiration Schedule(1)
Year Ending December 31, | No. of Leases Expiring | Expiring NRSF | % of Total NRSF | Cumulative Expiring NRSF | Cumulative % of Total NRSF | Annual U/W Base Rent | Annual U/W Base Rent PSF | ||||||||
MTM | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2015 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2016 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2017 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2018 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2019 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2020 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2021 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2022 | 0 | 0 | 0.0% | 0 | 0.0% | $0 | $0.00 | ||||||||
2023 | 2 | 535,500 | 100.0% | 535,500 | 100.0% | $2,275,875 | $4.25 | ||||||||
2024 | 0 | 0 | 0.0% | 535,500 | 100.0% | $0 | $0.00 | ||||||||
2025 | 0 | 0 | 0.0% | 535,500 | 100.0% | $0 | $0.00 | ||||||||
Thereafter | 0 | 0 | 0.0% | 535,500 | 100.0% | $0 | $0.00 | ||||||||
Vacant | 0 | 0 | 0.0% | 535,500 | 100.0% | $0 | $0.00 | ||||||||
Total/Weighted Average | 2 | 535,500 | 100.0% | $2,275,875 | $4.25 |
(1) | Information obtained from the underwritten rent roll. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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JCIM PORTFOLIO |
The following table presents historical occupancy percentages at the JCIM Portfolio Properties:
Historical Occupancy
12/31/2011(1) | 12/31/2012(1) | 12/31/2013(1) | 12/18/2014(2) | |||
100.0% | 100.0% | 100.0% | 100.0% |
(1) | Information obtained from the borrower. |
(2) | Information obtained from the underwritten rent roll. |
Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the JCIM Portfolio Properties:
Cash Flow Analysis
2012 | 2013 | TTM 10/31/2014 | U/W | U/W $ per SF | |||||||
Base Rent | $2,507,682 | $2,460,336 | $2,237,341 | $2,275,875 | $4.25 | ||||||
Grossed Up Vacant Space | 0 | 0 | 0 | 0 | 0.00 | ||||||
Total Reimbursables | 0 | 0 | 0 | 0 | 0.00 | ||||||
Other Income | 0 | 0 | 0 | 703,486(1) | 1.31 | ||||||
Less Vacancy & Credit Loss | 0 | 0 | 0 | (148,968)(2) | (0.28) | ||||||
Effective Gross Income | $2,507,682 | $2,460,336 | $2,237,341 | $2,830,393 | $5.29 | ||||||
Total Operating Expenses | 0 | 0 | 0 | $703,486(1) | $1.31 | ||||||
Net Operating Income | $2,507,682 | $2,460,336 | $2,237,341 | $2,126,907 | $3.97 | ||||||
TI/LC | 0 | 0 | 0 | 93,717 | 0.18 | ||||||
Capital Expenditures | 0 | 0 | 0 | 80,325 | 0.15 | ||||||
Net Cash Flow | $2,507,682 | $2,460,336 | $2,237,341 | $1,952,865 | $3.65 | ||||||
NOI DSCR | 2.36x | 2.32x | 2.11x | 2.00x | |||||||
NCF DSCR | 2.36x | 2.32x | 2.11x | 1.84x | |||||||
NOI DY | 13.6% | 13.4% | 12.1% | 11.5% | |||||||
NCF DY | 13.6% | 13.4% | 12.1% | 10.6% |
(1) | The tenant operates under an absolute net lease and pays all expenses directly. A 100.0% expense recovery ratio is utilized for presentation purposes only. |
(2) | The underwritten economic vacancy is 5.0%. The JCIM Portfolio Properties were 100.0% physically occupied as of December 18, 2014. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
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Wells Fargo Commercial Mortgage Trust 2015-C26 | Transaction Contact Information |
VI. Transaction Contact Information
Questions regarding this Structural and Collateral Term Sheet may be directed to any of the following individuals:
Wells Fargo Securities, LLC | |
Brigid Mattingly | Tel. (312) 269-3062 |
Fax (312) 658-0140 | |
A.J. Sfarra | Tel. (212) 214-5613 |
Fax (212) 214-8970 | |
Alex Wong | Tel. (212) 214-5615 |
Fax (212) 214-8970 |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.
115