FREE WRITING PROSPECTUS
Filed Pursuant to Rule 433
Registration Statement No. 333-193376-25
November 10, 2015
STATEMENT REGARDING THIS FREE WRITING PROSPECTUS
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (File No. 333-193376) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the Securities and Exchange Commission for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the Securities and Exchange Commission website at www.sec.gov. Alternatively, the depositor, Deutsche Bank Securities Inc., any other underwriter, or any dealer participating in this offering will arrange to send to you the prospectus if you request it by calling toll-free 1-800-503-4611 or by emailing prospectus.cpdg@db.com.
This free writing prospectus does not contain all information that is required to be included in the prospectus and the prospectus supplement.
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IMPORTANT NOTICE RELATING TO AUTOMATICALLY GENERATED EMAIL DISCLAIMERS
Any legends, disclaimers or other notices that may appear at the bottom of, or attached to, the email communication to which these materials are attached relating to (1) these materials not constituting an offer (or a solicitation of an offer), (2) no representation being made 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 email system.
SUPPLEMENT NO. 2 TO FREE WRITING PROSPECTUS, DATED NOVEMBER 10, 2015
$828,786,000 (Approximate)
COMM 2015-LC23 Mortgage Trust
as Issuing Entity
Deutsche Mortgage & Asset Receiving Corporation
as Depositor
German American Capital Corporation
Ladder Capital Finance LLC
Cantor Commercial Real Estate Lending, L.P.
Jefferies LoanCore LLC
as Sponsors and Mortgage Loan Sellers
COMM 2015-LC23 MORTGAGE TRUST
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
This Supplement No. 2 to Free Writing Prospectus, dated November 10, 2015, relates to the offering of COMM 2015-LC23 Mortgage Trust Commercial Mortgage Pass-Through Certificates (collectively, the “Offered Certificates”) and clarifies, updates or adds the following information as it relates to (i) the free writing prospectus, dated November 2, 2015 and filed with the Securities and Exchange Commission under accession number 0001539497-15-001802 (the “Free Writing Prospectus”; capitalized terms not defined herein are used as defined in the Free Writing Prospectus) and (ii) the free writing prospectus designated as the “Structural and Collateral Term Sheet”, dated November 2, 2015 and filed with the Securities and Exchange Commission under accession number 0001539497-15-001798 (the “Term Sheet”):
1. With respect to the portfolio of mortgaged properties identified on Annex A-1 to the Free Writing Prospectus as Equity Inns Portfolio, which secure a mortgage loan representing approximately 8.3% of the outstanding pool balance as of the cut-off date, (a) under the fourth paragraph of “Risk Factors—Prior Bankruptcies, Defaults or Other Proceedings May Be Relevant to Future Performance”, the seventh paragraph under the first bullet thereto, and (b) “Annex B—Description of the Top 20 Mortgage Loans—Equity Inns Portfolio—The Borrower / Sponsor”, the third, fourth and fifth sentences of the third paragraph thereto, are deleted in their entirety and replaced with the following:
“In August 2015, AMH Holdings (Cayman), L.P., an affiliate of Apollo Global Management, LLC, entered into a transaction agreement with AR Capital pursuant to which the parties agreed, subject to satisfaction of certain conditions, that AMH Holdings (Cayman), L.P. would acquire a 60% stake in a new company called AR Global Investments, LLC, the remaining 40% of which would be owned by AR Capital, to which AR Capital would transfer substantially all of its ongoing asset management business. However, on November 9, 2015, Apollo Global Management, LLC and AR Capital announced that they have mutually agreed to terminate the planned transaction.”
Except as modified above and in Supplement No. 1 to Free Writing Prospectus, dated November 6, 2015, the Free Writing Prospectus remains unmodified.
This free writing prospectus is not an offer to sell or a solicitation of an offer to buy these securities in any state where such offer, solicitation or sale is not permitted.
The information in this free writing prospectus, if conveyed prior to the time of your contractual commitment to purchase any of the Offered Certificates, supersedes any conflicting information contained in the Free Writing Prospectus, the Term Sheet and any other prior similar materials relating to the Offered Certificates. The information in this free writing prospectus may be amended or supplemented. This free writing prospectus is being delivered to
you solely to provide you with information about the offering of the Offered Certificates referred to in this free writing prospectus and to solicit an offer to purchase the Offered Certificates, when, as and if issued. Any such offer to purchase made by you will not constitute a contractual commitment by you to purchase or give rise to an obligation by the underwriters to sell any of the Offered Certificates until the underwriters have accepted your offer to purchase Offered Certificates; any “indications of interest” expressed by you, and any “soft circles” generated by us, will not create binding contractual obligations for you or us.
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Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this free writing prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
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