| FREE WRITING PROSPECTUS | ||
| FILED PURSUANT TO RULE 433 | ||
| REGISTRATION FILE NO.: 333-228375-02 | ||
Sent: Monday, September 23, 2019 11:31 AM
Subject: CMBS: BANK 2019-BNK21 **NEW ISSUE ANNOUNCEMENT** Publics
NEW ISSUE CMBS: $991.5mm BANK 2019-BNK21
CO-LEAD MANAGERS &
BOOKRUNNERS: BofA Merrill Lynch, Morgan Stanley, Wells Fargo Securities
CO-MANAGERS: Academy Securities and Drexel Hamilton
PUBLICLY OFFERED CERTIFICATES
| CLASS | Fitch/SP/DBRS | SIZE($MM) | PRIM (YRS) | WAL CE% | WINDOW | PRIN DY% | LTV% |
| A-1 | AAAsf/AAA(sf)/Aaa(sf) | $20.194 | 2.90 | 30.000% | 1-59 | 14.7% | 42.6% |
| A-2 | AAAsf/AAA(sf)/Aaa(sf) | $9.516 | 4.89 | 30.000% | 59-59 | 14.7% | 42.6% |
| A-SB | AAAsf/AAA(sf)/Aaa(sf) | $31.582 | 7.39 | 30.000% | 59-117 | 14.7% | 42.6% |
| A-3 | AAAsf/AAA(sf)/Aaa(sf) | $20.143 | 6.81 | 30.000% | 82-82 | 14.7% | 42.6% |
| A-4* | AAAsf/AAA(sf)/Aaa(sf) | 9.78-9.79 | 30.000% | 117-118 | 14.7% | 42.6% | |
| A-5* | AAAsf/AAA(sf)/Aaa(sf) | 9.86-9.89 | 30.000% | 118-119 | 14.7% | 42.6% | |
| A-S | AAAsf/AAA(sf)/Aaa(sf)) | $84.146 | 9.95 | 22.500% | 119-120 | 13.3% | 47.2% |
| B | AA-sf/AA-(sf)/AAA(sf) | $63.110 | 9.98 | 16.875% | 120-120 | 12.4% | 50.6% |
| C | A-sf/NR/A(high)(sf) | $58.902 | 9.98 | 11.625% | 120-120 | 11.6% | 53.8% |
*Sizes subject to change as detailed in the attached Term Sheet. Range of possible sizes below:
A-4: $200.000mm - $350.000mm
A-5: $353.928mm - $503.928mm
| WA CUT-OFF LTV: | 60.9% |
| WA UW NCF DSCR: | 2.42x |
| WA UW NOI DEBT YLD: | 10.3% |
| WA ORIG TERM TO MATURITY: | 119 |
| WA ORIG AMORTIZING TERM: | 354 |
| TEN LARGEST LOANS: | 60.3% |
| LOAN SELLERS: | MS(37.9%), BANA (30.4%), WFB(22.3%), WFB/BANA(9.3%) |
| TOP 5 STATES: | CA(22.9%), NY(18.0%), TX(17.9%), FL(6.5%), NV(4.9%) |
| TOP 5 PROPERTY TYPES: | OF(44.5%), RT(22.3%), HOT(14.0%), SS(10.5%), MF(4.6%) |
| MASTER SERVICER: | Wells Fargo Bank, National Association |
| SPECIAL SERVICER: | Rialto Capital Advisors, LLC |
| TRUSTEE: | Wilmington Trust, National Association |
| CERT ADMIN: | Wells Fargo Bank, National Association |
| TRUST ADVISOR: | Park Bridge |
| INITIAL CNTRLG CLASS REP: | RREF III Debt AIV, LP (or affiliate of Rialto Capital Advisors, LLC) |
| ATTACHED: | TERM SHEET, ANNEX A-1 |
| EXPECTED PRICING: | Week of 9/23/2019 |
| EXPECTED SETTLEMENT: | On or about 10/23/2019 |
| ROADSHOW: | |
| Tuesday, Sept 24: | Hartford Breakfast (Max’s Downtown - 8:30am ET) |
| Tuesday, Sept 24: | Boston Lunch (Boston Harbor Hotel Sonoma Room – 12:00pm ET) |
| Wednesday, Sept 25: | Minneapolis Breakfast (Grand Hotel– 7:30am CT) |
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The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-294-1322 or you may e-mail a request to dg.prospectus_request@baml.com. The securities may not be suitable for all investors. BofA Securities, Inc. and its affiliates may acquire, hold or sell positions in these securities, or in related derivatives, and may have an investment or commercial banking relationship with the issuer.
CIRCULAR 230 DISCLOSURE
TO ENSURE COMPLIANCE WITH REQUIREMENTS IMPOSED BY THE INTERNAL REVENUE SERVICE, WE INFORM YOU THAT (A) ANY UNITED STATES FEDERAL TAX ADVICE CONTAINED HEREIN (INCLUDING ANY ATTACHMENTS OR ENCLOSURES) WAS NOT INTENDED OR WRITTEN TO BE USED, AND CANNOT BE USED, FOR THE PURPOSE OF AVOIDING UNITED STATES FEDERAL TAX PENALTIES, (B) ANY SUCH ADVICE WAS WRITTEN TO SUPPORT THE PROMOTION OR MARKETING OF THE TRANSACTIONS OR MATTERS ADDRESSED HEREIN AND (C) ANY TAXPAYER TO WHOM THE TRANSACTIONS OR MATTERS ARE BEING PROMOTED, MARKETED OR RECOMMENDED SHOULD SEEK ADVICE BASED ON ITS PARTICULAR CIRCUMSTANCES FROM AN INDEPENDENT TAX ADVISOR.
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 COMMUNICATION 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 THIS OFFERING 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.
