UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM ABS-15G

 

ASSET-BACKED SECURITIZER

REPORT PURSUANT TO SECTION 15G

OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:

 

☐Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period _________ to __________.

 

Date of Report (Date of earliest event reported): ___________

 

Commission File Number of securitizer: ___________

 

Central Index Key Number of securitizer: ___________

 

 
(Name and telephone number, including area code,
of the person to contact in connection with this filing)

 

Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1):  ☐

 

Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i):  ☐

 

Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii):  ☐

 

 

☒Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2).

 

Central Index Key Number of depositor: 0001836081

 

BDS 2021-FL9 Ltd. and BDS 2021-FL9 LLC
(Exact name of issuing entity as specified in its charter)

 

Central Index Key Number of issuing entity (if applicable): __________

 

Central Index Key Number of underwriter (if applicable): __________

 

Jeehae Lee, (646) 453-7100
(Name and telephone number, including area code,
of the person to contact in connection with this filing)

 

   

 

 

 

INFORMATION TO BE INCLUDED IN THE REPORT

 

 

PART I: REPRESENTATION AND WARRANTY INFORMATION

 

N/A

 

PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS

 

Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer

 

Attached as Exhibit 99.1 hereto is an agreed-upon procedures report, dated September 20, 2021, of KPMG LLP, obtained by the depositor, which report sets forth the findings and conclusions, as applicable, of KPMG LLP with respect to certain agreed-upon procedures performed by KPMG LLP.

 

   

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:  September 20, 2021 BDS IV REIT, Inc. (Depositor)
     
     
     
  By:    /s/ Jeehae Lee
    Name:  Jeehae Lee
    Title:  Treasurer
   

 

 

 

EXHIBIT INDEX

 

Exhibit 99.1 Independent Accountants’ Report on Applying Agreed-Upon Procedures, dated September 20, 2021, of KPMG LLP.

 

 

   

 

Exhibit 99.1

 

 
  KPMG LLP
Suite 900
8350 Broad Street
McLean, VA 22102

  

 

Independent Accountants’ Report on Applying Agreed-Upon Procedures

 

Bridge Debt Strategies Fund IV LP (the “Company”)
Goldman Sachs & Co. LLC
J.P. Morgan Securities LLC
Wells Fargo Securities, LLC
Amherst Pierpont Securities LLC

Samuel A. Ramirez & Company, Inc.
(together, the “Specified Parties”)

 

Re: BDS 2021-FL9 Ltd. – Data File Procedures

 

We have performed the procedures described below on the specified attributes in an electronic data file entitled “BDS 2021-FL9 Accounting Tape.xlsx” provided by the Company on September 20, 2021, containing information on 31 mortgage assets and 37 related mortgaged properties as of September 20, 2021 (the “Data File”), which we were informed are intended to be included as collateral in the offering by BDS 2021-FL9 Ltd.

The Company is responsible for the specified attributes identified by the Company in the Data File.

 

The Specified Parties have agreed to and acknowledged that the procedures performed are appropriate to meet their intended purpose of assisting specified parties in evaluating the accuracy of the specified attributes in the Data File. This report may not be suitable for any other purpose. No other parties have agreed to or acknowledged the appropriateness of these procedures for the intended purpose or any other purpose.

 

The procedures performed may not address all the items of interest to a specified party of this report and may not meet the needs of all specified parties of this report and, as such, specified parties are responsible for determining whether the procedures performed are appropriate for their purposes. We make no representation regarding the appropriateness of the procedures either for the intended purpose or for any other purpose.

 

Unless otherwise stated, the following definitions have been adopted in presenting our procedures and findings:

 

·The term “compared” means compared to the information shown and found it to be in agreement, unless otherwise stated. Such compared information was deemed to be in agreement if differences were within the reporting threshold.
·The term “recomputed” means recalculated and compared the result to the information shown and found it to be in agreement, unless otherwise stated. Such recomputed information was deemed to be in agreement if differences were within the reporting threshold.
·The term “reporting threshold” means that dollar amounts and percentages were within $1.00 and 0.1%, respectively.
·The term “Loan Files” means the copies of source documents provided by the Company and listed in Attachment A. We make no representation regarding the validity or accuracy of these documents.
·The term “Instructions” means the instructions provided by the Company pertaining to a procedure attribute, or methodology as described in Attachment C.

 

  KPMG LLP, a Delaware limited liability partnership and a member firm of
the KPMG global organization of independent member firms affiliated with
KPMG International Limited, a private English company limited by guarantee.		  

 

 

   
 

 

 

·The term “Cut-off Date” means the payment date in October 2021, as provided by the Company.
·The term “Compared Attributes” means the list of fields in the Data File which were selected by the Company for us to perform procedures for and are listed in Attachment A.
·The term “Recomputed Attributes” means the list of fields in the Data File which were selected by the Company for us to perform recomputation procedures for and are listed in Attachment B.
·The term “Calculation Methodologies” means the formula listed in the Calculation Methodologies field of the Attachment B containing the Calculation Methodologies for the Recomputed Attributes, as provided by the Company.
·The term “Assumed LIBOR” means the LIBOR rate 0.100% which we were instructed to use by the Company where applicable in the Calculation Methodologies.
·The term “Provided Information” means the Loan Files, Calculation Methodologies, Cut-off Date, Assumed LIBOR and the Instructions.

 

Prior to being provided the Data File, we received one or more earlier versions of the data file on which to perform our procedures. In performing those procedures, we identified differences which were communicated to the Specified Parties. The Data File represents the revised information reflecting resolution of differences communicated as determined appropriate by the Specified Parties. We performed the procedures on the Data File, and the results of those procedures are reflected herein.

 

The procedures we were instructed by the Company to perform and the associated findings are as follows:

 

A.We compared the Compared Attributes in the Data File to the corresponding information set forth in the Loan Files, utilizing the Instructions, as applicable. The Specified Parties indicated that the absence of any of the information in the Loan Files or the inability to agree the indicated information from the Data File to the Loan Files for each of the attributes identified, utilizing the Instructions as applicable, constituted an exception. The document priority is the order provided by the Company, which is listed in the “Source Document(s)” column in Attachment A, with the highest priority document listed first.

 

B.We recomputed the Recomputed Attributes using (i) the corresponding information contained in the Data File, (ii) the Calculation Methodologies, and (iii) the Instructions.

 

We were engaged by the Company to perform this agreed-upon procedures engagement and conducted our engagement in accordance with attestation standards established by the American Institute of Certified Public Accountants, which involves us performing the specific procedures agreed to and acknowledged above and reporting on findings based on performing those procedures. We were not engaged to, and did not, conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the specified attributes in the Data File. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported.

 

We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.

 

The procedures performed were applied based on the information included in the Data File and Provided Information, without verification or evaluation of such information by us; therefore, we express no opinion or any other form of assurance regarding (i) the reasonableness of the information provided to us by the Company,

(ii) the physical existence of the mortgage assets and related mortgaged properties, (iii) the reliability or accuracy of the Provided Information which was used in our procedures, or (iv) matters of legal interpretation.

 2 
 

 

The procedures performed were not intended to address, nor did they address: (i) the conformity of the origination of the mortgage assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) the value of collateral securing any such mortgage assets being securitized, (iii) the compliance of the originator of the mortgage assets with federal, state, and local laws and regulations, or

(iv) any other factor or characteristic of the mortgage assets and related mortgaged properties that would be material to the likelihood that the issuer of the securities will pay interest and principal in accordance with applicable terms and conditions. The procedures performed were not intended to satisfy any criteria for due diligence published by the nationally recognized statistical rating organizations (“NRSROs”).

 

The terms of our engagement are such that we have no responsibility to update this report because of events and circumstances that may subsequently occur.

 

This report is intended solely for the information and use of the Specified Parties. It is not intended to be and should not be used by any other person or entity, including investors or the NRSROs, who are not identified in the report as the Specified Parties but may have access to this report as required by law or regulation.

 

/s/KPMG LLP

 

McLean, Virginia
September 20, 2021

 3 
 

ATTACHMENT A

 

 

COMPARED ATTRIBUTES

 

 

 

Attribute Source Document(s)
Property Address Appraisal Report, Engineering Report
Property City Appraisal Report
Property State Appraisal Report
Property Zip Code Appraisal Report, Engineering Report, USPS
Property County Appraisal Report
Year Built Appraisal Report, Engineering Report
Year Renovated Appraisal Report, Engineering Report
Property Type Appraisal Report
Specific Property Type Appraisal Report
No of Units Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Unit of Measure Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Occupancy % Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Occupancy Source Date Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Loan Purpose (Acquisition, Refinance, DPO) Settlement Statement, Promissory Note, Loan Agreement, Purchase and Sale Agreement
Assumed Loan (Y/N) Promissory Note, Loan Agreement
Borrower Name Loan Agreement, Promissory Note, Organizational Chart
Sponsor Name Loan Agreement, Guaranty, Organization Chart
Related Borrower Group Guaranty, Loan Agreement
Note Date Loan Agreement, Promissory Note
First Payment Date Instructed by the Company to use one month after the ‘Interest Accrual Start Date’ as noted on the Settlement Statement or as specified in the Loan Agreement
 A-1 
 

 

Attribute Source Document(s)
Mortgage Asset Commitment Original Balance Loan Agreement, Promissory Note
Initial Funded Amount Loan Agreement, Promissory Note
Original Future Funding Trigger / Requirements Loan Agreement, Promissory Note
Mortgage Asset Cut-off Date Balance Servicer Report, Loan Agreement
Initial Maturity Date Loan Agreement, Promissory Note
Extension Options Loan Agreement, Promissory Note
Extension Options Description Loan Agreement, Promissory Note
First Extension Fee % Loan Agreement, Promissory Note
First Extension Period (Months) Loan Agreement, Promissory Note
Second Extension Fee % Loan Agreement, Promissory Note
Second Extension Period (Months) Loan Agreement, Promissory Note
Third Extension Fee % Loan Agreement, Promissory Note
Third Extension Period (Months) Loan Agreement, Promissory Note
Exit Fee % Loan Agreement, Promissory Note
Fully Extended Maturity Date Loan Agreement, Promissory Note
Rate Type Loan Agreement, Promissory Note
Index for Floating Rate Loan Agreement, Promissory Note
Fully Funded Mortgage Loan Margin % Loan Agreement, Promissory Note
Rounding Factor Loan Agreement, Promissory Note
Time of Rounding (Before Spread, After Spread) Loan Agreement, Promissory Note
Rounding Direction Loan Agreement, Promissory Note
Lookback Period Loan Agreement, Promissory Note
Rate Cap Expiration Date LIBOR Cap Confirmation
LIBOR Cap Provider LIBOR Cap Confirmation
LIBOR Cap Provider Rating Bloomberg Screenshot
LIBOR Floor % Loan Agreement, Promissory Note
LIBOR Cap Strike Price LIBOR Cap Confirmation
 A-2 
 

 

Attribute Source Document(s)
Interest Accrual Basis Loan Agreement, Promissory Note
Interest Rate Change Loan Agreement, Promissory Note
Interest Rate Change Amount Loan Agreement, Promissory Note
Interest Rate Change Trigger Loan Agreement, Promissory Note
Grace Period Default (Days) Loan Agreement, Promissory Note
Grace Period Late (Days) Loan Agreement, Promissory Note
Grace Period Balloon (Days) Loan Agreement, Promissory Note
Original Prepayment Provision Loan Agreement, Promissory Note
Remaining Prepayment Provision Loan Agreement, Promissory Note
Partial Release and/or Partial Prepayment (Y/N) Loan Agreement, Promissory Note
Partial Release and/or Prepayment Description Loan Agreement, Promissory Note
Amortization Type During Initial Term Loan Agreement, Promissory Note
Amortization Type During Extensions Loan Agreement, Promissory Note
Amort Number of Months Loan Agreement, Promissory Note
Appraisal Valuation Date Appraisal Report
As-Is Appraised Value Appraisal Report
Stabilized Appraised Value Appraisal Report
Appraisal Anticipated Stabilization Date Appraisal Report
USPAP Appraisal (Y/N) Appraisal Report
FIRREA Appraisal (Y/N) Appraisal Report
Third Most Recent As Of Date Company Underwritten Cash Flow Statement
Third Most Recent Actual Revenues Company Underwritten Cash Flow Statement
Third Most Recent Actual Expenses Company Underwritten Cash Flow Statement
Third Most Recent Actual NOI Company Underwritten Cash Flow Statement
Third Most Recent Actual NCF Company Underwritten Cash Flow Statement
Second Most Recent As Of Date Company Underwritten Cash Flow Statement
Second Most Recent Actual Revenues Company Underwritten Cash Flow Statement
 A-3 
 

 

Attribute Source Document(s)
Second Most Recent Actual Expenses Company Underwritten Cash Flow Statement
Second Most Recent Actual NOI Company Underwritten Cash Flow Statement
Second Most Recent Actual NCF Company Underwritten Cash Flow Statement
Most Recent As Of Date Company Underwritten Cash Flow Statement
Most Recent Actual Revenues Company Underwritten Cash Flow Statement
Most Recent Actual Expenses Company Underwritten Cash Flow Statement
Most Recent Actual NOI Company Underwritten Cash Flow Statement
Most Recent Actual NCF Company Underwritten Cash Flow Statement
Underwritten Occupancy % Company Underwritten Cash Flow Statement
Underwritten Revenues Company Underwritten Cash Flow Statement
Underwritten Expenses Company Underwritten Cash Flow Statement
Underwritten NOI Company Underwritten Cash Flow Statement
Underwritten Reserves Company Underwritten Cash Flow Statement
Underwritten NCF Company Underwritten Cash Flow Statement
Underwritten Stabilized Occupancy % Company Underwritten Cash Flow Statement
Underwritten Stabilized Revenues Company Underwritten Cash Flow Statement
Underwritten Stabilized Expenses Company Underwritten Cash Flow Statement
Underwritten Stabilized NOI Company Underwritten Cash Flow Statement
Underwritten Stabilized Reserves Company Underwritten Cash Flow Statement
Underwritten Stabilized NCF Company Underwritten Cash Flow Statement
Appraisal Stabilized Occupancy % Company Underwritten Cash Flow Statement, Appraisal Report
Appraisal Stabilized Revenues Company Underwritten Cash Flow Statement, Appraisal Report
Appraisal Stabilized Expenses Company Underwritten Cash Flow Statement, Appraisal Report
Appraisal Stabilized NOI Company Underwritten Cash Flow Statement, Appraisal Report
 A-4 
 

 

Attribute Source Document(s)
Appraisal Stabilized Reserves Company Underwritten Cash Flow Statement, Appraisal Report
Appraisal Stabilized NCF Company Underwritten Cash Flow Statement, Appraisal Report
Lien Position Title Policy, Deed of Trust, Promissory Note
Full Recourse (Y/N/Partial) Guaranty, Loan Agreement
Recourse Provisions Guaranty, Loan Agreement
Non-Recourse Carveout Guarantor Guaranty
Title Vesting (Fee/Leasehold) Title Policy, Deed of Trust, Promissory Note
Ground Lease Payment (Annual) Ground Lease
Ground Lease Initial Expiration Date Ground Lease
Ground Lease Extension (Y/N) Ground Lease
# of Ground Lease Extension Options Ground Lease
Ground Lease Expiration Date with Extension Ground Lease
Type of Lockbox Cash Management Agreement, Loan Agreement
Cash Management (Springing/In Place) Cash Management Agreement, Loan Agreement
Lockbox Trigger Event Cash Management Agreement, Loan Agreement
Engineering/Deferred Maintenance Escrow (Sept 2021) Servicer Report, Settlement Statement, Loan Agreement
Environmental Escrow (Sept 2021) Servicer Report, Settlement Statement, Loan Agreement
Tax Escrow (Sept 2021) Servicer Report, Settlement Statement, Loan Agreement
Tax Escrow (Monthly) Servicer Report, Settlement Statement, Loan Agreement
Springing Tax Escrow Description Loan Agreement, Settlement Statement
Insurance Escrow (Sept 2021) Servicer Report, Settlement Statement, Loan Agreement
Insurance Escrow (Monthly) Servicer Report, Settlement Statement, Loan Agreement
Springing Insurance Escrow Description Loan Agreement, Settlement Statement
 A-5 
 

 

Attribute Source Document(s)
Replacement Reserve (Sept 2021) Servicer Report, Loan Agreement, Settlement Statement
Replacement Reserve (Monthly) Servicer Report, Loan Agreement, Settlement Statement
Springing Replacement Reserve Description Loan Agreement, Settlement Statement
TI/LC Reserve (Sept 2021) Servicer Report, Loan Agreement, Settlement Statement
Monthly TI/LC Reserve Servicer Report, Loan Agreement, Settlement Statement
Springing TI/LC Reserve Description Loan Agreement, Settlement Statement
Other Reserve 1 (Sept 2021) Servicer Report, Loan Agreement, Settlement Statement
Other Escrow 1 (Monthly) Servicer Report, Loan Agreement, Settlement Statement
Other Reserve 1 Description Loan Agreement, Settlement Statement
Other Reserve 2 (Sept 2021) Servicer Report, Loan Agreement, Settlement Statement
Other Escrow 2 (Monthly) Servicer Report, Loan Agreement, Settlement Statement
Other Reserve 2 Description Loan Agreement, Settlement Statement
Other Reserve 3 (Sept 2021) Servicer Report, Loan Agreement, Settlement Statement
Other Escrow 3 (Monthly) Servicer Report, Loan Agreement, Settlement Statement
Other Reserve 3 Description Loan Agreement, Settlement Statement
Original Appraisal Date Appraisal Report
Engineering Report Date Engineering Report
Environmental Report Date (Phase I) Phase I Environmental Report
Environmental Report Date (Phase II) Phase II Environmental Report
Environmental Insurance (Y/N) Insurance Certificate
Seismic Report Date Seismic Report
Seismic PML % Seismic Report, Engineering Report
 A-6 
 

 

Attribute Source Document(s)
Seismic Insurance Obtained if PML >= 20% (Y/N) Seismic Report, Engineering Report, Insurance Certificate
Single-Tenant (Y/N) Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Property Manager Management Agreement, Assignment of Management Agreement, Loan Agreement
TIC (Y/N) Loan Agreement, Promissory Note
Max Number of TICs Loan Agreement, TIC Agreement
Single Purpose Borrower (Y/N) Loan Agreement, Promissory Note
Independent Director (Y/N) Loan Agreement, Promissory Note
Borrower Non Consolidation Opinion (Y/N) Opinion of Counsel, Loan Agreement
DST (Y/N) Loan Agreement, Promissory Note
IDOT (Y/N) Loan Agreement, Promissory Note
Largest Tenant Name Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Largest Tenant SqFt Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Largest Tenant Exp Date Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
2nd Largest Tenant Name Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
2nd Largest Tenant SqFt Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
2nd Largest Tenant Exp Date Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
3rd Largest Tenant Name Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
3rd Largest Tenant SqFt Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
3rd Largest Tenant Exp Date Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
4th Largest Tenant Name Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
 A-7 
 

 

Attribute Source Document(s)
4th Largest Tenant SqFt Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
4th Largest Tenant Exp Date Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
5th Largest Tenant Name Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
5th Largest Tenant SqFt Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
5th Largest Tenant Exp Date Underwritten Rent Roll, Unit Mix Summary, Certified Rent Roll
Cut-off Date Subordinate Debt/Mezz Loan Bal Servicer Report, Mezzanine Loan Agreement, Loan Agreement, Promissory Note
Commitment Subordinate Debt/Mezz Original Balance Mezzanine Loan Agreement, Loan Agreement, Promissory Note
Subordinate Debt/Mezz Loan Margin % or Coupon Mezzanine Loan Agreement, Loan Agreement, Promissory Note
Permitted Future Debt (Y/N) Loan Agreement, Promissory Note
Type Loan Agreement, Promissory Note
Pari Passu Companion Note Balance Loan Agreement, Servicer Report, Promissory Note
Pari Passu Companion Future Funding Balance Loan Agreement, Servicer Report, Promissory Note
 A-8 
 

ATTACHMENT B

 

 

RECOMPUTED ATTRIBUTES

 

 

 

 

Attribute Calculation Methodologies
Annual Debt Service Payment (IO) For Mortgage Assets which have Amortization Type During Initial Term as Interest Only, Fully Funded Mortgage Loan Rate % multiplied by Interest Accrual Basis multiplied by Mortgage Asset Cut-off Date Balance
Annual Debt Service Payment (P&I) For Mortgage Assets which have Amortization Type During Initial Term as Amortizing, Fully Funded Mortgage Loan Rate % multiplied by Interest Accrual Basis multiplied by Mortgage Asset Cut-off Date Balance, plus amortization as specified in the Loan Agreement
Annual Debt Service Payment (Cap) For Mortgage Assets which have Amortization Type During Initial Term as Interest Only, Mortgage Rate Cap multiplied by Interest Accrual Basis multiplied by Mortgage Asset Cut-off Date Balance
Cut-off Date Future Funding Remaining Balance Mortgage Asset Commitment Original Balance minus Mortgage Asset Cut-off Date Balance
Mortgage Asset % of Total Cut-off Date Balance Mortgage Asset Cut-off Date Balance divided by the aggregate Mortgage Asset Cut-off Date Balance of all Mortgage Assets
Mortgage Asset Balloon Payment For Mortgage Assets which have Amortization Type During Initial Term as Interest Only, the amount equal to the Mortgage Asset Commitment Original Balance
Mortgage Loan Cut-off Date Balance / Unit The sum of the Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance divided by No of Units
Committed Mortgage Loan Cut-off Date Balance / Unit The sum of the Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance, divided by No of Units
Mortgage Loan Balloon Payment / Unit The sum of the Mortgage Asset Balloon Payment, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance divided by No of Units
Initial Loan Term (Original) Number of payments between and including the First Payment Date and the Initial Maturity Date
 B-1 
 

 

Attribute Calculation Methodologies
Cut-off Date Initial Loan Term (Remaining) Initial Loan Term (Original) minus Cut-off Date Seasoning
Cut-off Date Seasoning Number of payments between and including the First Payment Date and the Cut-off Date
First Extension Fee Mortgage Asset Commitment Original Balance multiplied by First Extension Fee % (if applicable)
First Extension Floor Equals the Mortgage Rate Floor (if applicable)
First Extension Cap Equals the Mortgage Rate Cap (if applicable)
Second Extension Fee Mortgage Asset Commitment Original Balance multiplied by Second Extension Fee % (if applicable)
Second Extension Floor Equals the Mortgage Rate Floor (if applicable)
Second Extension Cap Equals the Mortgage Rate Cap (if applicable)
Third Extension Fee Mortgage Asset Commitment Original Balance multiplied by Third Extension Fee % (if applicable)
Third Extension Floor Equals the Mortgage Rate Floor (if applicable)
Third Extension Cap Equals the Mortgage Rate Cap (if applicable)
Exit Fee Mortgage Asset Commitment Original Balance multiplied by Exit Fee %
Fully Extended Loan Term (Original) Number of payments between and including the First Payment Date and the Fully Extended Maturity Date
Fully Extended Loan Term (Remaining) Fully Extended Loan Term (Original) minus Cut-off Date Seasoning
Mortgage Rate Floor

The sum of the Fully Funded Mortgage Loan Margin

% and the LIBOR Floor %

Mortgage Rate Cap The sum of the LIBOR Cap Strike Price and the Fully Funded Mortgage Loan Margin %
 B-2 
 

 

Attribute Calculation Methodologies
Fully Funded Mortgage Loan Rate %

The sum of the Fully Funded Mortgage Loan Margin

% and Assumed LIBOR rounded by the respective Rounding Factor subject to (i) the Mortgage Rate Floor and (ii) the Mortgage Rate Cap

B Note / Mezz Loan % Commitment Subordinate Debt/Mezz Original Balance divided by the sum of Commitment Subordinate Debt/Mezz Original Balance and Mortgage Asset Cut-off Date Balance
IO Number of Months For Mortgage Assets which have Amortization Type During Initial Term as Interest Only, number of payments between and including the First Payment Date and Initial Maturity Date
Mortgage Loan Cut-off Date (As-Is) LTV Ratio The sum of Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance divided by As-Is Appraised Value
Committed Mortgage Loan (Stabilized) LTV Ratio The sum of Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance divided by Stabilized Appraised Value
Maturity Date Stabilized LTV Ratio The sum of Mortgage Asset Balloon Payment, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance divided by Stabilized Appraised Value
Mortgage Loan Most Recent NOI DSCR For Mortgage Assets with no Pari Passu Companion Note Balance, Most Recent Actual NOI divided by Annual Debt Service Payment (IO). For Mortgage Assets with a Pari Passu Companion Note Balance, Most Recent Actual NOI divided by Annual Debt Service Payment (IO) multiplied by the quotient of Mortgage Asset Cut-off Date Balance and sum of Pari Passu Companion Note Balance and Mortgage Asset Cut-off Date Balance
Mortgage Loan Most Recent NCF DSCR For Mortgage Assets with no Pari Passu Companion Note Balance, Most Recent Actual NCF divided by Annual Debt Service Payment (IO). For Mortgage Assets with a Pari Passu Companion Note Balance, Most Recent Actual NCF divided by Annual Debt Service Payment (IO) multiplied by the quotient of Mortgage Asset Cut-Off Date Balance and the sum of Pari Passu Companion Note Balance and Mortgage Asset Cut-off Date Balance
 B-3 
 

 

Attribute Calculation Methodologies
Cut-off Date Mortgage Loan Most Recent NOI Debt Yield Most Recent Actual NOI divided by the sum of Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance
Cut-off Date Mortgage Loan Most Recent NCF Debt Yield Most Recent Actual NCF divided by the sum of Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance
Mortgage Loan Underwritten NOI DSCR For Mortgage Assets with no Pari Passu Companion Note Balance, Underwritten NOI divided by Annual Debt Service Payment (IO). For Mortgage Assets with a Pari Passu Companion Note Balance, Underwritten NOI divided by Annual Debt Service Payment (IO) multiplied by the quotient of Mortgage Asset Cut-off Date Balance and the sum of Pari Passu Companion Note Balance and Mortgage Asset Cut-off Date Balance
Mortgage Loan Underwritten NCF DSCR For Mortgage Assets with no Pari Passu Companion Note Balance, Underwritten NCF divided by Annual Debt Service Payment (IO). For Mortgage Assets with a Pari Passu Companion Note Balance, Underwritten NCF divided by Annual Debt Service Payment (IO) multiplied by the quotient of Mortgage Asset Cut-off Date Balance and the sum of Pari Passu Companion Note Balance and Mortgage Asset Cut-off Date Balance
Cut-off Date Mortgage Loan Underwritten NOI Debt Yield Underwritten NOI divided by the sum of Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance
Cut-off Date Mortgage Loan Underwritten NCF Debt Yield Underwritten NCF divided by the sum of Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance
Fully Funded Mortgage Loan Underwritten Stabilized NOI DSCR

For Mortgage Assets with no Pari Passu Companion Note Balance, Underwritten Stabilized NOI divided by the product of Fully Funded Mortgage Loan Rate

% and Mortgage Asset Commitment Original Balance multiplied by Interest Accrual Basis. For Mortgage Assets with a Pari Passu Companion Note Balance, Underwritten Stabilized NOI divided by the product of Fully Funded Mortgage Loan Rate % and Fully Funded Total Note Balance less Commitment Subordinate Debt/Mezz Original Balance multiplied by Interest Accrual Basis

 B-4 
 

 

Attribute Calculation Methodologies
Fully Funded Mortgage Loan Underwritten Stabilized NCF DSCR

For Mortgage Assets with no Pari Passu Companion Note Balance, Underwritten Stabilized NCF divided by the product of Fully Funded Mortgage Loan Rate

% and Mortgage Asset Commitment Original Balance multiplied by Interest Accrual Basis. For Mortgage Assets with a Pari Passu Companion Note Balance, Underwritten Stabilized NCF divided by the product of Fully Funded Mortgage Loan Rate % and Fully Funded Total Note Balance less Commitment Subordinate Debt/Mezz Original Balance multiplied by Interest Accrual Basis

Fully Funded Mortgage Loan Underwritten Stabilized NOI Debt Yield Underwritten Stabilized NOI divided by the sum of Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance
Fully Funded Mortgage Loan Underwritten Stabilized NCF Debt Yield Underwritten Stabilized NCF divided by the sum of Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance
Fully Funded Mortgage Loan Appraisal Stabilized NOI DSCR For Mortgage Assets with no Pari Passu Companion Note Balance, Appraisal Stabilized NOI divided by the product of Fully Funded Mortgage Loan Rate % and Mortgage Asset Commitment Original Balance multiplied by Interest Accrual Basis. For Mortgage Assets with a Pari Passu Companion Note Balance, Appraisal Stabilized NOI divided by the product of Fully Funded Mortgage Loan Rate % and Fully Funded Total Note Balance less Commitment Subordinate Debt/Mezz Original Balance multiplied by Interest Accrual Basis
Fully Funded Mortgage Loan Appraisal Stabilized NCF DSCR For Mortgage Assets with no Pari Passu Companion Note Balance, Appraisal Stabilized NCF divided by the product of Fully Funded Mortgage Loan Rate % and Mortgage Asset Commitment Original Balance multiplied by Interest Accrual Basis. For Mortgage Assets with a Pari Passu Companion Note Balance, Appraisal Stabilized NCF divided by the product of Fully Funded Mortgage Loan Rate % and Fully Funded Total Note Balance less Commitment Subordinate Debt/Mezz Original Balance multiplied by Interest Accrual Basis
Fully Funded Mortgage Loan Appraisal Stabilized NOI Debt Yield Appraisal Stabilized NOI divided by the sum of Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance
 B-5 
 

 

Attribute Calculation Methodologies
Fully Funded Mortgage Loan Appraisal Stabilized NCF Debt Yield Appraisal Stabilized NCF divided by the sum of Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance
% NSF of Largest Tenant Largest Tenant SqFt divided by No of Units
% NSF of 2nd Largest Tenant 2nd Largest Tenant SqFt divided by No of Units
% NSF of 3rd Largest Tenant 3rd Largest Tenant SqFt divided by No of Units
% NSF of 4th Largest Tenant 4th Largest Tenant SqFt divided by No of Units
% NSF of 5th Largest Tenant 5th Largest Tenant SqFt divided by No of Units
Cut-off Date Total Debt Balance Sum of Mortgage Asset Cut-off Date Balance, Cut- off Date Subordinate Debt/Mezz Loan Balance and Pari Passu Companion Note Balance
Annual Subordinate Debt/Mezz Debt Service Payment (IO) Product of Cut-off Date Subordinate Debt/Mezz Loan Bal and sum of Subordinate Debt/Mezz Loan Margin % or Coupon plus LIBOR (if applicable) multiplied by Interest Accrual Basis
Cut-off Date Subordinate Debt/Mezz Future Funding Remaining Balance The difference between the Commitment Subordinate Debt/Mezz Original Balance and Cut-off Date Subordinate Debt/Mezz Loan Bal
Cut-off Date Total Debt Underwritten NCF Debt Yield Underwritten NCF divided by the Cut-off Date Total Debt Balance
Cut-off Date Total Debt As-Is LTV Ratio Cut-off Date Total Debt Balance divided by As-Is Appraised Value
Cut-off Date Total Debt Ann Debt Service For Mortgage Assets with no Pari Passu Companion Note Balance, sum of Annual Debt Service Payment (IO) and Annual Subordinate Debt/Mezz Debt Service Payment (IO). For Mortgage Assets with a Pari Passu Companion Note Balance, (i) Annual Debt Service Payment (IO) multiplied by the sum of Mortgage Asset Cut-off Date Balance and Pari Passu Companion Note Balance divided by Mortgage Asset Cut-off Date Balance plus (ii) Annual Subordinate Debt/Mezz Debt Service Payment (IO)
 B-6 
 

 

Attribute Calculation Methodologies
Cut-off Date Total Debt UW NCF DSCR Underwritten NCF divided by Cut-off Date Total Debt Ann Debt Service
Fully Funded Total Note Balance Sum of Pari Passu Companion Note Balance, Mortgage Asset Commitment Original Balance, Pari Passu Companion Future Funding Balance, and Commitment Subordinate Debt/Mezz Original Balance
Fully Funded Annual Debt Service For Mortgage Assets with Pari Passu Companion Note Balance, the product of (i) the sum of Mortgage Asset Commitment Original Balance, Pari Passu Companion Note Balance and Pari Passu Companion Future Funding Balance, (ii) Fully Funded Mortgage Loan Rate % and (iii), Interest Accrual Basis, plus Annual Subordinate Debt/Mezz Debt Service Payment (IO)
Fully Funded Total Debt Underwritten Stabilized NCF Debt Yield Underwritten Stabilized NCF divided by Fully Funded Total Note Balance
Fully Funded Total Debt As-Stabilized LTV Ratio If Stabilized Appraised Value is available then Fully Funded Total Note Balance divided by Stabilized Appraised Value. If Stabilized Appraised Value is not available then Fully Funded Total Note Balance divided by As-Is Appraised Value
Fully Funded Total Debt Stabilized UW NCF DSCR Underwritten Stabilized NCF divided by Fully Funded Annual Debt Service
 B-7 
 

ATTACHMENT C

 

 

INSTRUCTIONS

 

1.For those Compared Attributes or with the Source Document indicated as “Provided by the Company” we were instructed by the Company to assume the attribute is accurate and not perform any procedure.

 

2.We were instructed by the Company to follow the instructions listed below pertaining to the applicable Collateral Interest and Compared or Recomputed Attribute(s):

 

Property Name(s) Compared or Recomputed Attribute(s) Company Instruction
Cardinal Industrial Indiana Portfolio - 809 East 525 South; Cardinal Industrial Indiana Portfolio - 2412 South Crabtree Drive Initial Funded Amount; Mortgage Asset Cut-off Date Balance Provided by the Company
1828 El Camino Real Original Future Funding Trigger / Requirements Provided by the Company

DFW Last-Mile Portfolio - Beach Street; DFW Last-Mile Portfolio - Woodall Street; DFW Last-Mile Portfolio - 111th Street; DFW Last-Mile Portfolio - Round Table; DFW Last-Mile Portfolio - Directors Row; DFW Last-Mile Portfolio

- 109th Street; Historic Bank Block

 Mortgage Asset Cut-off Date Balance Provided by the Company
The Clark; Historic Bank Block; East of Eleven; Glass Lab

Mortgage Loan Underwritten NOI DSCR; Mortgage Loan Underwritten NCF DSCR; Cut-off Date Total Debt

UW NCF DSCR

 Provided by the Company
6116 Executive Boulevard Property Manager Provided by the Company
Historic Bank Block

Pari Passu Companion Note Balance; Pari Passu Companion Future

Funding Balance

 Provided by the Company

 

 

 C-1