Velocity Commercial Capital Loan Trust 2026-3 ABS 15G

Exhibit 99.12

 

 

 

 

 

 

 

 

VCC 2026-3

 

Velocity Commercial Capital, LLC

 

 

 

 

 

 

 

 

Opus Capital Markets Consultants, LLC

 

 

 

 

 

 

 

5718 Westheimer Road - Suite 1000 | Houston, TX 77057 | www.opuscmc.com | 224.632.1300

 

 

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Executive Narrative

 

June 26, 2026

 

Performed by

Opus Capital Markets Consultants, LLC

 

For

Velocity Commercial Capital, LLC

 

This report summarizes the results of a due diligence review performed on (447) loans provided by Velocity Commercial Capital, LLC (“Client” or “VCC”) who provided Opus Capital Markets Consultants, LLC (Consultant) with a data tape, from which 100% of the loan sample was chosen and loaded into the LauraMac underwriting software. Consultant performed a detailed credit review on the loans.

 

Opus conducted a review of the origination appraisal documentation for each loan and property not included in the Guideline Review. This encompassed four hundred forty-seven (447) loans representing four hundred sixty (460) properties.

 

For each loan and property, Opus reviewed the applicable appraisal to determine what the property condition was and if the appraiser indicated any damage or safety concerns at the time of the inspection.

 

Review Below Average Property Grade Properties with Visible Damage Properties with Health or Safety Issues
Property Review 10 5 0

 

As detailed herein, the pool contains 117 small balance commercial loans and 330 Investor 1-4 Family. The loans were re-underwritten in accordance with the lender guidelines in terms of Exhibit A. The review was conducted between April 8, 2026 through June 15, 2026, via imaged files and provided by the Client (the “Review.”)

 

The Review totals for mortgage loans within the final securitization population, were as follows:

 

Property Type Review Population Pool Population % Population Reviewed
Small Bal CRE 61 117 52.14%
Investor 1-4 Family 175 330 53.03%
Total 236 447 52.80%

 

The SBA loans below are a subset of the previous table.

 

Review Program Type Loan Type Review Population Pool Population % Population Reviewed
Guideline Review (Including Data Integrity) 504 1st SBA 2 2 100.00%
        0.00%
Total Guideline Review     2 2 100.00%

 

Notes: All of the loans in the guideline review received a Non-Owner Occupancy review

 

Review Property Type Review Population Pool Population % Population Reviewed
Non-Owner Occupancy (“NOO”) Investor 1-4 Family (not included in Guideline Review 155 330 46.97%
Total NOO Review   155 330 46.97%

 

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DBRS, Inc. (“DBRS”) and Kroll Bond Rating Agency, Inc. (“Kroll”) who are NRSRO providing a rating on the transaction at the time of this disclosure, does not have published guidelines for this asset class.

 

The valuation review was split based on the underlying property type, either residential or commercial. All commercial mortgage loans were assigned an “A” NRSRO valuation grade. For this review, Opus did not order any secondary valuation products. However, the client requested a secondary valuation for 175 residential mortgage loans.

 

EXHIBIT A

 

Scope of Services:

 

Guideline Review

Opus will review the loan file for conformity of the items listed below to the underwriting guidelines that were provided to Opus by Client.

 

In the Guideline Review Population there are two (2) SBA mortgage loans. Opus conducted a review of the 2 SBA loans in accordance with the established guidelines. Our review process aligned with the same criteria used for the guidelines review.

 

Guideline Review: Opus will review each mortgage loan originated in accordance with guidelines provided by the Client to include if applicable:

 

Transaction type:    

Borrower characteristics

Loan characteristics

DSCR (if applicable)

LTV/CLTV/HTLTV

Representative credit score,

Asset reserves

Property type

Property usage

Occupancy

 

Credit Application: For the Credit Application, Opus will review the application for: (i) was signed by all listed borrowers, (ii) was substantially filled out, and (iv) included the borrower’s employment history.

 

Credit Report: Opus’s review will include: the presence of a credit report for each borrower and that such borrower’s credit profile & representative credit score adhered to guidelines.

 

Borrower Experience: Opus will review documentation provide, such as REO Schedule or Track Record and compare to guideline requirements, as applicable.

 

Property Management Experience: Opus will review the property management questionnaire or other documentation to support the experience necessary per guidelines.

 

Business Entity Documents: Opus will review the Business Entity documentation provided as outlined and required per guidelines, which could include Articles of Incorporation, Articles of Organization, Operating Agreement, By-Laws, Certificate of Good Standing, Members Consent, or other documentation required by guidelines.

 

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Rent and/or Lease: Opus will review the lease or other acceptable documentation to support the rental amount as outline in the guidelines.

 

Guarantor: Opus will review the guarantor as outlined in the guidelines

 

Asset Review: Opus will review the asset documentation provided in the loan files to the guideline requirements. Utilizing this documentation, Opus will complete a review of the reserve calculation.

 

Hazard/Flood Insurance/Taxes: Opus will review the insurance present on the mortgage loan. During this review, as applicable per guidelines.

 

Occupancy Review: Opus will review the property occupancy is consistent with the mortgage loan approval and borrowers’ application disclosure based solely on information contained in the mortgage loan file and any fraud report obtained in connection with the mortgage loan.

 

Business Purpose Affidavit: Opus will review for the present of affidavit confirming the property will be for commercial/investment purpose, including any cash out and they the subject property or any proceeds will not be for personal use.

 

Environment Report: Reviewing environmental reporting, Flood Certification, and Evidence of Insurance to confirm accuracy and adherence to MCP requirements.

 

Background or Fraud Report: Opus will review the background or fraud report results in each mortgage loan file, to the extent present, in conjunction with source documents found in the mortgage loan file to assess the likelihood of any misrepresentations associated with the origination of the mortgage loan. If the mortgage loan file did not contain a fraud report and the counterparty did not produce one, Opus will condition the mortgage loan for the missing fraud report product.

 

Closing Document Review: Opus will review the closing documents are present, Borrower(s) names, Subject Property Address, Legal Description, Signed by Borrowers

 

Loan File Documentation

 

Each loan file submitted to Opus for review should contain all documents used to underwrite, review, and close the loan. This would include but not limited to the following (*where applicable):

 

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1008

1003 – Applications Initial

1003 – Application Final

AUS (DU/LP)

Loan Approvals

Underwriting worksheets

Income worksheets

Rate Lock

Change of Circumstances

Loan Estimates (LE)

Closing Disclosures (CD)

FACTA Disclosures

State Required Disclosures

Federal Required Disclosures

Signature tracking

Net Tangible Benefit Disclosure

Credit Report(s)

Fraud Report

OFAC Report (if not on credit)

Letter of Explanations

Borrower Identification

Business License*

Income Documentations

Asset Documentation

Appraisal(s)

Third Party Valuation (Desk Review/AVM/BPO/Field Review)

Purchase Contract

Environmental Reports

Non Owner Certification & Identification

Final CD/HUD1/Settlement Statement

Flood Insurance

Flood Certification

Mortgage Insurance

Right of Recession

Mortgage/Deed of Trust & Riders

Note & Addendums

Power of Attorney

Entity Documentation

Insurance

RE Tax Certification

Occupancy Affidavit

Business/Investment Purpose Affidavit

Title

Closing Protection Letter

HOA Information

Condo Documents

Guaranty Agreements*

Business P&L*

Business P&L*

Purchase Agreement*

Occupancy & Business Purpose LOI

Rent Roll *

Business Purpose Certification

Cash Out Letter

Verification of Mortgage/Rent

RE Taxes Information

 

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Non-Owner Occupancy Review

 

Occupancy Review: Opus will review the property occupancy is consistent with the mortgage loan approval and borrowers’ application disclosure based solely on information contained in the mortgage loan file and any fraud report obtained in connection with the mortgage loan. Additionally, Opus will complete the following:

 

Review the provided Note and Guaranty Agreement(s) to determine the identity and quantity of individuals serving as either Borrower, Co-borrower, or Guarantor, as well as to confirm whether the borrower and/or co-borrower is a legal business entity (LLC, INC, Corporation, Partnership) or an Individual(s).

 

Reviewing appraisal reports to determine if the property type is consistent with the underwritten property type, and evaluating the reports for evidence/indication of either owner or tenant occupancy.

 

For loans made to Individual borrowers, reviewing the LOI/LOE for the presence of an un-qualified statement of intent not to occupy the property, affirmation that the LOI/LOI cited address is consistent with the subject property address, and that signator(s) are consistent with the identified of the borrower(s)/guarantor(s). For loans made to Business Entity borrowers, the LOI/LOE is not a required document and loan file will not be cited if missing.

 

Reviewing the Final Form 1003/Loan application to ensure that the subject property listed is consistent with the subject property for the loan, and that the listed residence for the Individual(s) is an address other than the subject property.

 

For loans made to Individual borrowers, reviewing the Certification of Non-Owner Occupancy and Indemnity for the presence of a completed Primary Residence address including a verification that that the handwritten Primary Residence address differs from the subject property address, and is signed/dated as required. For loans made to Business Entity borrowers, the Certification of Non-Owner Occupancy and Indemnity is not a required document and loan file will not be cited if missing.

 

For loans made to Individual borrowers, verifying the presence of a complete Certification of Non-Owner Occupancy and Indemnity document for each individual borrower/co-borrower/guarantor identified within the subject note/guaranty agreement, including whether individual certifications or one certificate containing all required signatures is present. For loans made to Business Entity borrowers, the Certification of Non-Owner Occupancy and Indemnity is not a required document and loan file will not be cited if missing.

 

Confirming that the Primary Residence address(es) listed are compared for consistency between the Final Form 1003/Loan application(s) and the Certification(s) of Non-Owner Occupancy and Indemnity.

 

Documenting any exceptions and/or inconsistencies and reporting and/or marking such items for further dialogue.

 

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Valuation Review

 

Opus’s review will include a review of the valuation materials utilized during the origination of the loan and in confirming the value of the underlying property.

 

Opus’s review will include: 

the appropriate form,

materially complete

the address matched the mortgage note,

in conformity with the guideline requirements for the property type in question,

completed by an appraiser that was actively licensed to perform the valuation,

completed such that the named client on the appraisal report is the lender or a related entity that is permitted to engage the lender per Title XI of FIRREA,

made and signed prior to the final approval of the mortgage loan application,

completed and dated within the guideline restrictions,

the current use of the property is legal or legal non-conforming (grandfathered)

Photos present for Subject property and comparables

the appraisal report does not include any apparent environmental problems

made on an “as is” basis or provides satisfactory evidence of completion of all material conditions including all inspections, licenses, and certificates (including certificates of occupancy) to be made or issued with respect to all occupied portions of the mortgaged property and with respect to the use and occupancy of the same, have been made or obtained from the appropriate authorities.

 

FIRREA Title XI – Check for the presence of the appraiser’s license and review for the presence of any red flags that may pose a risk to the property or occupants

 

USPAP – Review the appraiser’s certification is present and executed within the original appraisal.

 

Valuation Waterfall

 

Loan originated with a full Appraisal will review to the following:  

CU Score = < 2.5, no additional valuation required

To comply with Rating Agency criteria of inspection, photos and supporting valuation, Client may require an AVM and/or 2055 Drive By Appraisal. Client will provide written notification to Opus of any additional valuation products required.

CU Score . 2.5 or not applicable, desk review or like product to support Appraisal value within a 10% tolerance

If value is supported within 10% tolerance, nothing further is needed

If value is not supported within 10% tolerance, additional valuations products may be used to support the value, such as but not limited to: Field Review, BPO, Reconciliation, 2055 or 2nd Appraisal

 

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Only at Clients request and at Client’s expense, Opus can order any requested products for a Third Party Vendor that is currently set up to accept business from Opus. Alternately, Client may cause a third party velation products to be independently obtains by Opus from Client’s third party provider. If products are provided directly from Client and Opus does not have independent access, this will be noted in the Narrative.

 

Client expressly understands and agrees that Opus makes no representation or warrant as to the value of the subject property. Opus is not acting as an Appraisal Management Company and therefore it does not opine on the actual value of the subject property. Opus is not a ‘creditor’ within the meaning of ECOA or other lending laws and regulations, and therefore Opus will not have any communication with or responsibility to any individual consumer concerning property valuation.

 

Property Condition Review

 

The purpose of the Property Condition Review is to assess the overall condition of the subject property and identify any material concerns or red flags. This review is conducted using valuation products provided by the Client, with a focus on the following key areas:

 

Property Condition Assessment 

The Consultant shall verify that the property is reported to be in average or better condition

 

If the property is identified as being in below average or worse condition, a Finding shall be issued

 

Property Damage Evaluation 

The Consultant shall review the Appraiser’s comments and photos to determine if any significant damage is present

 

A Finding shall be issued if the estimated cost to cure exceeds 5% of the loan amount, up to a maximum of $20,000, or as otherwise specified in the applicable guidelines

 

Health and Safety Review 

Key Safety Aspects

 

Structural Integrity: 

The home must be structurally sound, with no visible signs of major issues in the foundation, roof, or walls

 

Hazardous Materials: 

The property must be free of hazardous materials like asbestos and peeling lead-based paint, especially in older homes

 

Pest Infestations: 

Evidence of termites or other pest infestations

 

Electrical Systems: 

There should be no exposed electrical wires or loose wiring, and outlets must be properly installed

 

Consultant will identify potential safety hazards, including:  

Broken windows or doors

 

Lack of handrails on stairs

 

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Signs of significant water damage or mold

 

Properties with cited health and safety/damage/deferred maintenance outside of VCC’s guideline allowance can be graded with a property condition “B” if there is an escrow holdback listed on the Settlement Statement/CD that covers the cost to cure for repairs.

 

Data Comparison

 

Opus will perform a data compare review of data fields provided by the Client via loan tape mutually agreed upon by the Parties to the applicable source documents found in the actual file. Opus will notate discrepancies in accordance with the tolerance levels provided by the Client.

 

Number of Units Next Interest Rate Change Date Occupancy
Amortization Term ARM Initial Interest Rate Cap Interest Rate
Amortization Type ARM Initial Interest Rate Maximum Qualifying Loan Amount
Primary Appraised Property Value ARM Initial Interest Rate Minimum Qualifying LTV
Borrower First Name ARM Subsequent Interest Rate Cap Initial Monthly P&I Or IO Payment
Borrower Last Name ARM Lifetime Interest Rate Maximum Term
Property City ARM Lifetime Interest Rate Minimum Prepayment Penalty Total Term
Sales Price Property Type Prepayment Penalty Calculation
Calculated DSCR Lien Position Loan Purpose
First Interest Rate Change Date Final Qualifying Property Value Purpose of Refinance
First Payment Change Date Margin Qualifying FICO
ARM Rate Index Type Maturity Date Property State
Interest Only Flag Modification Flag Property Address
ARM Subsequent Interest Rate Change Frequency Note Date Property Zip Code

 

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Multiple Loans to One Borrower: TPR firm reviewed common identifiers for all loans in the population and confirmed there were thirteen (13) obligors with multiple loans in the pool.

 

Guideline Review

 

Tape Discrepancies

 

Data Element Count Accuracy
Amortization Term 2 99.15%
Calculated DSCR 1 99.58%
Qualifying FICO 1 99.58%
Total Number of Loans 236  

 

Loan Grading Definitions

 

Credit

 

S&P Moody’s Fitch Kroll DBRS Definition
A A A  A  A Loan conforms to all applicable guidelines, no conditions noted
B B B  B  B Loan does not meet every applicable credit guideline. However, most of the loan characteristics are within the guidelines and there are documented and significant compensating factors
C C C  C  C The loan does not meet every applicable credit guideline, and most of the loan characteristics are outside of guidelines; or there are weak or no compensating factors
D D D  D  D The loan file is missing critical documentation required to perform the review

 

Property Valuation

 

Moody’s Fitch Kroll DBRS Definition
A A  A  A Value is within a 10% variance of third-party product. Appraisal meets lender guidelines. Subject property is 100% complete. Property condition is average or better. Standard GSE form was utilized. Appraiser is licensed. Appraisal is complete.
B B  B  B Meets all terms for an A, but property requires cosmetic or minor repairs that do not affect value or habitability
C C  C  C Any of the following items: Origination value and third-party valuation product value has a variance of 10% or greater, cannot validate value, property is incomplete, property condition is less than average, GSE form was not utilized, and/or the appraisal and/or does not meet guidelines
D D  D  D The loan file was missing the appraisal and/or other valuations products needed to complete the review

 

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S&P Definition
A First Level Review Value is within a 10% variance to the original appraisal. Appraisal meets lender guidelines. Subject property is 100% complete. Property condition is average or better. Standard GSE form was utilized. Appraiser is licensed. Appraisal is complete.
B First Level Review Value is greater than a 10% variance to the original appraisal, but the second level review value is within 10% variance of the original appraised value. In addition, property requires cosmetic or minor repairs that do not affect value or habitability
C Any of the following items: Second Level Review Value is greater than a 10% variance to the original appraisal, cannot validate value, property is incomplete, property condition is less than average, GSE form was not utilized, and/or the appraisal and/or does not meet guidelines
D The loan file was missing the appraisal and/or other valuations products needed to complete the review

 

Loan Review Findings

 

The following summarizes Consultant’s final loan securitization and event grades assigned to the final reviewed loan pool and reported in the Agency Grading Report dated June 26, 2026.

 

Overall Grade Summary    
DBRS and Kroll NRSRO Grade # of Loans % of Loans
A 107 45.34%
B 123 52.12%
C 6 2.54%
D 0 0.00%
     
Credit Grade Summary    
DBRS and Kroll NRSRO Grade # of Loans % of Loans
A 111 47.03%
B 125 52.97%
C 0 0.00%
D 0 0.00%
     
Property Grade Summary    
DBRS and Kroll NRSRO Grade # of Loans % of Loans
A 226 95.76%
B 4 1.69%
C 6 2.54%
D 0 0.00%

 

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GUIDELINE CREDIT REVIEW RESULTS 

Of the two hundred thirty-six (236) mortgage loans reviewed by Opus, one hundred twenty-five (125) were assigned a Credit grade of “B” and involved lender-issued guideline exceptions. A total of one hundred eighty-two (182) credit exceptions were granted.

 

Additionally, 47.03% of the mortgage loans reviewed received a Credit grade of “A”.

 

GUIDELINE VALUATION REVIEW RESULTS 

Of the two hundred thirty-six (236) mortgage loans reviewed by Opus, four (4) were assigned a Valuation grade of “B” and involved lender-issued guideline exceptions. A total of two (2) valuation exceptions were granted.

 

Of the two hundred thirty-six (236) mortgage loans reviewed by Opus, six (6) were assigned a Valuation grade of “C”.

 

Additionally, 95.76% of the mortgage loans reviewed received a Valuation grade of “A”.

 

Non-Owner Occupancy Review

 

Tape Discrepancies

 

Data Element Count Accuracy
Amortization Term 3 98.06%
Total Number of Loans 155  

 

Loan Grading

 

Overall Grade Summary    
DBRS and Kroll NRSRO Grade # of Loans % of Loans
A 155 100.00%
B 0 0.00%
C 0 0.00%
D 0 0.00%
     
Credit Grade Summary    
DBRS and Kroll NRSRO Grade # of Loans % of Loans
A 155 100.00%
B 0 0.00%
C 0 0.00%
D 0 0.00%

 

N/O/O CREDIT REVIEW RESULTS

 

Of the one hundred fifty-five (155) mortgage loans reviewed by Opus, none (0) were assigned a property grade of “C”.

 

Additionally, 100.00% of the mortgage loans reviewed received a Credit grade of “A”.

 

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Loans Reviewed: 447

 

864872 977885 429494 266728 324021 157860 257574
956791 921522 261872 889493 354993 648046 177406
251131 720407 750476 913816 947002 147690 917472
951242 664371 705017 856777 550878 714213 172689
116795 298698 271585 798889 356931 122491 652744
937216 808790 724555 415446 402301 446888 694180
774393 430886 324946 341367 280469 696478 791897
794277 677388 297582 533555 577617 108231 334588
144128 546794 500704 666640 802607 686671 949432
592233 567909 284889 802083 360260 443683 213898
910153 828424 470681 577889 710819 745538 117872
509320 892197 525384 289670 283818 760244 622318
812066 544235 369473 902501 966116 394457 258884
295275 980686 761355 429448 732870 959785 863200
820231 202794 747465 346743 408931 801166 907168
965581 190139 392677 713996 267877 189637 199555
574641 519811 318642 979742 771633 884494 382744
829503 173463 463054 562860 275616 870864 604663
961804 226613 606851 648742 624415 239183 386834
378174 951698 521146 223638 965278 172544 245552
197913 236502 139257 429204 653456 519567 925942
439526 127284 524020 323309 876367 923536 284560
666542 434577 795147 134810 198058 476497 753406
731008 364038 792249 434306 694780 842821 281604
828193 823903 913555 291369 188249 613313 364424
688478 830701 267530 913153 470428 710713 206328
528028 479942 645685 148532 778379 306695 187681
718868 700203 459628 772866 371504 655247 339135
519542 480444 207832 560646 965038 471792 176957
133527 679661 948619 314454 175052 305284 340374
838960 456125 465921 207251 780562 709835 338761
171252 332519 422049 402020 348922 695253 351486
650540 672119 210114 503821 727136 276468 895860
578242 470645 580038 755668 872525 828692 180772
135463 891256 600251 200282 693754 723837 172700
910788 859488 868980 784373 441880 364599 841130
450911 790267 577876 260034 344830 214634 703259
614751 598229 602297 455977 573748 761600 991377
914841 842178 757494 230272 678896 561473 277011
759244 881136 729031 721993 720033 349601 475540
200167 139305 624692 266474 419849 618133 636482
139496 506473 335549 125047 198787 311157 427529
247611 108725 596745 995988 222715 743344 594207
350813 740692 786575 425974 471269 608695 384260

 

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642836 679339 140011 531627 782314 643815 597551
816638 313017 794771 718136 506994 904058 497466
604358 998137 136448 711972 441032 337178 595498
847346 656868 980886 529059 922614 765031 134351
564773 944348 297478 834326 861024 327335 580386
349439 768839 956466 471720 115322 519821 743703
103879 333102 691051 549907 340071 395921 202534
490727 186517 760187 252916 698237 331428 233752
434433 645828 407226 553573 385465 446038 979929
409877 171035 151331 827354 389057 263610 843257
992735 330074 301595 537392 718726 469907 363854
767417 535442 647093 341017 135891 629519 655296
200296 938869 107309 262864 406465 873928 454148
655511 275558 813545 516095 764208 318627  
627091 166910 702049 404769 324088 477289  
870804 297635 746356 606709 166479 954325  
401873 755066 809385 915663 486890 200931  
456850 688179 737037 860927 737725 207383  
680870 552052 586078 504729 394096 787251  
822414 674723 243592 736909 327991 297681  
340961 615928 235868 562057 639763 308366  

 

If you have any questions, please contact Uriah Clavier at Uriah.Clavier@opuscmc.com.

 

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