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Securitized Products | [LOGO ▇▇▇▇▇▇ ▇▇▇▇▇▇▇] | Group October 5, 2001
| |
--------------------------------------------------------------------------------
CMBS NEW ISSUE TERM SHEET
------------------------------------------
$635,496,000
(APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
AS DEPOSITOR
------------------------------------------
O LINCOLN REALTY CAPITAL CORPORATION
O FIRST ALLMERICA FINANCIAL LIFE INSURANCE COMPANY
AND
ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
O NATIONWIDE LIFE INSURANCE COMPANY
O MONY LIFE INSURANCE COMPANY
O TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA
O AEGON USA REALTY ADVISORS INC.
AS MORTGAGE LOAN SELLERS
----------------------------
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
----------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇▇▇▇ & CO. ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
TRANSACTION FEATURES
--------------------
> Loan Pool:
A combination of seasoned and newly originated commercial and multifamily
mortgage loans. The mortgage pool has an approximate weighted average
seasoning of 3.3 years and comprises collateral originated or acquired by
these six insurance companies for their general account portfolios,
between 1990 and 2001.
------------------------------------------------------------------------------------------------------------------------------
WEIGHTED AVE. WEIGHTED AVE. WEIGHTED AVE.
CUT-OFF DATE WEIGHTED AVE. DSCR @ 9.0% CUT-OFF DATE BALLOON
SELLERS NO. OF LOANS BALANCE ($) % OF POOL UCF DSCR (X) CONSTANT (X) LTV (%) LTV (%)
------------------------------------------------------------------------------------------------------------------------------
Lincoln 10 197,744,004 27.7 1.54 1.60 56.1 44.0
Allmerica 43 182,187,649 25.6 1.46 1.71 57.2 34.2
Nationwide 20 138,101,654 19.4 1.42 1.67 60.6 35.2
MONY 8 70,161,659 9.8 1.66 1.71 62.9 53.2
TIAA 5 67,701,429 9.5 1.36 1.36 70.5 62.3
AEGON 5 57,143,389 8.0 1.70 1.76 56.6 46.2
Total: 91 $713,039,783 100.0% 1.50x 1.64x 59.3% 42.6%
------------------------------------------------------------------------------------------------------------------------------
o Average Cut-off Date Balance: $7,835,602, 1.1% of the pool
o Largest Loan: $54,478,890, 7.6% of the pool
o Five largest and ten largest loan exposures: 24.5% and 37.1% of
pool, respectively
o Four loans of the ten largest are shadow rated investment grade
representing 19.6% of the pool
> Property Types:
[PIE CHART]
Retail 35.3%
Office 33.9%
Industrial 16.6%
Multifamily 8.5%
Mixed Use 5.6%
> Collateral Information Updates: Updated loan information is expected to be
part of the monthly Certificateholder Reports available from the Trustee
in addition to detailed payment and delinquency information. Information
provided by the Trustee is expected to be available at
▇▇▇.▇▇▇▇▇▇▇.▇▇▇/▇▇▇▇.
> Bond Information: Cash flows are expected to be modeled by ▇▇▇▇▇, CONQUEST
and INTEX and are expected to be available on BLOOMBERG.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-2
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
OFFERED CERTIFICATES
--------------------
-----------------------------------------------------------------------------------------------------------------------------------
CERTIFICATE
EXPECTED FINAL PRINCIPAL TO
INITIAL CERTIFICATE SUBORDINATION RATINGS AVERAGE PRINCIPAL DISTRIBUTION RATE VALUE
CLASS BALANCE (1) LEVELS (FITCH/▇▇▇▇▇'▇) LIFE (2)(3) WINDOW (2)(4) DATE (2) DESCRIPTION (5) RATIO (6)
-----------------------------------------------------------------------------------------------------------------------------------
A-1 $200,100,000 14.000% AAA/Aaa 3.40 1 - 57 7/18/2006 Fixed 51.0%
A-2 $151,800,000 14.000% AAA/Aaa 5.70 57 - 81 7/18/2008 Fixed 51.0%
A-3 $261,314,000 14.000% AAA/Aaa 7.90 81 - 111 1/18/2011 Fixed 51.0%
B $ 22,282,000 10.875% AA/Aa2 9.23 111 - 111 1/18/2011 Fixed 52.9%
PRIVATE CERTIFICATES (7)
------------------------
-----------------------------------------------------------------------------------------------------------------------------------
INITIAL CERTIFICATE CERTIFICATE
BALANCE OR EXPECTED FINAL PRINCIPAL TO
NOTIONAL SUBORDINATION RATINGS AVERAGE PRINCIPAL DISTRIBUTION RATE VALUE
CLASS AMOUNT (1) LEVELS (FITCH/▇▇▇▇▇'▇) LIFE (2)(3) WINDOW (2)(4) DATE (2) DESCRIPTION (5) RATIO (6)
-----------------------------------------------------------------------------------------------------------------------------------
C $ 18,718,000 8.250% A/A2 9.33 111 - 114 4/18/2011 Fixed 54.4%
D $ 5,347,000 7.500% A-/A3 9.48 114 - 114 4/18/2011 Fixed 54.9%
E $ 5,348,000 6.750% BBB+/Baa1 9.55 114 - 115 5/18/2011 Fixed 55.3%
F $ 8,913,000 5.500% BBB/Baa2 9.69 115 - 120 10/18/2011 Fixed/NWAC 56.0%
G $ 5,348,000 4.750% BBB-/Baa3 10.20 120 - 125 3/18/2012 Fixed/NWAC 56.5%
X-1 $713,039,782 (8) ----- AAA/Aaa ----- ----- ----- Variable Rate -----
X-2 $219,000,000 (8) ----- AAA/Aaa ----- ----- ----- Variable Rate -----
H - N $ 33,869,782 ----- ----- ----- ----- ----- Fixed -----
-----------------------------------------------------------------------------------------------------------------------------------
Notes: (1) As of October 1, 2001. In the case of each Class, subject to a
permitted variance of plus or minus 5%.
(2) Based on the Structuring Assumptions, assuming 0% CPR, described in
the Prospectus Supplement.
(3) Average life is expressed in terms of years.
(4) Principal window is the period (expressed in terms of months and
commencing with the month of November 2001) during which
distributions of principal are expected to be made to the holders of
each designated Class.
(5) The Class A-1, A-2, A-3, B, C, D and E Certificates will accrue
interest at a fixed rate. The Class F and G Certificates will be
subject to a NWAC cap. The Class X-1 and X-2 Certificates will
accrue interest at a variable rate. The Class X-1 and X-2
Certificates will be collectively known as the "Class X
Certificates."
(6) Certificate Principal to Value Ratio is calculated by dividing each
Class' Certificate Balance and all Classes (if any) that are senior
to such Class by the quotient of the aggregate pool balance and the
weighted average pool loan to value ratio. The Class A-1, A-2 and
A-3 Certificate Principal to Value Ratio is calculated based upon
the aggregate of the Class A-1, A-2 and A-3 Certificate Balances.
(7) Certificates are not offered hereby and are to be offered privately
pursuant to Rule 144A.
(8) The Class X-1 Notional Amount is equal to the sum of all Certificate
Balances outstanding from time to time. The Class X-2 Notional
Amount at any time on or before the Distribution Date occurring in
October 2008 is equal to the sum of the Certificate Balances of the
Class B, Class C and the deemed Certificate Balance of a component
(the "Class A-3B Component") of the Class A-3 Certificates
representing an initial Certificate Balance equal to $178,000,000,
which component is assumed to be entitled to principal distributions
only after the deemed Certificate Balance of another component (the
"Class A-3A Component"), representing an initial Certificate Balance
equal to $83,314,000 has been reduced to zero. After October 2008
the Notional Amount of the Class X-2 Certificates will be equal to
zero.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-3
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
I. ISSUE CHARACTERISTICS
---------------------
Issue Type: Public: Classes A-1, A-2, A-3 and B (the
"Offered Certificates")
Private (Rule 144A): Classes X-1, X-2, C, D, E, F, G, H, J, K, L,
M and N
Securities Offered: $635,496,000 monthly pay, multi-class,
sequential pay commercial mortgage REMIC
Pass-Through Certificates, consisting of four
fixed-rate principal and interest classes
(Classes A-1, A-2, A-3, and B)
Sellers: ▇▇▇▇▇▇▇, Allmerica, Nationwide, MONY, TIAA
and AEGON
Lead Bookrunning Manager: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated
Co-Managers: ▇▇▇▇▇▇▇, ▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
Master Servicer: TBD
Primary Servicers: Lincoln; Nationwide; MONY; CapMark (for
TIAA); TBD (for Allmerica and AEGON)
Special Servicer: GMAC Commercial Mortgage Corporation
Trustee Paying Agent and
Registrar: ▇▇▇▇▇ Fargo Bank Minnesota, N.A.
Cut-Off Date: October 1, 2001
Closing Date: October 24, 2001
Distribution Dates: The 18th of each month, commencing in
November 2001 (or if the 18th is not a
business day, the next succeeding business
day)
Minimum Denominations: $25,000 for the Class A Certificates and
$100,000 for all other Offered Certificates
and in multiples of $1 thereafter
Settlement Terms: DTC, Euroclear and Clearstream, same day
funds, with accrued interest
Legal/Regulatory Status: Classes A-1, A-2, A-3, B, C, D, E, F, G, X-1
and X-2 are expected to be eligible for
exemptive relief under ERISA. No Class of
Certificates is SMMEA eligible.
Risk Factors: THE CERTIFICATES INVOLVE CERTAIN RISKS AND
MAY NOT BE SUITABLE FOR ALL INVESTORS. SEE
THE "RISK FACTORS" SECTION OF THE PROSPECTUS
SUPPLEMENT AND THE "RISK FACTORS" SECTION OF
THE PROSPECTUS
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-4
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
II. STRUCTURE CHARACTERISTICS
-------------------------
The Class A-1, A-2, A-3, B, C, D and E Certificates are fixed-rate, monthly pay,
multi-class, sequential pay REMIC Pass-Through Certificates. The Class F and G
Certificates will be subject to a NWAC cap. The Class X-1 and X-2 Certificates
will accrue interest at a variable rate. All Classes of Certificates derive
their cash flows from the entire pool of Mortgage Loans.
[GRAPHIC OMITTED]
Class X-1
Class X-1, X-2 (1) Class X-2 through October 2008,
Class X-1 thereafter
Class A-1 AAA/ Aaa $200.1MM
Fixed
Class A-2 AAA/ Aaa $151.8MM
Fixed
Class A-3 AAA/ Aaa $261.3MM
Fixed
Class B AA/Aa2 $22.3MM
Fixed
Class C A/A2 $18.7MM
Fixed
Class D A- /A3 $5.3MM
Fixed
Class E BBB+/Baa1 $5.3MM
Fixed
Class F BBB /Baa2 $8.9MM
Fixed/NWAC
Class G BBB- /Baa3 $5.3MM
Fixed/NWAC
Class H-N BB+ /Ba1 to NR $33.9MM
Fixed
NR = Not Rated
Note: (1) The Notional Amount of the Class X-1 Certificates will be equal to
the aggregate of the certificate balances of the classes of
Principal Balance Certificates outstanding from time to time. The
Notional Amount of the Class X-2 Certificates at any time on or
before the Distribution Date occurring in October 2008, will be an
amount equal to the aggregate of the Component Balance (as defined
herein) of the Class A-3B Component (as defined herein) and the
certificate balances of the Class B and Class C Certificates
outstanding from time to time. After such Distribution Date, the
Notional Amount of the Class X-2 Certificates will be equal to zero.
The aggregate certificate balance of the Class A-3 Certificates will
be deemed to consist of two components (each a "Component"), each
having the same "Pass-Through Rate" as the Class A-3 Certificates.
One of the Components (the "Class A-3A Component") will have a
balance (a "Component Balance") initially equal to $83,314,000,
which amount will be deemed reduced by the amount of all
distributions of principal made to the Class A-3 Certificates until
such Component Balance is reduced to zero. The other Component (the
"Class A-3B Component") will have a Component Balance equal to
$178,000,000 which, following the reduction of the Component Balance
of the Class A-3A Component to zero, will be deemed reduced by the
amount of all subsequent distributions in reduction of the aggregate
certificate balance of the Class A-3 Certificates until the
Component Balance of the Class A-3B Component (and the aggregate
certificate balance of the Class A-3 Certificates) has been reduced
to zero.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-5
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
Prepayment Premium Any Prepayment Premiums/Yield Maintenance Charges
Allocation: collected with respect to a Mortgage Loan during any
particular Collection Period will be distributed to the
holders of each Class of Principal Balance Certificates
(other than H through N Certificates) then entitled to
distributions of principal on such distribution date
(allocable pro-rata based on the principal payments if
there is more than one Class of Principal Balance
Certificates entitled to a distribution of principal)
in an amount equal to the lesser of (a) such Prepayment
Premium/Yield Maintenance Charge and (b) such
Prepayment Premium/Yield Maintenance Charge multiplied
by a fraction, the numerator of which is equal to the
excess, if any, of the Pass-Through Rate or Rates
applicable to the Classes of Principal Certificates
then entitled to distributions of principal, over the
relevant Discount Rate (as defined in the Prospectus
Supplement), and the denominator of which is equal to
the excess, if any, of the Mortgage Rate of the
Mortgage Loan that prepaid, over the relevant Discount
Rate.
The portion, if any, of the Prepayment Premiums
remaining after such distribution to the holders of the
Principal Balance Certificates will be distributed to
the holders of the Class X-1 Certificates. The portion,
if any, of the Yield Maintenance Charge remaining after
such distribution to the holders of the Principal
Balance Certificates will be distributed to the Class
X-1 and X-2 Certificates based on a 75/25 ratio. If the
Class X-2 balance is 0, all remaining Prepayment
Premium/Yield Maintenance Charges will be distributed
to the Class X-1 Certificates.
The following is an example of the Yield Maintenance
Charge Allocation under (b) above based on the
information contained herein and the following
assumptions:
Three Classes of Certificates: Class A-1, X-1 and X-2
The characteristics of the Mortgage Loan being prepaid
are as follows:
-Loan Balance: $10,000,000
-Mortgage Rate: 7.75%
-Maturity Date: 10 years (July 1, 2011)
The Discount Rate is equal to 5.25%
The Class A-1 Pass-Through Rate is equal to 6.25%
CLASS A CERTIFICATES
--------------------------------------------------------------------------------------------------
CLASS A-1 CLASS X-1 CLASS X-2
METHOD CERTIFICATES CERTIFICATES CERTIFICATES
--------------------------------------------- -------------- -------------- --------------
(Class A-1 Pass Through Rate - Discount Rate) (6.25%-5.25%) (100.00% - (100.00% -
(Mortgage Rate - Discount Rate) (7.75%-5.25%) 40.00%) x 75% 40.00%) x 25%
-------------- -------------- --------------
Yield Maintenance Charge Allocation 40% 45% 15%
THE FOREGOING TERMS AND STRUCTURAL CHARACTERISTICS OF THE CERTIFICATES ARE IN
ALL RESPECTS SUBJECT TO THE MORE DETAILED DESCRIPTION THEREOF IN THE PROSPECTUS,
PROSPECTUS SUPPLEMENT AND POOLING AND SERVICING AGREEMENT.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-6
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
III. SELLERS Lincoln Realty Capital Corporation ("Lincoln"); 10
------- Mortgage Loans, 27.7% of Initial Pool Balance
Lincoln Realty Capital Corporation is a wholly owned
subsidiary of The Lincoln National Life Insurance
Company ("Lincoln Life").
Lincoln Life is the eighth largest U.S. life insurer by
admitted assets (Fortune, April 2001) and the flagship
of the Lincoln National Corporation ("LNC") family of
businesses. LNC operates multiple insurance and
investment management businesses and is organized in
two independent operating segments--Annuities and Life.
The Lincoln mortgage loans were originated and
underwritten by Delaware Lincoln Investment Advisors
and its predecessor Lincoln Investment Management, an
affiliate of Lincoln. ▇▇▇▇▇▇▇ Life's financial strength
is rated "Aa3" by ▇▇▇▇▇'▇ and "AA-" by S&P.
First Allmerica Financial Life Insurance Company and
Allmerica Financial Life Insurance and Annuity Company
("Allmerica"); 43 Mortgage Loans, 25.6% of Initial Pool
Balance
First Allmerica Financial Life Insurance Company
("FAFLIC") is a wholly owned subsidiary of Allmerica
Financial Corporation ("AFC"). Allmerica Financial Life
Assurance and Annuity Company ("AFLIAC") is a wholly
owned subsidiary of FAFLIC.
AFC is a Fortune 500 stock holding company traded on
the New York Stock Exchange under the symbol "AFC" and
as of June 30, 2001, had total assets of $31.4 billion.
FAFLIC, together with its subsidiary AFLIAC, provides
investment-oriented life insurance and annuities to
upper income individuals and small businesses
throughout the United States. FAFLIC and its affiliates
were ranked in the top thirty providers of variable
annuities and variable life insurance in the United
States (Variable Annuities Research Data Services) at
the end of 2000. All the FAFLIC and AFLIAC mortgage
loans were underwritten and closed by Allmerica Asset
Management, Inc., a wholly owned investment advisory
subsidiary of AFC. AFLIAC's and ▇▇▇▇▇▇'s financial
strength is each rated "A1" by ▇▇▇▇▇'▇ and "AA-" by
S&P.
Nationwide Life Insurance Company ("Nationwide"); 20
Mortgage Loans, 19.4% of Initial Pool Balance
Nationwide is a wholly owned subsidiary of Nationwide
Financial Services, Inc.
The Nationwide group of insurance and financial
servicers is a Fortune 500 organization with assets of
$117 billion. Nationwide and its affiliates comprise
one of the largest diversified financial and insurance
services providers in the United States. Nationwide's
Real Estate Investment Department originated all of the
Nationwide mortgage loans in this transaction.
Nationwide's financial strength is rated "Aa3" by
▇▇▇▇▇'▇, "AA" by S&P and "A++" by A.M. Best Company.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-7
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
MONY Life Insurance Company. ("MONY"); 8 Mortgage
Loans, 9.8% of the Initial Pool Balance
▇▇▇▇ is a member of the MONY Group, Inc., a New York
Stock Exchange financial services listed company.
Formerly known as The Mutual Life Insurance Company of
New York, MONY is a diversified life insurance company
which offers insurance, investment and annuity products
as well as brokerage, trust and advisory services. All
the MONY mortgage loans in this transaction were
underwritten and closed by MONY Real Estate Investment
Management. ▇▇▇▇'s financial strength is rated "A2" by
▇▇▇▇▇'▇ and "AA-" by S&P.
Teachers Insurance and Annuity Association of America
("TIAA"); 5 Mortgage Loans, 9.5% of the Initial Pool
Balance
TIAA is a non-profit legal reserve life insurance and
annuity company organized under the laws of the State
of New York.
Based on assets under management as of December 31,
2000, TIAA is the third largest (A.M. Best Company)
life insurance company in the United States. TIAA is
the major provider of retirement and insurance benefits
for the employees of non-profit educational and
research organizations. The TIAA mortgage loans in this
transaction were originated by TIAA pursuant to a
program under which Lend Lease Mortgage Capital, L.P.
performed underwriting and other services under
predefined procedures approved by TIAA. TIAA's
financial strength is rated "Aaa" by ▇▇▇▇▇'▇ and "AAA"
by S&P, "AAA" by Fitch and "A++" by A.M. Best Company.
AEGON USA Realty Advisors, Inc. ("AEGON"); 5 Mortgage
Loans, 8.0% of the Initial Pool Balance
AEGON is a wholly owned subsidiary of AEGON USA, Inc.,
which is wholly owned by AEGON N.V., a publicly traded
Netherlands corporation.
AEGON USA, Inc. and its U.S. affiliates rank as one of
the top five insurance groups (A.M. Best Company, July
2000) in the United States, providing life insurance,
pension and other financial products and services.
Statutory assets for these companies totaled $125
billion as of December 31, 2000. AEGON originated three
of the AEGON mortgage loans in this transaction and
Providian Capital Management Real Estate Services, Inc.
originated the other two AEGON mortgage loans. The
financial strength of AEGON USA, Inc.'s largest life
insurance companies is rated "AA+" by S&P, "Aa3" by
▇▇▇▇▇'▇, "AA+" by Fitch and "A+" by A.M. Best Company.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-8
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
IV. COLLATERAL DESCRIPTION
----------------------
TEN LARGEST LOAN EXPOSURES
--------------------------
----------------------------------------------------------------------------------------------------------------------------------
Implied
Loan DSCR @ Cut-off
Property Cut-off Date Units/ per 9.0% Date Balloon
No. Property Name City State Type Balance SF Unit/SF DSCR Constant LTV LTV
----------------------------------------------------------------------------------------------------------------------------------
1. Town Center Plaza (1) Leawood KS Retail $ 54,478,890 388,962 $140.06 1.44 1.42 61.2% 51.2%
----------------------------------------------------------------------------------------------------------------------------------
2. Rainbow Promenade
Shopping Center Las Vegas NV Retail $ 19,302,273 228,279 $ 88.60 1.46 1.46 64.1% 57.8%
3. San Dimas Marketplace San Dimas CA Retail $ 14,476,705 154,020 $ 88.60 1.46 1.46 64.1% 57.8%
------------ ------- ------- ---- ---- ----- -----
Subtotal: $ 33,778,978 382,299 $ 88.60 1.46 1.46 64.1% 57.8%
----------------------------------------------------------------------------------------------------------------------------------
4. Turtle Creek Mall (2) Hattiesburg MS Retail $ 32,411,035 253,026 $128.09 1.63 1.65 54.8% 49.8%
----------------------------------------------------------------------------------------------------------------------------------
5. Marina Village (3) Alameda CA Mixed Use $ 32,035,885 358,528 $ 89.35 1.64 1.71 52.6% 39.9%
----------------------------------------------------------------------------------------------------------------------------------
6. 1410, 1420 & ▇▇▇▇
▇▇▇▇▇ ▇'▇▇▇ ▇▇▇▇▇ 206 Bedminster NJ Office $ 15,355,394 87,932 $165.46 1.28 1.27 74.4% 67.0%
7. Metro Office Center III West
Windsor NJ Office $ 6,366,084 44,413 $165.46 1.28 1.27 74.4% 67.0%
------------ ------- ------- ---- ---- ----- -----
Subtotal: $ 21,721,478 132,345 $165.46 1.28 1.27 74.4% 67.0%
----------------------------------------------------------------------------------------------------------------------------------
8. Huntington Quadrangle I
(4) Huntington NY Office $ 20,973,534 363,877 $ 57.64 2.02 2.18 57.0% 48.3%
----------------------------------------------------------------------------------------------------------------------------------
9. Covina Town Square Covina CA Retail $ 19,864,542 274,645 $ 72.33 1.38 1.38 70.2% 61.4%
----------------------------------------------------------------------------------------------------------------------------------
10. Las Colinas
Distribution Center Irving TX Industrial $ 4,122,810 260,040 $ 18.48 1.56 1.57 59.5% 57.2%
11. Crossroads I & II Dallas TX Industrial $ 4,856,530 236,230 $ 18.48 1.56 1.57 59.5% 57.2%
12. North Great Southwest Grand
Distribution Center Prairie TX Industrial $ 7,861,291 415,105 $ 18.48 1.56 1.57 59.5% 57.2%
------------ ------- ------- ---- ---- ----- -----
Subtotal: $ 16,840,631 911,375 $ 18.48 1.56 1.57 59.5% 57.2%
----------------------------------------------------------------------------------------------------------------------------------
13. Pacifica Court Irvine CA Office $ 16,387,039 107,199 $152.87 1.41 1.40 64.3% 56.8%
----------------------------------------------------------------------------------------------------------------------------------
14. Airport Corporate
Center Oakland CA Office $ 15,988,182 263,833 $ 60.60 1.86 1.88 46.5% 38.2%
----------------------------------------------------------------------------------------------------------------------------------
TOTALS/WEIGHTED AVERAGES $264,480,192 1.55x 1.57x 60.4% 52.3%
----------------------------------------------------------------------------------------------------------------------------------
(1) Shadow rated BBB-
(2) Shadow rated BBB-/Baa3
(3) Shadow rated A-/Baa3
(4) Shadow rated A3
For Mortgage Loans which have original appraisals dated prior to May 1999, the
Sellers generally have commissioned new appraisals or independent market studies
to arrive at updated valuations. For mortgaged properties which have
environmental site assessments or property inspection reports which were
prepared before April 2000, the Sellers have either obtained updated Phase I
reports or represented to the depositor that, subject to certain specified
exceptions, no material adverse environmental or structural conditions exist.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-9
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
CUT-OFF DATE BALANCE ($)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
1 - 2,500,000 11 23,264,274 3.3
2,500,001 - 5,000,000 32 117,374,035 16.5
5,000,001 - 7,500,000 17 103,815,602 14.6
7,500,001 - 10,000,000 10 86,623,894 12.1
10,000,001 - 12,500,000 6 67,631,937 9.5
12,500,001 - 15,000,000 5 70,692,636 9.9
15,000,001 - 17,500,000 4 64,571,246 9.1
17,500,001 - 20,000,000 2 39,166,815 5.5
20,000,001 - 30,000,000 1 20,973,534 2.9
30,000,001 - 40,000,000 2 64,446,919 9.0
50,000,001 - 60,000,000 1 54,478,890 7.6
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: $1,592,061 Max: $54,478,890 Average: $7,835,602
------------------------------------------------------------
STATE
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
PROPERTIES BALANCE ($) POOL
------------------------------------------------------------
California 30 212,831,066 29.8
Kansas 2 58,683,457 8.2
New Jersey 5 42,181,850 5.9
Virginia 14 39,048,331 5.5
Mississippi 1 32,411,035 4.5
Ohio 4 26,173,229 3.7
Illinois 3 24,050,101 3.4
Georgia 3 23,994,264 3.4
Florida 3 23,486,632 3.3
New York 2 23,433,798 3.3
Other 44 206,746,020 29.0
------------------------------------------------------------
TOTAL: 111 $713,039,783 100.0%
------------------------------------------------------------
PROPERTY TYPE
------------------------------------------------------------
WEIGHTED
AVERAGE CUT-
NO. OF AGGREGATE OFF BALANCE
MORTGAGE CUT-OFF DATE % OF PER UNIT OR
PROPERTIES BALANCE ($) POOL SQUARE FOOT
------------------------------------------------------------
Retail 25 251,706,428 35.3 92.78
Office 39 241,910,945 33.9 92.28
Industrial 33 118,566,885 16.6 34.27
Multifamily 11 60,751,926 8.5 57,015.36
Mixed Use 3 40,103,599 5.6 91.15
------------------------------------------------------------
TOTAL: 111 $713,039,783 100.0% NAP
------------------------------------------------------------
SEASONING (MOS)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
1 - 12 8 90,667,058 12.7
13 - 24 6 39,049,419 5.5
25 - 36 18 206,357,044 28.9
37 - 48 29 163,357,531 22.9
49 - 60 11 62,348,090 8.7
61 - 72 15 117,530,585 16.5
73 - 84 1 16,840,631 2.4
121 - 132 2 12,406,518 1.7
133 - 144 1 4,482,906 0.6
------------------------------------------------------------
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 5 Max: 134 Wtd Avg: 40
------------------------------------------------------------
MORTGAGE RATE (%)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
6.501 - 6.750 1 13,602,215 1.9
6.751 - 7.000 11 34,928,479 4.9
7.001 - 7.250 13 123,846,644 17.4
7.251 - 7.500 13 173,844,456 24.4
7.501 - 7.750 18 112,541,845 15.8
7.751 - 8.000 12 95,607,959 13.4
8.001 - 8.250 16 124,355,460 17.4
8.251 - 8.500 7 34,312,724 4.8
------------------------------------------------------------
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 6.680% Max: 8.500% Wtd Avg: 7.604%
------------------------------------------------------------
ORIGINAL TERM TO STATED MATURITY (MOS)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
1 - 60 2 18,085,120 2.5
61 - 120 64 501,994,172 70.4
121 - 180 16 135,390,038 19.0
181 - 240 9 57,570,452 8.1
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 60 Max: ▇▇▇ ▇▇▇ ▇▇▇: 131
------------------------------------------------------------
REMAINING TERM TO STATED MATURITY (MOS)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
1 - 60 14 143,159,992 20.1
61 - 120 55 445,940,281 62.5
121 - 180 19 108,977,268 15.3
181 - 240 3 14,962,241 2.1
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 30 Max: ▇▇▇ ▇▇▇ ▇▇▇: 94
------------------------------------------------------------
REMAINING AMORTIZATION TERM (MOS)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
<= 120 2 8,137,690 1.1
121 - 180 22 119,162,358 16.7
181 - 240 16 115,478,040 16.2
241 - 360 51 470,261,695 66.0
------------------------------------------------------------
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 103 Max: ▇▇▇ ▇▇▇ ▇▇▇: 254
------------------------------------------------------------
CUT-OFF DATE LOAN-TO-VALUE RATIO (%)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
10.1 - -20.0 1 2,460,264 0.3
20.1 - 30.0 1 2,089,902 0.3
30.1 - 40.0 2 13,441,126 1.9
40.1 - 45.0 3 12,182,127 1.7
45.1 - 50.0 9 70,048,838 9.8
50.1 - 55.0 15 126,897,222 17.8
55.1 - 60.0 19 139,228,568 19.5
60.1 - 65.0 18 174,738,226 24.5
65.1 - 70.0 12 62,172,818 8.7
70.1 - 75.0 10 106,745,458 15.0
75.1 - 80.0 1 3,035,234 0.4
------------------------------------------------------------
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 17.0% Max: 77.5% Wtd Avg: 59.3%
------------------------------------------------------------
BALLOON LOAN-TO-VALUE RATIO (%)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
0 20 116,490,351 16.3
0.1 - 10.0 1 4,433,353 0.6
10.1 - 20.0 1 2,460,264 0.3
20.1 - 30.0 2 5,194,167 0.7
30.1 - 40.0 4 59,329,584 8.3
40.1 - 45.0 10 52,017,674 7.3
45.1 - 50.0 24 172,081,054 24.1
50.1 - 55.0 10 97,438,425 13.7
55.1 - 60.0 8 95,534,746 13.4
60.1 - 65.0 9 86,338,687 12.1
65.1 - 70.0 2 21,721,477 3.0
------------------------------------------------------------
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 0.0% Max: 67.0% Wtd Avg: 42.6%
------------------------------------------------------------
DEBT SERVICE COVERAGE RATIO AT 9% CONSTANT (X)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
1.151 - 1.250 3 9,277,891 1.3
1.251 - 1.350 11 77,208,580 10.8
1.351 - 1.500 23 238,445,503 33.4
1.501 - 1.750 23 202,207,138 28.4
1.751 - 2.000 22 132,002,557 18.5
2.001 >= 9 53,898,114 7.6
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 1.21x Max: 4.50x Wtd Avg: 1.64x
------------------------------------------------------------
DEBT SERVICE COVERAGE RATIO (X)
------------------------------------------------------------
NO. OF AGGREGATE
MORTGAGE CUT-OFF DATE % OF
LOANS BALANCE ($) POOL
------------------------------------------------------------
1.001 - 1.150 4 25,026,228 3.5
1.151 - 1.250 19 85,838,891 12.0
1.251 - 1.350 14 105,266,954 14.8
1.351 - 1.500 17 205,909,825 28.9
1.501 - 1.750 23 187,682,126 26.3
1.751 - 2.000 8 52,480,463 7.4
2.001 >= 6 50,835,296 7.1
------------------------------------------------------------
TOTAL: 91 $713,039,783 100.0%
------------------------------------------------------------
Min: 1.05x Max: 3.50x Wtd Avg: 1.50x
------------------------------------------------------------
All numerical information concerning the Mortgage Loans is approximate. All
weighted average information regarding the Mortgage Loans reflects the weighting
of the Mortgage Loans based upon their outstanding principal balances as of the
Cut-off Date. Loan-to-Value Ratio, Balloon Loan-to-Value Ratio and Debt Service
Coverage Ratios are calculated using the methodology described in the Prospectus
Supplement.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-10
$635,496,000 (APPROXIMATE)
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ CAPITAL I INC.
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2001-IQ
PREPAYMENT ANALYSIS
PERCENTAGE OF COLLATERAL BY PREPAYMENT RESTRICTION (%) (1)
----------------------------------------------------------------------------------------------------------------------------
Prepayment Restrictions OCT-01 OCT-02 OCT-03 OCT-04 OCT-05
----------------------------------------------------------------------------------------------------------------------------
Locked Out 38.95% 19.91% 20.08% 20.21% 21.00%
Yield Maintenance Total (2) 59.20% 78.30% 77.79% 77.22% 71.56%
Penalty Points :
5.00% and greater 1.85% 1.45% 1.79% 1.35% 1.31%
4.00% to 4.99% 0.00% 0.34% 0.00% 0.89% 0.00%
3.00% to 3.99% 0.00% 0.00% 0.33% 0.00% 0.90%
2.00% to 2.99% 0.00% 0.00% 0.00% 0.33% 0.00%
1.00% to 1.99% 0.00% 0.00% 0.00% 0.00% 0.00%
Penalty Points Total 1.85% 1.79% 2.12% 2.57% 2.20%
Open 0.00% 0.00% 0.00% 0.00% 5.23%
----------------------------------------------------------------------------------------------------------------------------
TOTALS 100.00% 100.00% 100.00% 100.00% 100.00%
----------------------------------------------------------------------------------------------------------------------------
Pool Balance Outstanding $713,039,783 $695,979,788 $677,582,053 $644,729,456 $607,389,212
% Initial Pool Balance 100.00% 97.61% 95.03% 90.42% 85.18%
----------------------------------------------------------------------------------------------------------------------------
PERCENTAGE OF COLLATERAL BY PREPAYMENT RESTRICTION (%) (1)
----------------------------------------------------------------------------------------------------------------------------
Prepayment Restrictions OCT-06 OCT-07 OCT-08 OCT-09 OCT-10
----------------------------------------------------------------------------------------------------------------------------
Locked Out 18.29% 19.69% 23.45% 31.58% 6.29%
Yield Maintenance Total (2) 73.70% 72.12% 71.80% 59.90% 38.86%
Penalty Points :
5.00% and greater 0.00% 0.00% 0.00% 0.00% 1.76%
4.00% to 4.99% 1.46% 0.00% 0.00% 0.00% 0.00%
3.00% to 3.99% 0.00% 1.45% 0.00% 0.00% 0.00%
2.00% to 2.99% 1.06% 0.00% 1.64% 0.00% 0.00%
1.00% to 1.99% 0.00% 0.63% 0.00% 2.36% 2.17%
Penalty Points Total 2.52% 2.08% 1.64% 2.36% 3.93%
Open 5.49% 6.11% 3.11% 6.16% 50.92%
----------------------------------------------------------------------------------------------------------------------------
TOTALS 100.00% 100.00% 100.00% 100.00% 100.00%
----------------------------------------------------------------------------------------------------------------------------
Pool Balance Outstanding $486,885,794 $425,707,091 $318,017,618 $176,653,213 $139,636,651
% Initial Pool Balance 68.28% 59.70% 44.60% 24.77% 19.58%
----------------------------------------------------------------------------------------------------------------------------
PERCENTAGE OF COLLATERAL BY PREPAYMENT RESTRICTION (%) (1)
----------------------------------------------------------------------------------------------------------------------------
Prepayment Restrictions OCT-11 OCT-12 OCT-13 OCT-14
----------------------------------------------------------------------------------------------------------------------------
Locked Out 20.97% 27.07% 29.75% 36.64%
Yield Maintenance Total (2) 64.37% 58.95% 56.73% 51.76%
Penalty Points :
5.00% and greater 5.66% 7.00% 0.00% 0.00%
4.00% to 4.99% 0.00% 0.00% 9.72% 0.00%
3.00% to 3.99% 4.31% 0.00% 0.00% 11.17%
2.00% to 2.99% 0.00% 4.27% 0.00% 0.00%
1.00% to 1.99% 4.69% 0.51% 3.80% 0.00%
Penalty Points Total 14.66% 11.78% 13.52% 11.17%
Open 0.00% 2.21% 0.00% 0.44%
----------------------------------------------------------------------------------------------------------------------------
TOTALS 100.00% 100.00% 100.00% 100.00%
----------------------------------------------------------------------------------------------------------------------------
Pool Balance Outstanding $38,746,117 $27,397,818 $16,649,142 $11,607,156
% Initial Pool Balance 5.43% 3.84% 2.33% 1.63%
----------------------------------------------------------------------------------------------------------------------------
Notes:
(1) The analysis is based on Structuring Assumptions and a 0% CPR as discussed
in the Prospectus Supplement.
(2) See Appendix II of the Prospectus Supplement for a description of the
Yield Maintenance.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-11
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 1 -- TOWN CENTER PLAZA
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Loan Information
--------------------------------------------------------------------------------
Original Balance: $55,500,000
Cut-off Date Balance: $54,478,890
First Payment Date: 08/07/00
Interest Rate: 7.310%
Amortization: 300
Maturity Date: 07/07/09
Expected Maturity Balance: $45,576,654
Sponsor(s): ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Borrower: Town Center Plaza, LLC
Interest Calculation: 30/360
Call Protection (1): 35-month lockout from the date of the purchase of
the Loan by ▇▇▇▇▇▇▇, followed by the greater of
yield maintenance and 1% of loan balance.
Loan per SF: $140.06
Seasoning: 30 months
Lockbox: NAP
--------------------------------------------------------------------------------
Property Information
--------------------------------------------------------------------------------
Single Asset/Portfolio: Single Asset
Property Type: Retail
Property Sub-type: Anchored
Location: Leawood, KS
Year Built/Renovated: 1996/NAP
Occupancy: 95.0%
Square Footage: 388,962
The Collateral: One two-story and two one-story structures
Ownership Interest: Fee Simple
Lease
Major Tenants % NRSF Rent PSF Expiration
------------- ------ -------- ----------
▇▇▇▇▇▇▇▇'▇ 31.2% $10.39 03/31/21
▇▇▇▇▇▇ & ▇▇▇▇▇ 7.7% $20.49 07/31/11
Express/Bath & Body 3.6% $22.00 01/31/09
Property Management: SDC Management Company, Inc.
U/W Net Op. Income: $7,377,510
U/W Net Cash Flow: $6,955,054
Value: $89,000,000
Cut-off Date LTV: 61.2%
Maturity Date LTV: 51.2%
DSCR: 1.44x
DSCR at 9% constant: 1.42x
(1) The Loan is prepayable without any premium during the last three months of
the Loan term. Any monetary default prepayment occurring during the
lockout period shall include a payment in an amount equal to the greater
of (i) 5% of the outstanding principal balance or (ii) the yield
maintenance premium. Any non-monetary default prepayment occurring during
the lockout period shall include a payment equal to the greater of (i) 1%
of the outstanding principal balance or (ii) the yield maintenance
premium.
THE LOAN. The largest loan (the "Town Center Plaza Loan") is evidenced by two
promissory notes (the "Town Center Plaza Notes"), one in the principal amount of
$50,500,000 and the other in the principal amount of $5,000,000 (which for
purposes of this prospectus has been treated as one loan). The Town Center Plaza
Notes are secured by a deed of trust (the "Town Center Plaza Mortgage") on the
underlying land and buildings comprised of 388,962 net rentable square feet and
located in Leawood, Kansas (the "Town Center Plaza Property"). The Town Center
Plaza Loan was originated by The Huntington National Bank on March 30, 1999,
with Lincoln acquiring the Town Center Plaza Loan on June 23, 1999, in
accordance with a Buy-Sell Agreement dated March 30, 1999. The Town Center Plaza
Notes must be prepaid simultaneously, and any prepayment resulting from proceeds
of a casualty or condemnation shall be applied to both Town Center Plaza Notes
proportionately.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-12
THE BORROWER. The borrower is Town Center Plaza, LLC, a Delaware limited
liability company (the "Town Center Plaza Borrower"), which owns no material
assets other than the Town Center Plaza Property. The Town Center Plaza Borrower
is 50% owned by Developers Diversified Realty Corporation ("DDR") and 50% by
Specialty Town Center Company, L.L.C. ("STC"). STC has proposed to pledge its
50% interest in the Town Center Plaza Borrower to DDR as collateral for a loan,
to which the lender has consented. DDR has executed a partial guaranty of
payment for the Town Center Plaza Loan in the amount of $3,000,000. DDR has
executed a guaranty for certain standard non-recourse carveouts.
DDR, a real estate investment trust based in Cleveland, Ohio, acquires,
develops, owns and leases shopping centers and business centers. DDR is a large
publicly traded REIT.
STC is a Kansas limited liability company controlled by ▇▇▇▇ & ▇▇▇▇▇▇ Lifestyle
Centers, LLC ("P&M"), the original developers of the Town Plaza Center Property.
THE PROPERTY. The Town Center Plaza Property is a 388,962 square foot anchored
community shopping center located in Leawood, Kansas, a southern suburb of
Kansas City, Missouri. The facility, also known as a "Regional Lifestyle"
shopping center, consists of one two-story and two one-story structures built in
1996 on 47.31 acres of land. The Town Center Plaza Property is part of a larger
center comprised of 607,700 square feet of improvements on 74.13 acres of land.
Included in the overall center, but not part of the collateral, are 218,963
square feet in nine out-lots and two large retail properties owned by Galyans
Trading Company (100,000 square feet) and AMC Theaters (57,825 square feet, 22
screens). These improvements, known as Phases I and II, are open for business.
In addition, the Town Center Plaza Borrower planned to construct Phase III in
2000-2001 consisting of an additional 19,285 square feet, which, when completed,
would be part of the Town Center Plaza Property. Additional improvements include
asphalt paved driveways and parking areas for 2,594 vehicles (out of 3,369 total
spaces in the entire center), concrete curbs and covered sidewalks, landscaping
and exterior lighting.
MAJOR TENANTS:
▇▇▇▇▇▇▇▇ Stores Inc. operates specialty department stores which feature apparel
and accessories for women, men and children, as well as decorative accents for
the home. The company has stores in 24 cities in Michigan, Indiana, Kansas,
Kentucky, Ohio and Florida. The principal distribution functions are performed
at service centers in Jackson, Michigan and Winter Park, Florida. The company
achieved $196 sales/square feet for the year ending December 2000. As of July 6,
2001, the company had a market capitalization of $17.94 million.
▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. operates superstores and mall-based bookstores throughout
the U.S. The company operates book superstores under the names ▇▇▇▇▇▇ & ▇▇▇▇▇
Booksellers, Bookstop and Bookstar. ▇▇▇▇▇▇ & ▇▇▇▇▇ also operates bookstores in
shopping malls under the name ▇. ▇▇▇▇▇▇ Bookseller, Doubleday Book Shops and
▇▇▇▇▇▇▇▇'▇ Bookstore. As of February 2001, the bookseller operated 908
bookstores and 978 video game and entertainment stores. As of July 6, 2001, the
company had a market capitalization of approximately $2,524 million.
Express and Bath & Body Works are operated by The Limited, Inc., which is a
specialty retailer. The company operates stores under the ▇▇▇▇▇▇ New York,
Express, ▇▇▇▇ ▇▇▇▇▇▇, The Limited, ▇▇▇▇▇ ▇▇▇▇▇▇, Structure, The Limited Too and
▇▇▇▇▇▇'▇ Trading Co. names. The company also owns approximately 84% of Intimate
Brands, Inc., which operates Victoria's Secret and Bath & Body Works stores. The
company operated 5,129 stores at the end of 2000. The Apparel and Intimate Brand
stores achieved $290 and $601 sales/square foot respectively for end of year
2000. As of July 6, 2001, the company had a market capitalization of $6,681.77
million. The company has senior unsecured debt outstanding that is rated Baa1
and BBB+ by ▇▇▇▇▇'▇ and Standard and Poor's, respectively.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-13
PROPERTY MANAGEMENT. The Town Center Plaza Property is managed by SDC Management
Company, Inc. SDC Management Company is an affiliate of the Town Center Plaza
Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Pledges of up to 50% of the
membership interest in the Town Center Plaza Borrower to third party lenders are
allowed, provided that the principals of the Town Center Plaza Borrower directly
or indirectly control the Town Center Plaza Property.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the Town Center Plaza
Borrower from obtaining additional indebtedness secured by the Town Center Plaza
Property without lender consent. However, the loan documents do not prevent the
Town Center Plaza Borrower from incurring additional unsecured indebtedness.
RELEASE OF PARCELS. Not allowed.
GUARANTY. DDR executed a $3 million partial guaranty for the completion of the
construction of Phase III of the Town Center Plaza Property by December 31,
2001. In the event the Town Center Plaza Borrower does not complete the
construction of Phase III by this date, the lender may demand payment on the
guaranty, which payment shall be applied to the reduction of the Town Center
Plaza Notes without the payment of any prepayment premium.
Certain additional information regarding the Town Center Plaza Loan and Town
Center Plaza Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-14
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 2 -- RAINBOW PROMENADE SHOPPING CENTER
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Loan Information
--------------------------------------------------------------------------------
Original Balance: $20,000,000
Cut-off Date Balance: $19,302,273
First Payment Date: 08/01//99
Interest Rate: 7.210%
Amortization: 300
Maturity Date: 07/01/06
Expected Maturity Balance: $17,400,768
Sponsor(s): ▇▇▇▇▇▇ ▇▇▇▇, CEO
Borrower: Pan Pacific Retail Properties, Inc.
Interest Calculation: 30/360
Call Protection (1): 35-month lockout from the date of origination,
followed by the greater of yield maintenance and
1% of loan balance.
Loan per SF: $84.56
Seasoning: 27 months
Lockbox: NAP
--------------------------------------------------------------------------------
Property Information
--------------------------------------------------------------------------------
Single Asset/Portfolio: Single Asset
Property Type: Retail
Property Sub-type: Anchored
Location: Las Vegas, NV
Year Built/Renovated: 1996-97/NAP
Occupancy: 99.0%
Square Footage: 228,279
The Collateral: Power shopping center. Five pad buildings and a
primary retail building.
Ownership Interest: Fee Simple
Lease
Major Tenants: % NRSF Rent PSF Expiration
-------------- ------ -------- ----------
UA Theatres 17.5% $10.00 12/31/17
Linens N' Things 15.2% $11.00 01/31/12
OfficeMax 13.1% $10.00 01/31/12
Property Management: Pan Pacific Retail Properties, Inc.
U/W Net Op. Income: $2,719,955
U/W Net Cash Flow: $2,529,110
Value: $30,221,722
Cut-off Date LTV: 64.1%
Maturity Date LTV: 57.8%
DSCR: 1.46x
DSCR at 9% constant: 1.46x
(1) No prepayment premium is payable if the Loan is prepaid during the 180-day
period preceding the maturity date. Any default prepayment during the
lockout period shall include a payment equal to the greater of (i) 10% of
the amount tendered and (ii) the yield maintenance premium during the
lockout period.
THE LOAN. The Rainbow Promenade Loan (the "Rainbow Promenade Loan") is evidenced
by a promissory note given by Pan Pacific Retail Properties, Inc. (the "Rainbow
Promenade Borrower") in the principal amount of $20,000,000 (the "Rainbow
Promenade Note"). The Rainbow Promenade Note is secured by a first priority deed
of trust encumbering a 228,279 net rentable square foot power shopping center
located in Las Vegas, Nevada (the "Rainbow Promenade Property"). The Rainbow
Promenade Loan was originated on June 29, 1999 by Monumental Life Insurance
Company, an insurance company affiliate of Aegon USA Realty Advisors, Inc. The
Rainbow Promenade Loan is cross-defaulted and cross-collateralized with the San
Dimas Marketplace Loan (Mortgage Loan No. 3).
THE BORROWER. The Rainbow Promenade Borrower is a Maryland real estate
investment trust formed in 1997 to continue to expand the acquisition,
ownership, management, leasing and development plan of Pan Pacific Development
(U.S.) Inc. and its affiliates ("Pan Pacific"). As of March 31, 1999, Pan
Pacific owned or controlled a portfolio of fifty-five shopping center
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-15
properties, of which fifty-one are located in the Western United States
(including twenty-one in California, seven in Nevada, nine in Washington and
fourteen in Oregon). Pan Pacific's entire portfolio consists of approximately
8.5 million square feet of space.
THE PROPERTY. The Rainbow Promenade Property, located along the north side of
U.S. Highway 95 in the northwest portion of Las Vegas, Nevada, is situated on
21.11 acres and is improved with a 228,279 net rentable square foot power
shopping center anchored by United Artists Theatres Co., Petco, Cost Plus,
▇▇▇▇▇▇ & ▇▇▇▇▇, OfficeMax, Inc. and Linens N'Things, Inc. The single-story
improvements were constructed in 1996 and 1997 and consist of five pad buildings
and the primary retail building. Parking is available for 1,447 vehicles.
MAJOR TENANTS:
United Artists Theatre Co. operates various theaters in the United States. The
company develops and operates multiplex and megaplex theaters. The company has a
"Caa2" and a "B-" rating from ▇▇▇▇▇'▇ and Standard and Poor's, respectively. It
operates approximately 1,600 screens in 213 locations.
Linens N'Things, Inc. sells home textiles, housewares and home accessories
through a chain of stores in the Unites States and Canada. The company sells
products under a variety of brand names including ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇,
▇▇▇▇▇▇, Waverly, Royal Velvet, ▇▇▇▇▇, Krups, Calphalon, Croscill and Henkel.
Linens N' Things also sells merchandise under its own private label. As of
December 2000, the company operated 283 stores and achieved $160 sales/square
foot for the year ending December 2000 and an average net sales per store of
$6.2 million. As of July 6, 2001, the company had a market capitalization of
$1,055.39 million.
OfficeMax, Inc. retails office products at high volume and deep discount in the
United States and Puerto Rico. The company features CopyMax and FurnitureMax
store-within-a-store modules devoted exclusively to print-for-pay and office
furniture. As of December 31, 2000, OfficeMax operated 995 superstores, as well
as national call centers, delivery centers, and OfficeMax retail joint ventures
in Mexico and Japan. As of July 6, 2001, the company had a market capitalization
of $387.24 million.
PROPERTY MANAGEMENT. The Rainbow Promenade Property is self-managed by the
Rainbow Promenade Borrower, who employs over eighty people in the areas of
administration, accounting services, property management, maintenance, leasing,
acquisitions and business development.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Any sale, conveyance or transfer
of any ownership interest in the Rainbow Promenade Borrower, the principal
purpose of which is to circumvent the due-on-sale clause, is prohibited. Pledges
of ownership interests in the Rainbow Promenade Borrower are not prohibited.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the Rainbow Promenade
Borrower from obtaining additional indebtedness secured by the Rainbow Promenade
Property. However, the loan documents do not prevent the Rainbow Promenade
Borrower from incurring additional unsecured indebtedness.
RELEASE OF PARCELS. Prior to full repayment, the Rainbow Promenade Borrower may
obtain a release of the lien provided the Rainbow Promenade Borrower pays to the
lender (i) the outstanding principal balance and all accrued and unpaid
interest, (ii) a specified prepayment premium, (iii) an amount, to be applied
against the San Dimas Marketplace Note (defined below - Mortgage Loan No. 3),
equal to the greater of (a) 25% of the sum of the amounts paid under (i) and
(ii) above and (b) an amount sufficient to cause the debt service coverage ratio
for the San Dimas Marketplace Property (defined below -- Mortgage Loan No. 3) to
be at least 1.25x, (iv) a specified prepayment premium provided in the San Dimas
Marketplace Note on the amount set forth in (iii) above and (v) an amount
sufficient to cause the loan to value ratio of the San Dimas Marketplace
Property to be not greater than 75%.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-16
Substitution of Collateral. The Rainbow Promenade Borrower may substitute
replacement real property (the "Replacement Parcel") for the Rainbow Promenade
Property (the "Substitution Release Parcel") upon satisfaction of certain
conditions, including, without limitation, the following: (a) the Replacement
Parcel has a fair market value at least equal to that of the Substitution
Release Parcel; (b) the Rainbow Promenade Borrower satisfies all of the standard
closing conditions that would be satisfactory to a prudent commercial lender
with respect to the Replacement Parcel; (c) the Rainbow Promenade Borrower pays
to the lender the applicable administrative fee; and (d) the debt service
coverage ratio for the Replacement Parcel is equal or greater than the debt
service coverage ratio for Substitution Release Parcel.
Certain additional information regarding the Rainbow Promenade Loan and the
Rainbow Promenade Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-17
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 3 -- SAN DIMAS MARKETPLACE
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Loan Information
--------------------------------------------------------------------------------
Original Balance: $15,000,000
Cut-off Date Balance: $14,476,705
First Payment Date: 08/01/99
Interest Rate: 7.210%
Amortization: 300
Maturity Date: 07/01/06
Expected Maturity Balance: $13,050,576
Sponsor(s): ▇▇▇▇▇▇ ▇▇▇▇, CEO
Borrower: Pan Pacific Retail Properties, Inc.
Interest Calculation: 30/360
Call Protection (1): 35-month lockout from the date of origination,
followed by the greater of yield maintenance and
1% of loan balance.
Loan per SF: $93.99
Seasoning: 27 months
Lockbox: NAP
--------------------------------------------------------------------------------
Property Information
--------------------------------------------------------------------------------
Single Asset/Portfolio: Single Asset
Property Type: Retail
Property Sub-type: Anchored
Location: San Dimas, CA
Year Built/Renovated: 1997/NAP
Occupancy: 100.0%
Square Footage: 154,020
The Collateral: Four one-story buildings
Ownership Interest: Fee Simple
Lease
Major Tenants % NRSF Rent PSF Expiration
------------- ------ -------- ----------
OfficeMax 19.5% $13.00 12/31/11
▇▇▇▇ Stores, Inc. 17.7% $10.06 01/31/08
Petco Animal Supplies 9.7% $13.85 01/31/12
Property Management: Pan Pacific Retail Properties, Inc.
U/W Net Op. Income: $2,023,797
U/W Net Cash Flow: $1,899,775
Value: $22,486,633
Cut-off Date LTV: 64.1%
Maturity Date LTV: 57.8%
DSCR: 1.46x
DSCR at 9% constant 1.46x
(1) No prepayment premium is payable if the Loan is prepaid during the 180-day
period preceding the maturity date. Any default prepayment during the
lockout period shall include a payment equal to the greater of (i) 10% of
the amount so tendered and (ii) the yield maintenance premium.
THE LOAN. The San Dimas Marketplace Loan (the "San Dimas Marketplace Loan") is
evidenced by a promissory note given by Pan Pacific Retail Properties, Inc. (the
"San Dimas Marketplace Borrower") in the principal amount of $15,000,000 (the
"San Dimas Marketplace Note"). The San Dimas Marketplace Note is secured by a
first priority deed of trust encumbering a 154,020 net rentable square foot
shopping center located in San Dimas, California (the "San Dimas Marketplace
Property"). The San Dimas Marketplace Loan was originated on June 29, 1999 by
Monumental Life Insurance Company, an insurance company affiliate of Aegon USA
Realty Advisors, Inc. The San Dimas Marketplace Loan is cross-defaulted and
cross-collateralized with the Rainbow Promenade Loan (Mortgage Loan No. 2).
THE BORROWER. The San Dimas Marketplace Borrower is a Maryland real estate
investment trust formed in 1997 to continue to expand the acquisition,
ownership, management, leasing and development plan of Pan Pacific Development
(U.S.) Inc. and its affiliates ("Pan Pacific"). As of March 31, 1999, Pan
Pacific owned or controlled a portfolio of fifty-five shopping center
properties, of which fifty-one are located in the Western United States
(twenty-one in California, seven in Nevada, nine in Washington and fourteen in
Oregon). Pan Pacific's entire portfolio consists of approximately 8.5 million
square feet of space.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-18
THE PROPERTY. The San Dimas Marketplace Property, situated thirty miles
northeast of Downtown Los Angeles, consists of a 13.23 acre site improved with a
154,020 net rentable square foot shopping center anchored by OfficeMax, Inc.,
▇▇▇▇ Stores, Inc. and Petco Animal Supplies, Inc. The tenant spaces are
contained within four one-story buildings constructed in 1997. Parking is
available for 800 vehicles. A 117,000 square foot Target store is also part of
the shopping center, but is not included as part of the collateral for the San
Dimas Marketplace Loan.
MAJOR TENANTS:
OfficeMax, Inc. retails office products at high volume and deep discount in the
United States and Puerto Rico. The company features CopyMax and FurnitureMax
store-within-a-store modules devoted exclusively to print-for-pay and office
furniture. As of December 31, 2000 OfficeMax operated 995 superstores, as well
as national call centers, delivery centers, and OfficeMax retail joint ventures
in Mexico and Japan. As of July 6, 2001, the company had a market capitalization
of $387.24 million.
▇▇▇▇ Stores, Inc. operates a national chain of off-price retail apparel stores.
The stores offer brand-name apparel, and apparel-related merchandise,
fragrances, gift items and linens for the home. As of June 1, 2001, the company
had a market capitalization of $1,908.99 million. The company has a "BBB" rating
from Standard and Poor's.
PETCO Animal Supplies, Inc. operates a chain of retail pet food and supply
stores in the United States and the District of Columbia. PETCO is rated "B2"
and "BB-" from ▇▇▇▇▇'▇ and Standard and Poor's, respectively.
PROPERTY MANAGEMENT. The San Dimas Marketplace Property is self-managed by the
San Dimas Marketplace Borrower, who employs over eighty people in the areas of
administration, accounting services, property management, maintenance, leasing,
acquisitions and business development.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Any sale, conveyance or transfer
of ownership interests in the San Dimas Marketplace Borrower, the principal
purpose of which is to circumvent the due-on-sale clause, is prohibited. Pledges
of ownership interests in the San Dimas Borrower are not prohibited.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the San Dimas Marketplace
Borrower from obtaining additional indebtedness secured by the San Dimas
Marketplace Property. However, the loan documents do not prohibit the San Dimas
Marketplace Borrower from incurring additional unsecured indebtedness.
RELEASE OF PARCELS. Prior to full repayment, the San Dimas Marketplace Borrower
may obtain a release of the lien provided the San Dimas Marketplace Borrower
pays to the lender (i) the outstanding principal balance and all accrued and
unpaid interest; (ii) a specified prepayment premium; (iii) an amount, to be
applied against the Rainbow Promenade Note (Mortgage Loan No. 2), equal to the
greater of (a) 25% of the sum of the amounts paid under (i) and (ii) above and
(b) an amount sufficient to cause the debt service coverage ratio for the
Rainbow Promenade Property to be at least 1.25x; (iv) a specified prepayment
premium provided in the Rainbow Promenade Note on the amount set forth in (iii)
above; and (v) an amount sufficient to cause the loan-to- value ratio of the
Rainbow Promenade Property to be not greater than 75%.
SUBSTITUTION OF COLLATERAL. The San Dimas Marketplace Borrower may substitute
replacement real property (the "Replacement Parcel") for the San Dimas
Marketplace Property (the "Substitution Release Parcel") upon satisfaction of
certain conditions, including, without limitation, the following: (a) the
Replacement Parcel has a fair market value at least equal to that of the
Substitution Release Parcel; (b) the San Dimas Marketplace Borrower satisfies
all of the standard closing conditions that would be satisfactory to a prudent
commercial lender with respect to the Replacement Parcel; (c) the San Dimas
Marketplace Borrower pays to the lender the applicable administrative fee; and
(d) the debt service coverage ratio for the Replacement Parcel is equal or
greater than the debt service coverage ratio for the Substitution Release
Parcel.
Certain additional information regarding the San Dimas Marketplace Loan and the
San Dimas Marketplace Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-19
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 4 -- TURTLE CREEK MALL
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Loan Information
--------------------------------------------------------------------------------
Original Balance: $35,000,000
Cut-off Date Balance: $32,411,035
First Payment Date: 04/01/96
Interest Rate: 7.400%
Amortization: 336
Maturity Date: 03/01/06
Expected Maturity Balance: $29,457,266
Sponsor(s): ▇▇▇▇ ▇. ▇▇▇
Borrower: Turtle Creek Limited Partnership
Interest Calculation: 30/360
Call Protection (1): 36-month lockout from the date of origination,
followed by greater of yield maintenance and 1% of
loan balance.
Loan per SF: $128.09
Seasoning: 67 months
Lockbox: NAP
--------------------------------------------------------------------------------
Property Information
--------------------------------------------------------------------------------
Single Asset/Portfolio: Single Asset
Property Type: Retail
Property Sub-type: Anchored
Location: Hattiesburg, MS
Year Built/Renovated: 1994-95/NAP
Occupancy: 99.0%
Square Footage: 253,026
The Collateral: Single level retail mall
Ownership Interest: Fee Simple
Lease
Major Tenants % NRSF Rent PSF Expiration
------------- ------ -------- ----------
Goody's Family Clothing 11.9% $6.60 10/31/04
United Artist's Theatres 11.8% $12.50 12/31/14
Footstar, Inc. 3.8% $21.00 10/31/05
Property Management: CBL & Associates Management
U/W Net Op. Income: $5,143,550
U/W Net Cash Flow: $4,820,740
Value: $59,200,000
Cut-off Date LTV: 54.8%
Maturity Date LTV: 49.8%
DSCR: 1.63x
DSCR at 9% constant 1.65x
(1) No prepayment premium is due if the Loan is prepaid during the 180 days
prior to the maturity date. In the event of a prepayment during the
lockout period, a default prepayment fee of (i) 2% of the outstanding
principal balance plus (ii) yield maintenance premium is due.
THE LOAN. The Turtle Creek Mall Loan (the "Turtle Creek Mall Loan") is evidenced
by a promissory note (the "Turtle Creek Mall Note") and is secured by a first
priority mortgage (the "Turtle Creek Mall Mortgage") encumbering a 253,026
aggregate square foot retail development located in Hattiesburg, Mississippi
(the "Turtle Creek Mall Property"). The Turtle Creek Mall Loan was originated on
February 14, 1996 by Connecticut General Life Insurance Company and was acquired
by Lincoln National Life Insurance Company in January 1998 as part of a larger
corporate transaction.
THE BORROWER. The borrower is Turtle Creek Limited Partnership, a Mississippi
limited partnership (the "Turtle Creek Mall Borrower"), which owns no material
asset other than the Turtle Creek Mall Property. The 99.9% general partner of
the Turtle Creek Mall Borrower is CBL & Associates Limited Partnership ("CBL
LP"). The 0.1% limited partner of the Turtle Creek Mall Borrower is CBL &
Associates Properties, Inc., a real estate investment trust (the "REIT"). The
REIT owns a 64% general partnership interest in CBL LP. The REIT specializes in
the development, acquisition, and management of regional malls and community
centers with a portfolio of 157 shopping centers in 26 states totaling more than
55.9 million square feet.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-20
THE PROPERTY. The Turtle Creek Mall Property consists of 28.57 acres located in
Hattiesburg, Mississippi at the intersection of Highway 98 and ▇▇▇▇▇▇▇▇▇▇ Road.
Highway 98 connects with I-59 one mile east of the Turtle Creek Mall Property.
The improvements on the Turtle Creek Mall Property were constructed in phases
between 1994 and 1995 and consist of a single-level mall containing 253,026
aggregate square feet and 1,332 parking spaces.
The Turtle Creek Mall Property is part of an 846,120 square foot mall anchored
by ▇▇▇▇▇'▇ (one space of 127,800 square feet and another space of 124,700 square
feet, totalling 252,500 square feet), Sears (134,234 square feet), Dillards
(126,000 square feet), and ▇.▇. ▇▇▇▇▇▇ (80,360 square feet).
MAJOR TENANTS:
Goody's, headquartered in Knoxville, Tennessee, is a retailer of moderately
priced family apparel, operating 317 stores in 18 states. The company primarily
locates its stores in small midsize markets in the Southeast, Midwest and
Southwest that have demographic characteristics consistent with its targeted
customer. All of Goody's stores are leased and are generally located in strip
shopping centers. A majority of the merchandise selection offered by the company
is in the women's division, which emphasizes casual and career fashions and
includes junior's, misses, petite, plus size, swimwear and intimate apparel.
United Artists Theatre Co. operates various theaters in the United States. The
company develops and operates multiplex and megaplex theaters. The company has a
"Caa2" and a "B-" rating from ▇▇▇▇▇'▇ and Standard and Poor's, respectively. It
operates approximately 1,600 screens in 213 locations.
Footstar, Inc. is a holding company, which directly or indirectly, through its
wholly owned subsidiaries, owns capital stock of the subsidiaries that operate
its Meldisco, Footaction and Just For Feet businesses and its discontinued ▇▇▇▇
▇▇▇▇ segment. The company is principally a specialty retailer conducting
business in the discount footwear segment through its Meldisco business and the
branded athletic footwear and apparel segment through its Footaction and Just
For Feet businesses. Footaction stores carry athletic footwear and outdoor
brands including Nike, Adidas, Fila, Reebok, New Balance and Timberland.
Meldisco operates licensed footwear departments in Kmart and Rite Aid Stores.
PROPERTY MANAGEMENT. The Turtle Creek Mall Property is managed by CBL &
Associates Management, which is an affiliate of the Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed.
ADDITIONAL INDEBTEDNESS. Subordinate mortgage financing is permitted, provided
certain conditions are satisfied, including, without limitation, (i) no default
or event of default exists, (ii) the subordinate lender is an institutional
investor, (iii) the funds received under such subordinate financing may only be
used to finance additional investment in the Turtle Creek Mall Property, (iv)
the Turtle Creek Mall Borrower shall pay all the senior lender's costs and
expenses associated with such financing, (v) the subordinate lender shall enter
into an intercreditor agreement with the senior lender, (vi) the subordinate
lender shall not exercise its rights or remedies with respect to the Turtle
Creek Mall Property for a period of ninety days after the senior lender's
receipt of the Turtle Creek Borrower's default under the subordinate loan, (vii)
the subordinate lender shall agree not to transfer its interest in the Turtle
Creek Mall Property without the senior lender's consent, (viii) the minimum
aggregate debt service coverage ratio for the senior loan and the subordinate
loan shall be at least 1.35x, and (ix) the maximum loan-to-value ratio for the
senior loan and the subordinate loan shall be 70%. The loan documents do not
prevent the Turtle Creek Mall Borrower from incurring additional unsecured
indebtedness.
RELEASE OF PARCELS. Not allowed.
Certain additional information regarding the Turtle Creek Mall Loan and the
Turtle Creek Mall Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-21
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 5 -- MARINA VILLAGE
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Loan Information
--------------------------------------------------------------------------------
Original Balance: $33,600,000
Cut-off Date Balance: $32,035,885
First Payment Date: 08/05/99
Interest Rate: 7.020%
Amortization: 264
Maturity Date: 07/05/09
Expected Maturity Balance: $24,304,731
Sponsor(s): ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Borrower: Alameda Estate Investments, LP
Interest Calculation: 30/360
Call Protection (1): 24-month lockout from the date of origination,
followed by the greater of yield maintenance and
1% of loan balance.
Loan per SF: $89.35
Seasoning: 27 months
Lockbox: NAP
--------------------------------------------------------------------------------
Property Information
--------------------------------------------------------------------------------
Single Asset/Portfolio: Single Asset
Property Type: Mixed Use
Property Sub-type: Mixed Use
Location: Alameda, CA
Year Built/Renovated: 1986-89/NAP
Occupancy: 99.0%
Square Footage: 358,528
The Collateral: Four office buildings, six office-technology
buildings and one retail shopping center
Ownership Interest: Fee Simple
Lease
Major Tenants: % NRSF Rent PSF Expiration
-------------- ------ -------- ----------
Computer Assoc. Int'l 20.4% $19.81 09/30/04
Operon Technologies 10.4% $24.00 11/30/05
CA School of Psychology 7.8% $17.89 07/31/03
Property Management: Vintage Properties
U/W Net Op. Income: $5,684,683
U/W Net Cash Flow: $4,936,991
Value: $60,895,000
Cut-off Date LTV: 52.6%
Maturity Date LTV: 39.9%
DSCR: 1.64x
DSCR at 9% constant 1.71x
(1) The Loan is prepayable without any premium during the last three months of
the Loan term. Any monetary default prepayment occurring during the
lockout period shall include a payment in an amount equal to the greater
of (i) 5% of the outstanding principal balance and (ii) the yield
maintenance premium. Any non-monetary default prepayment occurring during
the lockout period shall include a payment in the amount of 1% of the
outstanding principal balance.
THE LOAN. The Marina Village Loan (the "Marina Village Loan") is evidenced by
two promissory notes (the "Marina Village Notes"), one in the principal amount
of $28,600,000 and the other in the principal amount of $5,000,000 (which for
purposes of this prospectus has been treated as one loan). The Marina Village
Notes are secured by one deed of trust on the underlying land and buildings
which contain 358,528 net rentable square feet of space located in Alameda,
California (the "Marina Village Property"). The Marina Village Loan was
originated by the Lincoln National Life Insurance Company on June 16, 1999. The
Marina Village Notes must be prepaid simultaneously, and any permitted partial
prepayment shall be applied to both Marina Village Notes proportionately.
THE BORROWER. The borrower is Alameda Real Estate Investments, LP (the "Marina
Village Borrower"). The 50% managing general partner of the Marina Village
Borrower is OTR, an Ohio general partnership, acting as nominee of the State
Teachers
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-22
Retirement Board of Ohio. OTR is also the sole limited partner of the Marina
Village Borrower, owning an additional 25% interest. The 25% operating general
partner of the Marina Village Borrower is Vintage Alameda Investments, L.P., a
California limited partnership. The general partner of Alameda Investments, L.P.
is Vintage Properties -- Alameda Commercial, a California corporation ("Vintage
Properties"). The Marina Village Borrower also owns all of the other commercial
properties included in the Marina Village planned unit development, except the
retail pads in the Marina Village Shopping Center. Vintage Properties is a large
San Francisco Bay area developer and was the original developer of the Marina
Village Property.
THE PROPERTY. Marina Village is a commercial and residential real estate
development consisting of office buildings, shopping center, residential single
family and townhouse dwellings, hotel, high-rise apartment building, yacht clubs
and marina with 969 boat slips. The 205-acre community is located within the
northeast quadrant of the city of Alameda, California along one mile of the
Oakland Estuary within view of downtown Oakland. Total square footage in the
commercial development is 1,223,737 feet with an overall occupancy rate of
97.76% as of December 31, 2000.
The security for the Marina Village Loan includes 24.86 acres of land within
Marina Village containing 358,528 square feet of net rentable area in eleven
separate properties consisting of four office buildings, six office-technology
buildings and one retail shopping center.
The buildings were all constructed during the 1986-1989 period. The breakdown of
net rentable area by property type/use is Office 135,454 square feet ("SF");
Office-Tech 178,236 SF and Retail 44,838 SF. Each of the eleven buildings has a
separate street address on either Marina Village Parkway, Atlantic Avenue, or
Challenger Drive.
▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ are two of four multi-tenant, two-story
office buildings located within Marina Village constructed in 1986 and 1989. The
four buildings share a common parking area and the individual property
boundaries are not discernable. The two buildings contain a total of 34,238
square feet (18,941 SF at 1050 and 15,297 SF at 1040).
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ is a multi-tenant four-story office building
situated in a five building cluster at the northwest end of the development.
Constructed in 1986, the four corners of the building are set back. The building
faces out to a water fountain and plaza. Total square footage is 73,241SF.
The buildings at ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, 2021 and ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ and
▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ are multi-tenant single-story office-tech buildings
containing a total of 107,043 SF (36,160 SF at 950 Marina Village Parkway,
20,252 SF at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, 26,720 SF at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, and
23,911 SF at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇), all constructed in 1987.
▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ are both multi-tenant, single-story office-tech
buildings containing 71,193 SF (30,452 SF at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ and 40,741 at
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇) completed in 1987.
The building at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ is a two-story "square shaped" office
building with a small section at the southwest corner notched back. A building
attached tower is located at the southwest corner of the building at the apex of
the notch. Constructed in 1988, the building contains 27,975 SF of space.
The Marina Village Shopping Center at ▇▇▇-▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ is a single
story strip shopping center built in 1988 and containing 44,838 SF, plus a Lucky
Food Store, Longs Drug Store and three outparcels which are not part of the
collateral. The outparcels are occupied by Goodyear, ▇▇▇▇'▇ ▇▇. and Wherehouse
Records. An open-air courtyard area is provided near the center of the building
with several restaurant-type tenants located near the courtyard. Parking for
approximately 611 vehicles is provided on the south and east sides of the
improvements.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-23
MAJOR TENANTS:
Computer Associates International develops the software that is used by
technology companies. The company's software addresses process management,
information management, and infrastructure.
Operon Technology is a DNA synthesis company that manufactures and sells
synthetic oligonucleotides, genes, and microarray products. Founded in 1986,
Operon was one of the first companies to offer custom DNA synthesis. In recent
years, Operon has also has engaged in designing, optimizing, and manufacturing
70mers, used primarily in its microarray product line. The company's products
are used for a range of applications, including high-throughput genetic mapping,
genome characterization, other genetic research techniques. Operon has recently
become part of the QIAGEN network of companies.
California School of Professional Psychology is one of four schools at Alliant
International University (AIU). It is the home of the university's
practitioner-oriented programs in clinical and health psychology, as well as new
clinical programs like the Postdoctoral Master's Degree Program in Clinical
Phychopharmacology. AIU was founded in 2001 through the combination of United
States International University and Alliant University/California School of
Professional Psychology. AIU's undergraduate and graduate degree programs in
liberal arts, education, business, and behavioral and social sciences prepare
the University's 6,400 students for careers. AIU is a not-for-profit,
independent university with six California locations in Fresno, Irvine, Los
Angeles, Sacramento, San Diego, and the San Francisco Bay Area. AIU also has a
location in Mexico City, Mexico, and USIU, a Kenyan chartered university
accredited as a unit of Alliant International University, is located in Nairobi,
Kenya. All of the University's programs are accredited by the Western
Association of Schools and Colleges.
PROPERTY MANAGEMENT. The Marina Village Property is managed by Vintage
Properties. Vintage Properties is an affiliate of the Marina Village Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the Marina Village Borrower
from obtaining additional indebtedness secured by the Marina Village Property
without lender consent. However, the loan documents do not prevent the Marina
Village Borrower from incurring additional unsecured indebtedness.
RELEASE OR SUBSTITUTION OF PARCELS. The Marina Village Borrower has the right to
transfer its interest in the portion of the Marina Village Property known as
Marina Village Shopping Center to a third party. In such event, the Marina
Village Borrower may either prepay a specified portion of the Marina Village
Loan along with the applicable prepayment premium or provide a substitute
mortgaged property meeting certain specified criteria, including, without
limitation, the following: (a) the substitute property has a fair market value
at least equal to that of the property to be released; (b) the borrower
satisfies all of the standard closing conditions that would be satisfactory to a
prudent commercial lender with respect to the substitute property; and (c) the
debt service coverage ratio for the substitute property is equal to or greater
than the debt service coverage ratio for the property to be released. In either
case, the parcel shall be released from the lien of the deed of trust. If the
Marina Village Borrower prepays a portion of the Marina Village Notes upon a
transfer of the Marina Village Shopping Center described above, the amount of
the monthly installments under the Marina Village Notes shall be reduced to
equal the amount necessary to pay the unpaid principal balances based on an
amortization schedule of twenty-two years less the number of years from the date
of origination to the date of such prepayment.
Certain additional information regarding the Marina Village Loan and Marina
Village Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-24
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 6 -- BEDMINSTER
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LOAN INFORMATION
--------------------------------------------------------------------------------
ORIGINAL BALANCE (1): $11,600,000
CUT-OFF DATE BALANCE: $15,355,394
FIRST PAYMENT DATE: 02/10/01
INTEREST RATE: 8.070%
AMORTIZATION: 360
MATURITY DATE (2): 01/10/11
EXPECTED MATURITY BALANCE: $13,820,103
SPONSOR(S): ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
BORROWER: Bedminster 2 Funding, L.L.C.
INTEREST CALCULATION: 30/360
CALL PROTECTION: 60-month lockout from the date of origination,
with defeasance thereafter.
LOAN PER SF: $174.63
SEASONING: 9 months
LOCKBOX (2): Springing
--------------------------------------------------------------------------------
PROPERTY INFORMATION
--------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Office
PROPERTY SUB-TYPE: Suburban
LOCATION: Bedminster, NJ
YEAR BUILT/RENOVATED: 1960, 2000/1999
OCCUPANCY: 92.0%
SQUARE FOOTAGE: 87,932
THE COLLATERAL: Three two-story office buildings
OWNERSHIP INTEREST: Fee Simple
LEASE
MAJOR TENANTS: % NRSF RENT PSF EXPIRATION
------------- ------ -------- ----------
Sprint (3) 24.0% $25.12 09/30/07
SAS Institute Inc. 20.8% $23.25 09/30/07
The Advance Group 13.3% $23.00 10/31/10
PROPERTY MANAGEMENT: Advance Realty Management
U/W NET OP. INCOME: $1,866,406
U/W NET CASH FLOW: $1,762,081
APPRAISED VALUE: $20,600,000
CUT-OFF DATE LTV: 74.4%
MATURITY DATE LTV: 67.0%
DSCR: 1.28x
DSCR AT 9% CONSTANT 1.27x
(1) The Loan was funded in two disbursements. The initial disbursement of
$11,600,000 was made on December 29, 2000 and the second disbursement in
the amount of $3,830,000 was made on June 5, 2001.
(2) In the event the Loan is not repaid on the maturity date, the lender may
either (i) exercise its remedies or (ii) extend the Loan for an additional
year at 300 basis points over the original interest rate. If the Loan is
extended, all revenues from the property will be deposited into a lockbox
account.
(3) If Sprint exercises its early termination option, the borrower is
obligated to (i) post letters of credit in an amount equal to the amount
of additional rental income that, when added to the rental income
scheduled to be derived from all tenants (other than Sprint), would be
needed to achieve a debt service coverage ratio of 1.0x, and (ii) deposit
early termination payments in the amount of $570,846 ($235,423 on the date
Sprint delivers notice of its termination of its lease and $235,423 on the
date the lease terminates) with the lender. In the event ▇▇▇▇▇ ▇▇▇▇▇▇
exercise its respective early termination option, funds in the amounts of
$250,597 ($68,767 of which is payable on the date ▇▇▇▇▇ ▇▇▇▇▇▇ delivers
its notice of termination and $181,830 of which is payable upon the date
the lease terminates) shall be deposited with the lender. If the SAS
Institute fails to renew its lease, the Borrower is obligated to post a
letter of credit in an amount equal to the additional rental income that
when added to the rental income scheduled to be derived from all tenants
(other than SAS Institute), would be needed to achieve a debt service
coverage ratio of 1.0x.
THE LOAN. The Bedminster Loan (the "Bedminster Loan") is evidenced by a
promissory note given by Bedminster 2 Funding LLC (the "Bedminster Borrower") in
the principal amount of $15,430,000 (the "Bedminster Note"). The Bedminster Note
is secured by a first priority mortgage encumbering three two-story office
buildings totaling 87,932 square feet of space and located in Bedminster, New
Jersey (the "Bedminster Property"). The Bedminster Loan was originated in
December 2000 by Teachers Insurance and Annuity Association of America. The
Bedminster Loan is cross-defaulted and cross-collateralized
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-25
with the Metro Center III Loan (Mortgage Loan No. 7). ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ has
executed a guaranty for the standard non-recourse carveouts.
THE BORROWER. The Bedminster Borrower owns no material asset other than the
Bedminster Property. The only members of the Bedminster Borrower are Advance at
Bedminster 2, LLC, a New Jersey limited liability company, owning a 99.5%
interest, and Bedminster 2 Funding SPE, Inc., a New Jersey corporation, owning a
0.5% interest. Advance Realty Development, LLC is the sole member of Advance at
Bedminster 2, LLC and the sole shareholder of Bedminster 2 Funding SPE, Inc.
Advance Realty Development, LLC is wholly owned by Advance Realty Group, LLC,
which is controlled, directly or indirectly, by ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ and his
family.
Formed in 1979 by ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, The Advance Group manages in excess of
three million square feet of single and multi-tenant office, research and
development, flex/industrial and distribution facilities in the Northeast and
Mid-Atlantic States (including one million square feet in the Washington, D.C.
Metro area).
THE PROPERTY. The Bedminster Property consists of three two-story office
buildings totaling 87,932 square feet situated on approximately fifteen acres in
Northern New Jersey. One building (15,000 square feet) was constructed in 1960
and substantially renovated in 1999. The other two buildings were constructed in
1999-2000. Parking for 357 spaces is provided. The major tenants at the
Bedminster Property are Sprint Spectrum LP, SAS Institute Inc. and The Advance
Group.
MAJOR TENANTS:
Sprint Spectrum LP, an indirect subsidiary of Sprint Corporation, provides
telecommunications services. The company's principal activities include long
distance service, local service, product distribution and directory publishing
activities. As of June 6, 2001, the company had a market capitalization of $19
billion. Its senior unsecured debt is rated "Baa1", "BBB+" and "BBB+" by
Moody's, Fitch, and Standard and Poor's, respectively.
SAS is Headquartered in Cary, North Carolina. SAS Institute is the one of the
largest privately held software companies in the world.
PROPERTY MANAGEMENT. The Bedminster Property is managed by Advance Realty
Management, an affiliate of the Bedminster Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed with respect to direct
interests in the Bedminster Borrower. Pledges of non-managing membership
interests in Advance Realty Development, LLC among its existing members are
permitted provided certain conditions are satisfied.
Advance Realty Development, LLC maintains a $6 million maximum line of credit
with Commerce Bank, secured in part by a pledge of membership interests in
Advance Realty Development, LLC. Commerce Bank has agreed to provide the lender
notice of any default under the line of credit which could give rise to its
exercise of any rights against the pledge of said membership interests.
ADDITIONAL INDEBTEDNESS. Not allowed except for certain permitted trade
payables.
RELEASE OF PARCELS. Not allowed.
Certain additional information regarding the Bedminster Loan and the Bedminster
Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ International Limited, a member of The Securities and Futures
Authority, and by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ recommends that such
readers obtain the advice of their ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇
▇▇▇▇▇▇▇ International or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-26
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 7 -- METRO CENTER III
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LOAN INFORMATION
--------------------------------------------------------------------------------
ORIGINAL BALANCE (1): $5,700,000
CUT-OFF DATE BALANCE: $6,366,084
FIRST PAYMENT DATE: 02/10/01
INTEREST RATE: 8.070%
AMORTIZATION: 360
MATURITY DATE (2): 01/10/11
EXPECTED MATURITY BALANCE: $5,729,586
SPONSOR(S): ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
BORROWER: Princeton Metro Funding,
L.L.C. INTEREST CALCULATION: 30/360
CALL PROTECTION: 60-month lockout from the date of origination,
with defeasance thereafter.
LOAN PER SF: $143.34
SEASONING: 9 months
LOCKBOX (2): Springing
--------------------------------------------------------------------------------
PROPERTY INFORMATION
--------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Office
PROPERTY SUB-TYPE: Suburban
LOCATION: West Windsor, NJ
YEAR BUILT/RENOVATED: 2000/NAP
OCCUPANCY: 93.0%
SQUARE FOOTAGE: 44,413
THE COLLATERAL: Two-story office building
OWNERSHIP INTEREST: Fee Simple
LEASE
MAJOR TENANTS: % NRSF RENT PSF EXPIRATION
------------- ------ -------- ----------
Bovis Lend Lease (3) 51.4% $27.00 08/30/10
Intertrust Technologies 21.8% $29.50 03/31/06
▇▇▇▇ ▇▇▇▇▇▇▇, P.C. 10.4% $30.52 04/30/10
PROPERTY MANAGEMENT: Advance Realty Management
U/W NET OP. INCOME: $789,056
U/W NET CASH FLOW: $716,753
APPRAISED VALUE: $8,600,000
CUT-OFF DATE LTV: 74.4%
MATURITY DATE LTV: 67.0%
DSCR: 1.28x
DSCR AT 9% CONSTANT 1.27x
(1) The Loan was funded in two disbursements. The initial disbursement of
$5,700,000 was made on December 29, 2000 and the second disbursement in
the amount of $700,000 was made on June 5, 2001.
(2) In the event the Loan is not repaid on the maturity date, the lender may
either (i) exercise its remedies or (ii) extend the Loan for an additional
year at 300 basis points over the original interest rate. If the Loan is
extended, all revenues from the property will be deposited into a lockbox
account.
(3) In the event Bovis exercises its early termination option, the borrower is
obligated to (i) post letters of credit in an amount equal to the amount
of additional rental income that, when added to the rental income
scheduled to be derived from all tenants (other than Bovis), would be
needed to achieve a debt service coverage ratio of 1.0x, and (ii) deposit
early termination payments in the amount of $145,000 ($72,500 on the date
Bovis delivers notice of its termination of its lease and $72,500 on the
date the lease shall terminate) with lender. In the event that Intertrust
does not renew its lease in 2004 or 2009, or Bovis does not renew its
lease in 2009, the borrower is obligated to post a letter of credit in an
amount equal to the amount of additional rental income that when added to
the rental income scheduled to be derived from all tenants (other than
Intertrust or Bovis, as applicable) would be needed to achieve a debt
service coverage ratio of 1.0x. The said letter of credit shall be
released upon the satisfaction of certain conditions relating to the
renewal or reletting of the applicable space.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, ▇▇▇▇▇▇▇,
▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ readers worldwide: In addition, please note that
this publication has been issued by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-27
THE LOAN. The Metro Center III Loan (the "Metro Center III Loan") is evidenced
by a promissory note given by Princeton Metro Funding, LLC (the "Metro Center
III Borrower") in the principal amount of $6,400,000 (the "Metro Center III
Note"). The Metro Center III Note is secured by a first priority mortgage
encumbering one 44,413 square foot, two-story office building located in West
Winsdor Township, New Jersey (the "Metro Center III Property"). The Metro Center
III Loan was originated in December 2000 by Teachers Insurance and Annuity
Association of America. The Metro Center III Loan is cross-defaulted and
cross-collateralized with the Bedminster Loan (Mortgage Loan No. 6). Peter J.
Cocoziello has executed a guaranty for the standard non-recourse carveouts.
THE BORROWER. The Metro Center III Borrower owns no material asset other than
the Metro Center III Property. The only members of the Metro Center III Borrower
are Advance at Princeton LLC, a New Jersey limited liability company owning a
99.5% interest and Princeton Metro Funding SPE, Inc. a New Jersey corporation
owning a 0.5% interest. Advance Realty Development, LLC is the sole member of
Advance at Princeton, LLC and the sole shareholder of Princeton Metro Funding
SPE, Inc. Advance Realty Development, LLC is wholly owned by Advance Realty
Group, LLC, which is controlled, directly or indirectly, by Peter J. Cocoziello
and his family.
Formed in 1979 by Peter J. Cocoziello, The Advance Group manages in excess of
three million square feet of single and multi-tenant office, research and
development, flex/industrial and distribution facilities in the Northeast and
Mid-Atlantic States (including one million square feet in the Washington, D.C.
Metro area).
THE PROPERTY. The Metro Center III Property, located approximately three miles
southeast of Princeton, New Jersey and approximately four miles northeast from
the Intersection of U.S. Highway 1 and Interstate 295, is a 44,413 square foot,
two-story office building constructed in 2000 situated on approximately 4.25
landscaped acres. Parking for 165 spaces is provided.
MAJOR TENANTS:
Bovis Lend Lease is a part of Lend Lease Corporation. Lend Lease Corporation
provides real estate project management, project design, project financing and
construction services along with property development. The company also manages
REIT's and limited partnerships, provides funds management services including
superannuation, unit trusts, life insurance, investment advice, asset management
and fund manager of infrastructure assets. The company has an "A-" rating from
Standard and Poor's.
Intertrust Technologies Corporation has developed a general-purpose digital
rights management platform to serve as a foundation for providers of digital
information, technology and commerce services participating in a global
e-commerce system.
Wong Fleming, P.C. is a law firm with offices in New York City, at the Metro
Center III Property in New Jersey and in Philadelphia.
PROPERTY MANAGEMENT. The Metro Center III Property, Inc. is managed by Advance
Realty Management, an affiliate of the Metro Center III Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed with respect to direct
interests in the Metro Center III Borrower. Pledges of non-managing membership
interests in Advance Realty Development, LLC among its existing members are
permitted provided certain conditions are satisfied.
Advance Realty Development, LLC maintains a $6 million maximum line of credit
with Commerce Bank, secured in part by a pledge of membership interests in
Advance Realty Development, LLC. Commerce Bank has agreed to provide the lender
notice of any default under the line of credit which could give rise to its
exercise of any rights against the pledge of said membership interests.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-28
ADDITIONAL INDEBTEDNESS. Not allowed except for certain permitted trade
payables.
RELEASE OF PARCELS. Not allowed.
Certain additional information regarding the Metro Center III Loan and the Metro
Center III Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-29
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 8 -- HUNTINGTON QUADRANGLE I
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LOAN INFORMATION
--------------------------------------------------------------------------------
ORIGINAL BALANCE: $22,000,000
CUT-OFF DATE BALANCE: $20,973,534
FIRST PAYMENT DATE: 08/01/98
INTEREST RATE: 8.000%
AMORTIZATION: 300
MATURITY DATE: 07/01/08
EXPECTED MATURITY BALANCE: $17,767,848
SPONSOR(S): We're Associates
BORROWER: Huntington Quadrangle No. 1 Co.
INTEREST CALCULATION: 30/360
CALL PROTECTION (1): 11-month lockout from the date of origination,
followed by greater of yield maintenance and 1%
of loan balance.
LOAN PER SF: $57.64
SEASONING: 39 months
LOCKBOX: NAP
--------------------------------------------------------------------------------
PROPERTY INFORMATION
--------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Office
PROPERTY SUB-TYPE: Suburban
LOCATION: Huntington, NY
YEAR BUILT/RENOVATED: 1971/1982, 1994-1998
OCCUPANCY: 97.0%
SQUARE FOOTAGE: 363,877
THE COLLATERAL: One four-story office building
OWNERSHIP INTEREST: Fee Simple
LEASE
MAJOR TENANTS: % NRSF RENT PSF EXPIRATION
------------- ------ -------- ----------
US1 Administrators 15.4% $21.36 12/31/05
Nextstage Healthcare Resources 8.9% $22.60 03/31/08
Golden National Mortgage Bank 5.7% $20.96 07/31/02
PROPERTY MANAGEMENT: We're Associates
U/W NET OP. INCOME: $4,552,219
U/W NET CASH FLOW: $4,121,023
APPRAISED VALUE: $36,804,000
CUT-OFF DATE LTV: 57.0%
MATURITY DATE LTV: 48.3%
DSCR: 2.02x
DSCR AT 9% CONSTANT 2.18x
(1) In the event of prepayment during last six months of the term of Loan, the
prepayment premium is yield maintenance. Prepayment occurring during the
lockout period shall include the greater of 1% of the outstanding balance
and yield maintenance plus 5% of the outstanding loan balance.
THE LOAN. The Huntington Quadrangle I Loan (the "Huntington Quadrangle I Loan")
is evidenced by a promissory note (the "Huntington I Quadrangle Note") and is
secured by a Modification Agreement of New York Mortgage and Security Agreement
and assignment of the Lessor's interest (the "Huntington Quadrangle I Mortgage")
on the underlying land and buildings comprised of 363,877 net rentable square
feet of space and located in Huntington, New York (the "Huntington Quadrangle I
Property"). The Huntington Quadrangle I Loan was originated by The Mutual Life
Insurance Company of New York (the former name of MONY Life Insurance Company,
Inc.) on June 2, 1998.
THE BORROWER. The Borrower is Huntington Quadrangle No. 1 Company, a joint
venture (the "Huntington Quadrangle I Borrower"). We're Associates owns a 50%
interest in the Huntington Quadrangle I Borrower, and HQ1 Associates owns a 50%
interest in Huntington Quadrangle I Borrower. We're Associates is a private
developer and owner of office buildings on
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-30
Long Island. We're Associates has created more than 10,000,000 square feet of
new construction, including build-to-suit properties for clients such as
Citigroup, Chase, Northrop Grumman and NEC. We're Associates designs, builds,
owns, manages and operates integrated business communities and also provides
design/build services for others. We're Associates owns and manages over two
million square feet of commercial property. Bennett Rechler, G. Martin Wexler,
Morton Rechler and Jack Wexler have executed an environmental indemnity.
Additional information on We're Associates can be obtained at ▇▇▇.▇▇▇▇.▇▇▇.
THE PROPERTY. The Huntington Quadrangle I Property consists of one four-story
office building with 363,877 net rentable square feet of space and 1,688 parking
spaces. The Huntington Quadrangle I Property, located in Huntington, New York,
was built in 1971 and renovated in 1982 and again during 1994 through 1998. The
Huntington Quadrangle I Property is one of many office buildings developed in
the immediate area surrounding the Huntington Quadrangle I Property. The
building adjacent to the Huntington Quadrangle I Property is also owned by We're
Associates.
MAJOR TENANTS
US1 Administrators is a diversified insurance and financial services firm
focused on a variety of insurance and financial services. With operations in 21
states, US1 Insurance Services is the 6th largest insurance brokerage firm in
the US and the top employee benefits broker in the nation. (2) Founded in 1994,
it is a privately held, wholly owned subsidiary of the US1 Holdings Corporation,
and employs 3,200 people. It is headquartered in San Francisco, CA and has $3.5
billion dollars in assets under management for clients. (2)
Nextstage Healthcare/MDNY Healthcare is a 75,000+ member, physician-owned HMO
based on Long Island, New York. Nextstage merged with MDNY after representing
MDNY as the HMO's pharmacy director. PPO, dental, and workers' compensation
products are available. Management services including superannuation, unit
trusts, life insurance, investment advice, asset management and fund manager of
infrastructure assets. The Company has an "A-" rating from Standard and Poor's.
Golden National Mortgage Bank Corp. is a national, full service, residential
mortgage lender and has been in the business since 1979. Headquartered in this
location, the company is an approved FNMA, FHLMC, FHA, VA and GNMA servicer and
maintains a large servicing portfolio of these loans. Golden National Mortgage
Bank offers conventional and government financing and is a direct lender that
funds its own loans.
PROPERTY MANAGEMENT. The Huntington Quadrangle I Property is managed by We're
Associates. We're Associates is an affiliate of the Huntington Quadrangle I
Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. There are no restrictions on
obtaining such financing.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the Huntington Quadrangle I
Borrower from obtaining additional indebtedness secured by the Huntington
Quadrangle I Property without lender consent. However, the loan documents do not
prevent the Huntington Quadrangle I Borrower from incurring additional unsecured
indebtedness
RELEASE OF PARCELS. Not allowed.
Certain additional information regarding the Huntington Quadrangle I Loan and
Huntington Quadrangle I Property is set forth on Appendix II hereto.
(2) Source: USI Administrators Corporate website (▇▇▇-▇▇▇▇▇▇▇▇▇.▇▇▇)
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-31
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 9 -- COVINA TOWN SQUARE
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LOAN INFORMATION
--------------------------------------------------------------------------------
ORIGINAL BALANCE: $20,000,000
CUT-OFF DATE BALANCE: $19,864,542
FIRST PAYMENT DATE: 02/10/01
INTEREST RATE: 7.970%
AMORTIZATION: 336
MATURITY DATE (1): 01/10/11
EXPECTED MATURITY BALANCE: $17,386,496
SPONSOR(S): KIMCO Operating Partnership L.P.
BORROWER: KIR Covina, L.P.
INTEREST CALCULATION: 30/360
CALL PROTECTION: 60-month lockout from the date of origination,
with defeasance thereafter.
LOAN PER SF: $72.33
SEASONING: 9 months
LOCKBOX (1) Springing
--------------------------------------------------------------------------------
PROPERTY INFORMATION
--------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Retail
PROPERTY SUB-TYPE: Anchored
LOCATION: Covina, CA
YEAR BUILT/RENOVATED: 1988/1998
OCCUPANCY: 94.0%
SQUARE FOOTAGE: 274,645
THE COLLATERAL: Ten one-story buildings
OWNERSHIP INTEREST: Fee Simple/Leasehold
LEASE
MAJOR TENANTS: % NRSF RENT PSF EXPIRATION
------------- ------ -------- ----------
Home Depot 37.3% $8.88 01/31/04
Staples 9.3% $12.28 06/30/06
PetsMart 9.3% $10.00 10/31/08
PROPERTY MANAGEMENT: Kimco Realty Corporation
U/W NET OP. INCOME: $2,512,112
U/W NET CASH FLOW: $2,470,915
APPRAISED VALUE: $28,300,000
CUT-OFF DATE LTV: 70.2%
MATURITY DATE LTV: 61.4%
DSCR: 1.38x
DSCR AT 9% CONSTANT 1.38x
(1) In the event the Loan is not repaid on the maturity date, the lender may
either (i) exercise its remedies or (ii) extend the Loan for an additional
year at 300 basis points over the original interest rate. If the Loan is
extended, all revenues from the property will be deposited into a lockbox
account.
THE LOAN. The Covina Town Square Loan (the "Covina Town Square Loan") is
evidenced by a promissory note (the "Covina Town Square Note") and is secured by
a fee and leasehold deed of trust (the "Covina Town Square Mortgage")
encumbering the underlying land and buildings comprised of 274,645 net rentable
square feet and located in Covina, California (the "Covina Town Square
Property"). The Covina Town Square Loan was originated by Teachers Insurance and
Annuity Association of America on December 29, 2000.
THE BORROWER. The Borrower is KIR Covina, L.P., a Delaware limited partnership
(the "Covina Town Square Borrower"), which owns no material assets other than
the Covina Town Square Property. The general partner of the Covina Town Square
Borrower is KIR Covina 037, LLC, owning a 0.5% interest, and the limited partner
of the Covina Town Square Borrower is KIMCO Income Operating Partnership, L.P.
("KIOP"), owning a 99.5% interest. KIOP is the 100% owner of the general partner
of the Covina Town Square Borrower. Kimco Income REIT ("KIR") is the 0.1%
general partner of KIOP. Formed in 1999, KIR is a large privately held real
estate investment trust. The limited partners of KIOP are Kimco Realty Corp
(43.5%),
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-32
New York State Common Fund (43.5%), Hanseatic Americans, Inc. (5.6%), State Farm
Insurance (3.7%) and Knights of Columbus (3.7%). Kimco Operating Partnership
L.P. has executed a guaranty for the standard non-recourse carveouts.
THE PROPERTY. The Covina Town Square Property consists of ten one-story
buildings situated on 32.56 acres and containing 274,645 net rentable square
feet of space and 2,082 parking spaces. Built in 1988, the Covina Town Square
Property is located approximately twenty miles east of the Los Angeles CBD and
five miles northwest of California State Polytechnic Institute. The Covina Town
Square Property is situated on the corner of Arrow Highway and Azusa Avenue
approximately 2.5 miles north of Interstate 10.
MAJOR TENANTS:
The Home Depot, Inc. sells building materials and home improvement products.
Home Depot, Inc. operates in North and South America. The Covina Town Square
Property's Home Depot store reported sales of $494 per square foot for 1999. As
of July 6, 2001, the company had a market capitalization of $105.2 billion. It
has senior unsecured debt outstanding that is rated "Aa3" and "AA" by Moody's,
and Standard and Poor's, respectively.
Staples, Inc. retails office supplies, furniture, and technology. The company's
customers include consumers and businesses in the United States, Canada, the
United Kingdom and Germany. Staples serves its customers through 1,300 office
superstores, mail order catalogues, the Internet, and a contract business. As of
July 6, 2001, the company had a market capitalization of $6,650.21 million. It
has senior unsecured debt outstanding that is rated "BBB+", "Baa2" and "BBB-" by
Fitch, Moody's and Standard and Poor's, respectively.
PetsMart, Inc. is a specialty retailer of products and services for pets. The
company operates pet superstores in the United States and Canada, as well as a
pet supply catalog business, and has an equity interest in ▇▇▇▇▇▇▇▇.▇▇▇.
PetsMart provides pet food and supplies and offers full-service veterinary,
grooming and pet training services. As of July 6, 2001, the company had a market
capitalization of $712.25 million. It has a "B2" and "B+" rating from Moody's
and Standard and Poor's, respectively.
PROPERTY MANAGEMENT. The Covina Town Square Property is managed by Kimco Realty
Corporation, an affiliate of the Covina Town Square Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed except that pledges of
existing limited partnership interests in the Covina Town Square Borrower or
KIOP and pledges of shares in KIR are permitted provided certain conditions are
satisfied.
ADDITIONAL INDEBTEDNESS. Not allowed except for certain permitted trade
payables.
RELEASE OF PARCELS. Not allowed.
GROUND LEASE. The Covina Town Square Borrower ground leases 47,319 square feet
of land from the Los Angeles County Flood Control District. The Covina Town
Square Borrower then subleased 22,982 square feet of the ground leased premises
to Covina Steakhouse, L.P. ("Outback") to be used as an Outback Steakhouse. The
ground lease had an initial term of twenty-five years and contains two ten-year
renewal options, followed by two five-year renewal options. The initial minimum
ground rent is $45,000 per year, which increases by 10% every five years during
the term of the ground lease and the renewal periods. The 10% increase is
calculated based on the most recent rent amount. Ground rent also includes
payment to the ground lessor of 50% of the percentage rent received under the
Outback lease.
Certain additional information regarding the Covina Town Square Loan and Covina
Town Square Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-33
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 10-12 -- COLINAS INDUSTRIAL PORTFOLIO
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LOAN INFORMATION
--------------------------------------------------------------------------------
ORIGINAL BALANCE: $17,000,000
CUT-OFF DATE BALANCE: $16,840,631
FIRST PAYMENT DATE: 09/10/00
INTEREST RATE: 8.230%
AMORTIZATION: 360
MATURITY DATE: 08/10/05
EXPECTED MATURITY BALANCE: $16,195,412
SPONSOR(S): John H. Diserens
BORROWER: AMB Property II, LP
INTEREST CALCULATION: 30/360
CALL PROTECTION (1): None
LOAN PER SF: $18.48
LOCKBOX: NAP
SEASONING: 74 months
--------------------------------------------------------------------------------
PROPERTY INFORMATION
--------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Portfolio
PROPERTY TYPE: Industrial
PROPERTY SUB-TYPE: Warehouse
LOCATION:
Las Colinas Distribution
Center Irving, TX
Cross Roads I & II Dallas, TX
North Great Southwest Dist. Grand Prairie, TX
YEAR BUILT/RENOVATED:
Las Colinas Distribution
Center 1983/NAV
Crossroads I & II 1982/NAV
North Great Southwest Dist. 1989-93/NAV
OCCUPANCY: 100.0%
SQUARE FOOTAGE: 911,375
THE COLLATERAL: Two bulk warehouse buildings, two
office/warehouse buildings and three warehouse
facilities
OWNERSHIP INTEREST: Fee Simple
PROPERTY MANAGEMENT: Lincoln Property Company CSE
U/W NET OP. INCOME: $2,829,379
U/W NET CASH FLOW: $2,388,318
APPRAISED VALUE: $28,293,790
CUT-OFF DATE LTV: 59.5%
MATURITY DATE LTV: 57.2%
DSCR: 1.56x
DSCR AT 9% CONSTANT 1.57x
(1) The borrower may prepay the Loan in whole or in part provided the borrower
pays the lender a prepayment premium equal to the greater of (i) 0.75% of
the outstanding principal balance and (ii) the yield maintenance premium.
The Loan may be prepaid in full during the ninety day period immediately
preceding the maturity date without a prepayment premium. In the event of
a default prepayment the borrower shall pay the greater of 0.75% of the
outstanding loan balance and the yield maintenance premium.
--------------------------------------------------------------------------------
TENANT INFORMATION
--------------------------------------------------------------------------------
PROPERTY MAJOR TENANTS %NRSF RENT PSF LEASE EXPIRATION
-------- ------------- ----- -------- ----------------
Los Colinas Distribution Center MSAS North American Logistics 51.0% $4.43 09/30/05
Cross Roads I & II Sears, Roebuck and Company 61.0% $5.20 12/31/02
North Great Southwest
Distribution Center Bridgestone/Firestone, Inc. 71.5% $2.80 11/30/02
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-34
THE LOAN. The Colinas Industrial Portfolio Loan (the "Colinas Industrial
Portfolio Loan") is evidenced by a promissory note given by AMB Property II, LP
(the "Colinas Industrial Portfolio Borrower"), which promissory note is secured
by first priority deeds of trust encumbering (i) two bulk warehouse buildings
containing 260,040 net rentable square feet of space (the "Las Colinas
Distribution Center Property"), (ii) two office/warehouse facilities containing
236,230 net rentable square feet of space (the "Crossroads Property") and (iii)
three warehouse facilities containing 415,105 net rentable square feet of space
(the "North Great Southwest Distribution Center Property"). The Colinas
Industrial Portfolio Loan was originated on August 2, 1995 by Nationwide Life
Insurance Company.
THE BORROWER. The sole general partner of the Colinas Industrial Portfolio
Borrower is AMB Property Corporation, a publicly traded real estate investment
trust. AMB Property Corporation owns and operates industrial real estate
nationwide. As of December 31, 2000, the company owned, managed, and had
renovation and development projects totaling 92 million square feet and 1,005
buildings in 27 metropolitan markets. Of this, the company owned and operated
862 industrial buildings and eight retail centers, totaling approximately 77.0
million rentable square feet. As of December 31, 2000, these properties were
96.3% leased. At the same time, the company, through its subsidiary, AMB
Investment Management, Inc., also managed industrial buildings and retail
centers, totaling approximately 4.4 million rentable square feet, on behalf of
various institutional investors. In addition, the company has invested in 35
industrial buildings, totaling approximately four million rentable square feet,
through an unconsolidated joint venture. The sole limited partners of the
Colinas Industrial Portfolio Borrower include affiliates of Alabama Power
Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company,
Southern Company Services, Inc. and Southern Electric Power Company.
THE PROPERTIES. The Las Colinas Distribution Center Property, located eight
miles west of Dallas, Texas, is situated on a 14.53 acre tract of land in
Irving, Texas and is improved with two bulk warehouses that were constructed in
1983 and contain a total of 260,040 net rentable square feet of space, which is
100 percent leased to three tenants, namely MSAS North American Logistics (51%),
Teleplan Service of Texas, Inc. (31%), and Gtech Corporation (18%). The Las
Colinas Distribution Center Property is located in the Las Colinas Business
Center, just south of Highway 114 and near the Dallas/Fort Worth International
Airport.
The Crossroads Property, located in the northeast portion of Dallas, Texas, is
situated on a 14.53 acre tract of land improved with two office/warehouse
facilities constructed in 1982 and containing a total of 236,230 net rentable
square feet of space, which is 100 percent leased to four tenants, namely Sears
Roebuck and Company (61%), Advanced Power, Inc. (19%), Coats American, Inc.
(10%), and Inventory Dynamics (10%). The Property is located just north of the
LBJ Freeway (Interstate 635) between the Central Expressway and Interstate 30.
The North Great Southwest Distribution Center Property is situated on two tracts
of land totaling 22.84 acres improved with three warehouse facilities that were
constructed between 1989 and 1993. These buildings contain a total of 415,105
net rentable square feet of space, which is 100 percent leased to three tenants,
namely Bridgestone/Firestone, Inc. (71%), The Keebler Company (18%), and Sage
Enterprises (11%). These buildings are located in the Great Southwest Industrial
Park just south of the Dallas/Fort Worth International Airport.
MAJOR TENANTS:
MSAS North American Logistics provides integrated transportation and logistics
service throughout North America. MSAS was formed in 1968 and in 1998, the Ocean
Group brought all of its logistics companies under the umbrella of MSAS. In
2000, the company merged with Excel Logistics and started operating under the
Excel name. Excel has over 55,000 employees and is in the business of improving
the flow of materials, information and products across the supply chain.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-35
Sears, Roebuck and Co. is a multi-line retailer that provides a wide array of
merchandise and services. The company's segments are compromised of full-line
stores and specialty stores, home services and direct response, credit, and
electronic commerce activities. As of July 6, 2001, the Company had a market
capitalization of $13,442.66 million. It has senior unsecured debt outstanding
that has an "A-", "A3" and "A-" rating from Fitch, Moody's, and Standard and
Poor's, respectively. The company achieved $333 sales/sq. ft. (retail) this
year.
Bridgestone/Firestone, Inc. is a large subsidiary of Bridgestone Corporation of
Japan. Bridgestone/Firestone develops, manufactures and markets Bridgestone,
Firestone, Dayton and associate and private brand tires. The company also
produces Firestone air springs, roofing materials, polymers, synthetic rubber
and industrial fibers and textiles. The company employs 36,900 employees in the
United States and 10,600 people in Canada and Latin America. As of July 6, 2001,
the company had a market capitalization of $1,214,356.9 million. Bridgestone
Corp. has senior unsecured debt outstanding that has a "Baa1" and "BBB+" rating
from Moody's and Standard and Poor's, respectively. Recently, the company has
been involved in litigation and settlements regarding alleged tire defects.
PROPERTY MANAGEMENT. The Las Colinas Distribution Center Property, the
Crossroads Property and the North Great Southwest Distribution Center Property
are managed by Lincoln Property Company CSE.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the Colinas Industrial
Portfolio Borrower from obtaining additional indebtedness secured by the Colinas
Industrial Portfolio Property without lender consent. However, the loan
documents do not prevent the Colinas Industrial Portfolio Borrower from
incurring additional unsecured indebtedness.
RELEASE OF PARCELS. Prior to full repayment, the Colinas Industrial Portfolio
Borrower may obtain a release of the lien encumbering any mortgaged property
upon satisfaction of certain conditions, including without limitation, payment
of the applicable release price and prepayment premium and the loan-to-value
ratio of the remaining properties not exceeding 75%. Following such a property
release, the lender shall adjust the monthly payment to reflect the payment of
principal.
Certain additional information regarding the Colinas Industrial Portfolio Loan
and the Las Colinas Distribution Center Property, the Crossroads Property and
the North Great Southwest Distribution Center Property is set forth on Appendix
II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-36
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 13 -- PACIFICA COURT
--------------------------------------------------------------------------------
(1) In the event the Loan is not repaid on the maturity date, the lender may
either (i) exercise its remedies or (ii) extend the Loan for an additional
year at 300 basis points over the original interest rate. If the Loan is
extended, all revenues from the property will be deposited into a lockbox
account.
(2) Any default prepayment during the lockout period shall include a payment
in an amount equal to the greater of (i) an amount equal to 4% of the
outstanding principal balance or (ii) the yield maintenance premium.
THE LOAN. The Pacifica Court Loan (the "Pacifica Court Loan") is evidenced by a
promissory note (the "Pacifica Court Note") and is secured by a first priority
deed of trust (the "Pacifica Court Mortgage") encumbering a 107,199 net rentable
square foot office building located in Irvine, California (the "Pacifica Court
Property"). The Pacifica Court Loan was originated on November 10, 2000 by
Teachers Insurance and Annuity Association of America.
THE BORROWER. The borrower is PAC Court Associates, L.P., a California limited
partnership (the "Pacifica Court Borrower"), whose 20% managing general partner
is Banyan Pacific, LLC ("Banyan LLC"). The other general partner of the Pacifica
Court Borrower is Mar-Gulf Management Company, Inc., a California corporation
owning a 1% interest. The sole limited partner of the Pacifica Court Borrower is
Gulf Pacific America, a Delaware corporation owning a 79% interest. The Pacifica
Court Borrower owns no material assets other than the Pacifica Court Property.
George W. Ceithaml, Banyan LLC and certain other
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-37
entities have executed a guaranty for the standard non-recourse carveouts.
Banyan LLC and Mr. Ceithaml have over twenty-five years of experience with
commercial development projects.
THE PROPERTY. The Pacifica Court Property consists of 4.837 acres of land
located in Irvine, California. The improvements on the Pacifica Court Property
were constructed in 1999 and consist of one four-story Class "A" office building
containing 107,199 net rentable square feet of space and 416 parking spaces. The
Pacifica Court Property, located at the junction of three major freeways -- the
San Diego (I-405), Santa Ana (I-5) and the Laguna Freeway (SR-133), is situated
in the Irvine Spectrum Submarket. The Irvine Spectrum Submarket is a large
master planned center for research, technology and business in California, and
is home to more than 2,200 companies and more than 44,000 employees.
MAJOR TENANTS:
myCFO, a privately held wealth advisory firm that markets financial services,
including "day-to-day" personal accounting, investment advice, and tax and
estate planning, to high-net worth individuals, is the largest single tenant in
the building. Founded in 1998 by Jim Clark, the founder of Netscape
Communications, the company is headquartered in Mountain View, California.
O'Melveny & Myers LLP has 750 attorneys located in 13 offices in the United
States, Asia and Europe. American Lawyer, July 2001, ranked the firm number 22
in the U.S., with gross revenues of $400.5 million and profits per equity
partner of $705,000.
Integrated Information Systems, Inc. is a technology and business consultancy.
The company designs, builds, integrates, and manages complex information systems
and optimizes applications to solve business problems.
PROPERTY MANAGEMENT. The Pacifica Court Property is managed by Banyan Realty
Group, LLC, which is an affiliate of the Pacifica Court Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed.
ADDITIONAL INDEBTEDNESS. Not allowed except for certain permitted trade
payables.
RELEASE OF PARCELS. Not allowed.
PLEDGE OF LETTERS OF CREDIT. The letter of credit, with a term of seven years
and in the amount of $1,300,000, posted by the tenant, myCFO, was specifically
assigned to the lender as additional collateral for the Pacifica Court Loan. In
the event the lender is entitled to draw on the letter of credit pursuant to the
terms of the myCFO lease, the proceeds of the letter of credit will be deposited
into a reserve account with the lender to be utilized for the re-leasing of the
myCFO space. The myCFO letter of credit reduces annually (to a minimum of
$310,000) during the seven year lease term.
ENVIRONMENTAL INDEMNITY. The lender has the benefit of an environmental
insurance policy in the amount of $5,000,000 for a term of ten years, as well as
a limited environmental indemnity.
Certain additional information regarding the Pacifica Court Loan and the
Pacifica Court Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-38
--------------------------------------------------------------------------------
MORTGAGE LOAN NO. 14 -- AIRPORT CORPORATE CENTER
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LOAN INFORMATION
--------------------------------------------------------------------------------
ORIGINAL BALANCE: $16,500,000
CUT-OFF DATE BALANCE: $15,988,182
FIRST PAYMENT DATE: 10/10/99
INTEREST RATE: 7.440%
AMORTIZATION: 300
MATURITY DATE: 09/10/09
EXPECTED MATURITY BALANCE: $13,132,256
SPONSOR(S): James Devenport
BORROWER: Cranbrook Realty Investment Fund,
L.P. INTEREST CALCULATION: 30/360
CALL PROTECTION (1): 36-month lockout from the date of
origination, followed by the greater of
yield maintenance and 1% of loan balance.
LOAN PER SF: $60.60
SEASONING: 25 months
LOCKBOX: NAP
--------------------------------------------------------------------------------
PROPERTY INFORMATION
--------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Office
PROPERTY SUB-TYPE: Suburban
LOCATION: Oakland, CA
YEAR BUILT/RENOVATED: 1983/NAP
OCCUPANCY: 100%
SQUARE FOOTAGE: 263,833
THE COLLATERAL: One twelve-story office building
OWNERSHIP INTEREST: Fee Simple
LEASE
MAJOR TENANTS: % NRSF RENT PSF EXPIRATION
------------- ------ -------- ----------
Regional Ctr of East Bay 21.8% $18.48 3/31/10
County of Alameda 14.4% $20.91 (avg) 01/31/04
IKON Office Solutions Inc. 8.8% $17.20 12/31/04
PROPERTY MANAGEMENT: Cranbrook Equity Investment
U/W NET OP. INCOME: $3,181,256
U/W NET CASH FLOW: $2,704,537
APPRAISED VALUE: $34,391,957
CUT-OFF DATE LTV: 46.5%
MATURITY DATE LTV: 38.2%
DSCR: 1.86x
DSCR AT 9% CONSTANT 1.88x
(1) After June 10, 2009, prepayment may be made without a prepayment premium.
Any default prepayment occurring during the lockout period shall include a
payment in an amount equal to the greater of (i) 5% of the outstanding
principal balance and (ii) the yield maintenance premium.
THE LOAN. The Airport Corporate Center Loan (the "Airport Corporate Center
Loan") is evidenced by two promissory notes (the "Airport Corporate Center
Notes"), one in the principal amount of $16,000,000 and the other in the
principal amount of $500,000 (which for purposes of this prospectus has been
treated as one loan). The Airport Corporate Center Notes are secured by a deed
of trust (the "Airport Corporate Center Mortgage") on the underlying land and
buildings comprised of 263,833 net rentable square feet of space and located in
Oakland, California (the "Airport Corporate Center Property"). The Airport
Corporate Center Loan was originated by Lincoln National Life Insurance Company,
individually, and as agent for Lincoln Life & Annuity Company of New York on
August 25, 1999. The Airport Corporate Center Notes must be prepaid
simultaneously and partial prepayments shall be applied to both Airport
Corporate Center Notes proportionately.
THE BORROWER. The borrower is Cranbrook Realty Investment Fund, L.P., a
California limited partnership (the "Airport Corporate Center Borrower"). The
Airport Corporate Center Borrower is 1% owned by Cranbrook Group, Inc., it's
general partner, 42% owned by a combination of Cranbrook Group, Inc., James F.
Devenport, and Richard H. Kulka, as limited
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-39
partners, and 57% owned by other individual investors, as limited partners.
Cranbrook Group, Inc. is owned by Richard H. Kulka and James F. Devenport, two
San Francisco Bay Area developers and investors. Cranbrook Equity Investment
Corporation, another entity controlled by Messrs. Kulka and Devenport, has
executed a guaranty for the standard non-recourse carveouts.
THE PROPERTY. The Airport Corporate Center Property consists of 9.49 acres
located in Oakland, California. The improvements on the Airport Corporate Center
Property were constructed in 1983 and consist of one twelve-story office
building containing 263,833 net rentable square feet of space and 966 parking
spaces. The Airport Corporate Center Property is located in the Oakland Airport
Business Park, which is approximately eight miles south of the Oakland CBD and
within one mile of the Oakland International Airport.
MAJOR TENANTS:
Regional Center of East Bay ("RCEB") is a private, non-profit corporation under
contract with the California Department of Developmental Services. RCEB works in
partnership with many individuals and other agencies to plan and coordinate
services and support to over 11,000 individuals with developmental disabilities
in Alameda and Contra Costa counties.
The County of Alameda is the county government of Alameda County, home to
approximately 1.45 million people. Alameda County has a debt rating of "A2" from
Moody's.
IKON Office Solutions, Inc. ("IKON") provides a range of products and services
to meet business communication needs. The company provides copiers and printers,
color solutions, distributed printing, outsourcing services, and imaging and
legal outsourcing solutions. IKON also provides network design and consulting,
application development, and technology training.
PROPERTY MANAGEMENT. The Airport Corporate Center Property is managed by
Cranbrook Equity Investment, which is an affiliate of the Airport Corporate
Center Borrower.
MEZZANINE LOAN AND PREFERRED EQUITY INTEREST. Not allowed.
ADDITIONAL INDEBTEDNESS. The loan documents prohibit the Airport Corporate
Center Borrower from obtaining additional indebtedness secured by the Airport
Corporate Center Property without lender consent. However, the loan documents do
not prohibit the Airport Corporate Center Borrower from incurring additional
unsecured indebtedness.
RELEASE OF PARCELS. Not allowed.
Certain additional information regarding the Airport Corporate Center Loan and
Airport Corporate Center Property is set forth on Appendix II hereto.
--------------------------------------------------------------------------------
This information is being delivered to a specific number of prospective
sophisticated investors in order to assist them in determining whether they have
an interest in the type of security described herein. It has been prepared
solely for information purposes and is not an offer to buy or sell or a
solicitation of an offer to buy or sell any security or instrument or to
participate in any trading strategy. No representation or warranty can be given
with respect to the accuracy or completeness of the information, or with respect
to the terms of any future offer of securities conforming to the terms hereof.
Any such offer of securities would be made pursuant to a definitive Prospectus
or Private Placement Memorandum, as the case may be, prepared by the issuer
which could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus or Private Placement Memorandum. Such Prospectus or Private
Placement Memorandum will contain all material information in respect of any
securities offered thereby and any decision to invest in such securities should
be made solely in reliance upon such Prospectus or Private Placement Memorandum.
Certain assumptions may have been made in this analysis which have resulted in
any returns detailed herein. No representation is made that any returns
indicated will be achieved. Changes to the assumptions may have a material
impact on any returns detailed. Morgan Stanley & Co. Incorporated, Goldman,
Sachs & Co. and Salomon Smith Barney (the "Underwriters") disclaim any and all
liability relating to this information, including without limitation any express
or implied representations and warranties for, statements contained in, and
omissions from, this information. Additional information is available upon
request. The Underwriters and others associated with them may have positions in,
and may effect transactions in, securities and instruments of issuers mentioned
herein and may also perform or seek to perform investment banking services for
the issuers of such securities and instruments. Past performance is not
necessarily indicative of future results. Price and availability are subject to
change without notice. This material may be filed with the Securities and
Exchange Commission (the "SEC") and incorporated by reference into an effective
registration statement previously filed with the SEC under Rule 415 of the
Securities Act of 1933, including in cases where the material does not pertain
to securities that are ultimately offered for sale pursuant to such registration
statement. To Morgan Stanley's readers worldwide: In addition, please note that
this publication has been issued by Morgan Stanley & Co. Incorporated, approved
by Morgan Stanley International Limited, a member of The Securities and Futures
Authority, and by Morgan Stanley Japan Ltd. Morgan Stanley recommends that such
readers obtain the advice of their Morgan Stanley & Co. Incorporated, Morgan
Stanley International or Morgan Stanley Japan Ltd. representative about the
investments concerned.
NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY
--------------------------------------------------------------------------------
T-40
--------------------------------------------------------------------------------
DISCLAIMER
Prospective investors are advised to read carefully, and should rely solely on,
the Prospectus Supplement dated October 9, 2001 and accompanying Prospectus
dated October 9, 2001 (together, the "Prospectus") relating to the Certificates
referred to below in making their investment decision.
This diskette accompanies and is a part of the Prospectus Supplement relating to
the Commercial Mortgage Pass - Through Certificates Series MSDWCI 2001-IQ (the
"Certificates"). The information set forth on this diskette is an electronic
copy of the information set forth in Appendix II "Certain Characteristics of the
Mortgage Loans" in the Prospectus. This diskette should be reviewed only in
conjunction with the entire Prospectus. This diskette does not contain all
relevant information relating to the Certificates. Such information is described
elsewhere in the Prospectus.
Methodologies used in deriving certain information contained on this diskette
are more fully described elsewhere in the Prospectus.
The information on this diskette should not be viewed as projections, forecasts,
predictions or opinions with respect to value.
Prior to making any investment decision, a prospective investor must receive and
should carefully review the Prospectus. NOTHING IN THIS DISKETTE SHOULD BE
CONSIDERED AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY
CERTIFICATES.
--------------------------------------------------------------------------------
APPENDIX II
CERTAIN CHARACTERISTICS OF THE MORTGAGE LOANS
------------------------------------------------------------------------------------------------------------------------
LOAN
NO. SELLER (1) PORTFOLIO NAME PROPERTY NAME (2)
------------------------------------------------------------------------------------------------------------------------
1 Lincoln Town Center Plaza
2 AEGON Rainbow Promenade Shopping Center (A)
3 AEGON San Dimas Marketplace (A)
4 Lincoln Turtle Creek Mall
5 Lincoln Marina Village
6 TIAA 1410, 1420 & 1430 State H'way Route 206 (B)
7 TIAA Metro Office Center III (B)
8 MONY Huntington Quadrangle I
9 TIAA Covina Town Square
10 Nationwide Colinas Industrial Portfolio Las Colinas Distribution Center (I)
11 Nationwide Colinas Industrial Portfolio Crossroads I & II (I)
12 Nationwide Colinas Industrial Portfolio North Great Southwest Distribution Center (I)
13 TIAA Pacifica Court
14 Lincoln Airport Corporate Center
15 Lincoln Courtland Park Apartments
16 Allmerica Union Bank Building
17 AEGON Village Park of Palatine
18 Lincoln Sutter Square
19 Lincoln Gateway Portfolio Gateway Square and 60 Main Street (II)
20 Lincoln Gateway Portfolio The Park Plaza (II)
21 MONY Arthur Andersen Bldg.
22 Lincoln Union Square Shopping Center
23 Nationwide Sugarloaf Crossings Shopping Center
24 MONY Commerce Center
25 Nationwide Perimeter Center
26 TIAA Vista Balboa Shopping Center
27 Nationwide Timberlin Village
28 Nationwide Horizon Center
29 Nationwide Douglas Centre
30 Allmerica Roslyn Portfolio Roslyn Office Park I (III)
31 Allmerica Roslyn Portfolio Roslyn Office Park II (III)
32 Allmerica Roslyn Portfolio Dobbs Office Building (III)
33 Allmerica Roslyn Portfolio Dimmock Centre (III)
34 Allmerica Roslyn Portfolio Southlake Center I (III)
35 Allmerica Roslyn Portfolio Southgate Commons (III)
36 Allmerica Roslyn Portfolio South Roslyn Com. Center II (III)
37 Allmerica Roslyn Portfolio South Roslyn Com. Center I (III)
38 Allmerica Roslyn Portfolio Roslyn Office Park IV (III)
39 Allmerica Two Town Center (C)
40 Allmerica Three Town Center (C)
41 Allmerica Trico Portfolio Trico Saturn I (IV)
42 Allmerica Trico Portfolio Trico Saturn II (IV)
43 Allmerica Trico Portfolio Trico Lambert Center (IV)
44 Allmerica Trico Portfolio Trico Collins (IV)
45 Allmerica Trico Portfolio Trico Eckhoff (IV)
46 Nationwide Madison Square Shopping Center
47 MONY Skechers USA
48 Allmerica The Willows of Wheaton Apartments
49 Nationwide Newmark V, VI, VII
50 AEGON Southcreek Portfolio Southcreek Park - Building I (V)
51 AEGON Southcreek Portfolio Southcreek Park - Building II (V)
52 AEGON Southcreek Portfolio Meyers Building (V)
53 Allmerica Shaw's Plaza
54 MONY Uintah Gardens S.C.
55 Allmerica Peachtree Palisades West Office Building
56 Nationwide Slater Nichols Industrial Park
57 Allmerica Zinfandel Plaza
58 Allmerica Wubben Portfolio Wubben Industrial Park, Bld. A, Lot 1
59 Allmerica Wubben Portfolio Wubben Industrial Park, Bld. F, Lot 2
60 Allmerica Wubben Portfolio Wubben Industrial Park, Bld. E, Lots 3 & 4
61 Allmerica Wubben Portfolio Wubben Industrial Park, Bld. A, Lot 1
62 Allmerica Wubben Portfolio Wubben Industrial Park, Bld. F, Lot 2
63 Allmerica Wubben Portfolio Wubben Industrial Park, Bld. E, Lots 3 & 4
64 Nationwide Tree Trail Shopping Center
65 Allmerica Ivystone Apartments - Phase II & III
66 Lincoln Northpark Portfolio Northpark Business Park (VI)
67 Lincoln Northpark Portfolio Northpark Service Center (VI)
68 Lincoln Northpark Portfolio Park Place (VI)
69 Nationwide Sorrento Square
70 Allmerica Providence Office Building
71 MONY Haggerty Corporate Ctr
72 Lincoln Bell Ranch Business Park
73 Nationwide Town Center Shopping Center
74 Allmerica Drum Hill Technology Center - Building 8
75 Nationwide Biltmore Plaza Shopping Center
76 Nationwide 51-53 Hook Road
77 Allmerica 53 Cardinal Drive
78 Allmerica Interwest Corporate Center
79 Allmerica Rockridge Market Hall
80 Allmerica Weatherstone North Townhouses
81 Allmerica Federal Express Building
82 Nationwide Newmark Buildings VIII and IX
83 Allmerica Geary Avenue Warehouse Building
84 Nationwide Indian Creek Shopping Center
85 Allmerica Arizona Place
86 Allmerica 1900 North Beauregard Office Building
87 Nationwide Kaufman Container Warehouse
88 Nationwide Parkway Pointe Shopping Center
89 Allmerica PBM Graphics Building
90 Allmerica 3640 Northgate Boulevard
91 Allmerica Phillips Building
92 Allmerica 435-437 Creamery Way
93 Nationwide Northside Plaza Shopping Center
94 Allmerica Acton Woods Plaza
95 Allmerica The Marietta Apartments
96 Nationwide Walter Reed Plaza
97 Allmerica The Palm Regency Apartments
98 Allmerica 425 Fortune Boulevard
99 MONY Cerritos Industrial
100 MONY Fullerton Industrial
101 Allmerica DiPaolo Center
102 Allmerica Grassmere Business Park
103 Allmerica Sherwood Business Center
104 AEGON 112 Madison Avenue
105 Allmerica 1025 16th Avenue South
106 Allmerica Post Oak Hills Apartments
107 Allmerica 1825 South Acacia Avenue
108 Allmerica La Palma Business Park
109 Allmerica Weatherstone South Townhouses
110 Allmerica 11260 Wiehle Avenue
111 Allmerica Crystal Lite Manufacturing Building
112 Allmerica Portwall Distribution Facility
113 Allmerica 223 Lasky Drive, 9904-12 and 9920-22 Robbins Drive
114 Allmerica 2263 Fox Hills Drive
Total/Weighted Average
-----------------------------------------------------------------------------------------------------------------------------
AGGREGATE CUT-OFF CUT-OFF
LOAN CUT-OFF DATE BALANCE/ MORTGAGE IMPLIED DATE
NO. DATE BALANCE (3) SQUARE FOOT (4) RATE DSCR (4) DSCR (4) (8) LTV (4) CONSTANT
-----------------------------------------------------------------------------------------------------------------------------
1 $54,478,890 $140.06 7.310% 1.44 1.42 61.2% 8.884%
2 $19,302,273 $84.56 7.210% 1.46 1.46 64.1% 8.955%
3 $14,476,705 $93.99 7.210% 1.46 1.46 64.1% 8.955%
4 $32,411,035 $128.09 7.400% 1.63 1.65 54.8% 9.151%
5 $32,035,885 $89.35 7.020% 1.64 1.71 52.6% 9.372%
6 $15,355,394 $174.63 8.070% 1.28 1.27 74.4% 8.914%
7 $6,366,084 $143.34 8.070% 1.28 1.27 74.4% 8.914%
8 $20,973,534 $57.64 8.000% 2.02 2.18 57.0% 9.715%
9 $19,864,542 $72.33 7.970% 1.38 1.38 70.2% 8.997%
10 $4,122,810 $18.48 8.230% 1.56 1.57 59.5% 9.083%
11 $4,856,530 $18.48 8.230% 1.56 1.57 59.5% 9.083%
12 $7,861,291 $18.48 8.230% 1.56 1.57 59.5% 9.083%
13 $16,387,039 $152.87 8.050% 1.41 1.40 64.3% 8.908%
14 $15,988,182 $60.60 7.440% 1.86 1.88 46.5% 9.103%
15 $14,887,404 $56,391.68 7.440% 1.53 1.74 55.8% 10.259%
16 $14,645,073 $164.17 8.250% 1.65 1.86 50.0% 10.175%
17 $13,602,215 $30,362.09 6.680% 2.23 1.97 49.9% 7.953%
18 $13,081,240 $74.88 7.440% 1.47 1.48 59.5% 9.103%
19 $7,302,425 $86.64 7.700% 1.29 1.46 61.2% 10.218%
20 $4,899,677 $86.64 7.700% 1.29 1.46 61.2% 10.218%
21 $12,190,381 $119.60 7.770% 1.28 1.26 70.5% 8.852%
22 $11,106,260 $41.46 7.690% 1.30 1.64 58.5% 11.426%
23 $11,069,652 $85.91 7.360% 1.38 1.32 72.2% 8.598%
24 $10,887,306 $63.58 7.080% 1.79 1.80 62.9% 9.023%
25 $10,176,235 $73.95 8.375% 1.21 1.38 70.6% 10.336%
26 $9,728,371 $86.54 8.070% 1.43 1.44 72.8% 9.085%
27 $9,457,929 $76.31 7.150% 1.13 1.59 62.3% 12.662%
28 $9,446,806 $89.93 7.690% 1.28 1.29 71.0% 9.067%
29 $8,958,220 $47.29 7.510% 2.42 3.04 30.9% 11.340%
30 $599,622 $56.51 7.170% 1.17 1.71 56.3% 13.301%
31 $581,723 $56.51 7.170% 1.17 1.71 56.3% 13.301%
32 $1,297,690 $56.51 7.170% 1.17 1.71 56.3% 13.301%
33 $1,306,640 $56.51 7.170% 1.17 1.71 56.3% 13.301%
34 $2,130,002 $56.51 7.170% 1.17 1.71 56.3% 13.301%
35 $599,622 $56.51 7.170% 1.17 1.71 56.3% 13.301%
36 $850,211 $56.51 7.170% 1.17 1.71 56.3% 13.301%
37 $796,513 $56.51 7.170% 1.17 1.71 56.3% 13.301%
38 $787,564 $56.51 7.170% 1.17 1.71 56.3% 13.301%
39 $3,582,615 $97.79 7.000% 1.70 1.70 58.1% 8.245%
40 $5,074,910 $72.09 7.810% 1.70 1.70 58.1% 9.515%
41 $2,257,683 $36.84 7.550% 1.27 1.85 50.1% 13.157%
42 $2,020,032 $36.84 7.550% 1.27 1.85 50.1% 13.157%
43 $2,673,572 $36.84 7.550% 1.27 1.85 50.1% 13.157%
44 $698,099 $36.84 7.550% 1.27 1.85 50.1% 13.157%
45 $831,778 $36.84 7.550% 1.27 1.85 50.1% 13.157%
46 $8,382,806 $42.77 8.200% 1.28 1.35 69.3% 9.553%
47 $7,799,894 $29.58 7.890% 1.39 1.37 70.9% 8.862%
48 $7,726,278 $53,654.71 8.300% 1.27 1.39 69.4% 9.866%
49 $7,692,837 $46.53 7.625% 1.13 1.72 57.5% 13.810%
50 $2,999,355 $43.86 7.550% 1.25 1.83 48.0% 13.218%
51 $2,861,407 $43.86 7.550% 1.25 1.83 48.0% 13.218%
52 $1,441,171 $43.86 7.550% 1.25 1.83 48.0% 13.218%
53 $7,080,112 $107.83 7.500% 1.18 1.48 67.4% 11.333%
54 $6,973,472 $32.92 7.700% 1.40 1.37 53.6% 8.801%
55 $6,718,724 $49.22 7.650% 1.47 1.75 54.5% 10.769%
56 $6,454,843 $40.04 7.500% 1.49 1.47 69.7% 8.930%
57 $6,404,612 $64.50 7.750% 1.54 1.59 55.2% 9.340%
58 $1,129,560 $24.01 7.500% 1.25 1.47 64.8% 10.582%
59 $814,259 $24.01 7.500% 1.25 1.47 64.8% 10.582%
60 $1,527,751 $24.01 7.500% 1.25 1.47 64.8% 10.582%
61 $937,272 $19.92 8.450% 1.25 1.47 64.8% 10.626%
62 $675,645 $19.92 8.450% 1.25 1.47 64.8% 10.626%
63 $1,267,677 $19.92 8.450% 1.25 1.47 64.8% 10.626%
64 $6,205,887 $62.54 7.050% 1.51 1.52 62.2% 9.061%
65 $6,136,983 $25,570.76 8.250% 1.56 1.76 59.8% 10.175%
66 $4,587,098 $39.20 7.800% 1.52 1.65 49.5% 9.789%
67 $1,295,818 $39.20 7.800% 1.52 1.65 49.5% 9.789%
68 $162,127 $39.20 7.800% 1.52 1.65 49.5% 9.789%
69 $5,951,675 $68.19 7.720% 1.84 1.92 54.6% 9.381%
70 $5,797,554 $106.19 7.000% 1.52 1.39 64.0% 8.262%
71 $5,718,928 $128.45 8.030% 1.37 1.56 70.0% 10.286%
72 $5,507,963 $32.04 7.170% 1.91 1.89 47.4% 8.912%
73 $5,070,484 $64.62 7.500% 1.17 1.43 68.0% 11.058%
74 $5,006,396 $56.25 7.770% 1.40 1.89 54.0% 12.198%
75 $4,983,659 $54.57 8.125% 1.54 2.38 40.4% 13.911%
76 $4,824,967 $16.24 8.220% 1.54 1.72 53.8% 10.073%
77 $4,748,100 $98.70 7.060% 1.22 1.21 74.3% 8.980%
78 $4,519,668 $114.59 8.300% 1.16 1.48 65.0% 11.580%
79 $4,482,906 $118.39 8.250% 1.83 2.92 35.8% 14.413%
80 $4,470,496 $63,864.23 8.200% 1.56 1.77 58.1% 10.221%
81 $4,433,353 $52.78 7.980% 1.17 1.61 61.9% 12.383%
82 $4,371,034 $44.91 8.000% 1.30 1.81 54.5% 12.631%
83 $4,243,643 $28.35 7.750% 1.24 1.32 68.4% 9.611%
84 $4,204,567 $25.87 7.000% 1.05 1.79 52.2% 15.532%
85 $4,094,203 $141.06 7.350% 1.92 2.24 43.6% 10.505%
86 $3,949,220 $75.93 7.130% 1.64 1.64 65.3% 9.017%
87 $3,933,123 $17.67 7.750% 1.24 2.00 50.1% 14.646%
88 $3,703,635 $47.29 6.900% 1.20 1.65 58.2% 12.445%
89 $3,670,895 $28.35 7.000% 1.07 1.47 65.8% 12.341%
90 $3,615,769 $51.87 7.900% 1.66 1.73 52.4% 9.396%
91 $3,584,808 $73.14 7.970% 1.77 1.92 56.3% 9.793%
92 $3,515,566 $55.43 8.300% 1.37 1.78 57.1% 11.677%
93 $3,337,429 $44.90 7.700% 1.21 1.56 63.1% 11.616%
94 $3,104,265 $72.74 8.500% 1.65 2.36 40.7% 12.918%
95 $3,079,885 $128,328.55 7.000% 1.50 1.49 51.5% 8.950%
96 $3,035,234 $70.92 7.500% 1.18 1.26 77.5% 9.633%
97 $2,937,731 $122,405.44 7.000% 1.24 1.23 60.0% 8.950%
98 $2,899,407 $26.82 7.700% 1.60 1.92 53.4% 10.832%
99 $2,866,981 $27.13 7.250% 1.65 1.65 60.4% 8.986%
100 $2,751,161 $24.66 7.250% 2.05 2.04 62.5% 8.985%
101 $2,721,608 $29.21 7.400% 1.30 1.88 47.2% 13.060%
102 $2,707,645 $71.20 7.120% 1.30 1.31 67.4% 9.024%
103 $2,648,296 $30.33 7.920% 1.24 1.33 67.9% 9.725%
104 $2,460,264 $27.34 7.750% 3.50 4.50 17.0% 11.612%
105 $2,446,752 $65.49 7.510% 1.34 1.40 60.4% 9.432%
106 $2,390,118 $31,040.49 8.400% 1.56 1.81 54.2% 10.423%
107 $2,343,495 $22.74 7.000% 1.62 1.61 55.8% 8.921%
108 $2,253,404 $28.94 7.000% 1.43 2.00 48.4% 12.684%
109 $2,166,117 $54,152.91 8.200% 1.62 1.84 55.4% 10.221%
110 $2,089,902 $30.87 8.250% 2.81 3.65 27.6% 11.742%
111 $1,983,419 $19.58 7.750% 1.85 1.97 48.4% 9.597%
112 $1,776,105 $12.28 8.250% 1.17 1.49 59.0% 11.514%
113 $1,762,639 $135,587.58 7.000% 1.27 1.26 60.2% 8.950%
114 $1,592,061 $106,137.37 7.000% 1.24 1.23 61.3% 8.950%
Total/Weighted Average 7.604% 1.50 1.64 59.3%
--------------------------------------------------------------------------------------
ORIGINAL
TERM TO REMAINING
LOAN NOTE FIRST PAYMENT MATURITY MATURITY TERM TO
NO. DATE DATE (P&I) DATE (5) (MOS) MATURITY (MOS)
--------------------------------------------------------------------------------------
1 03/30/99 08/07/00 07/07/09 123 93
2 06/29/99 08/01/99 07/01/06 84 57
3 06/29/99 08/01/99 07/01/06 84 57
4 02/14/96 04/01/96 03/01/06 120 53
5 06/16/99 08/05/99 07/05/09 120 93
6 Undated 02/10/01 01/10/11 120 111
7 Undated 02/10/01 01/10/11 120 111
8 06/02/98 08/01/98 07/01/08 120 81
9 12/29/00 02/10/01 01/10/11 120 111
10 08/02/95 09/10/00 08/10/05 120 46
11 08/02/95 09/10/00 08/10/05 120 46
12 08/02/95 09/10/00 08/10/05 120 46
13 11/10/00 01/10/01 12/10/10 120 110
14 08/25/99 10/10/99 09/10/09 120 95
15 02/28/96 04/05/96 03/05/06 120 53
16 12/18/96 02/01/97 01/01/07 120 63
17 03/30/99 05/01/99 04/01/04 60 30
18 08/25/99 10/10/99 09/10/09 120 95
19 12/01/97 02/01/98 01/01/08 120 75
20 12/01/97 02/01/98 01/01/08 120 75
21 10/08/99 12/01/99 11/01/09 120 97
22 04/19/96 06/10/96 05/10/16 240 175
23 02/23/98 04/15/98 03/15/08 120 77
24 06/22/98 08/01/98 08/01/08 121 82
25 08/22/96 10/10/96 09/10/06 120 59
26 12/29/00 02/10/01 01/10/11 120 111
27 05/07/98 07/05/98 06/05/13 180 140
28 04/10/01 06/01/01 05/01/11 120 115
29 03/25/96 05/01/96 04/01/16 240 174
30 07/30/98 09/01/98 08/01/12 168 130
31 07/30/98 09/01/98 08/01/12 168 130
32 07/30/98 09/01/98 08/01/12 168 130
33 07/30/98 09/01/98 08/01/12 168 130
34 07/30/98 09/01/98 08/01/12 168 130
35 07/30/98 09/01/98 08/01/12 168 130
36 07/30/98 09/01/98 08/01/12 168 130
37 07/30/98 09/01/98 08/01/12 168 130
38 07/30/98 09/01/98 08/01/12 168 130
39 10/30/98 12/01/98 11/01/08 120 85
40 10/30/98 12/01/98 11/01/08 120 85
41 01/09/98 03/01/98 02/01/13 180 136
42 01/09/98 03/01/98 02/01/13 180 136
43 01/09/98 03/01/98 02/01/13 180 136
44 01/09/98 03/01/98 02/01/13 180 136
45 01/09/98 03/01/98 02/01/13 180 136
46 08/23/00 10/01/00 09/01/10 120 107
47 12/21/00 02/01/01 01/01/11 120 111
48 12/18/96 02/01/97 12/31/06 120 63
49 04/29/96 06/01/96 05/01/12 192 127
50 12/30/97 02/01/98 01/01/13 180 135
51 12/30/97 02/01/98 01/01/13 180 135
52 12/30/97 02/01/98 01/01/13 180 135
53 04/02/96 05/01/96 04/01/16 240 174
54 09/15/99 11/01/99 10/01/09 120 96
55 12/23/97 02/01/98 12/22/07 120 75
56 05/16/91 07/05/91 04/05/11 120 114
57 08/01/99 10/01/99 09/01/09 120 95
58 03/31/98 05/01/98 04/01/08 120 78
59 03/31/98 05/01/98 04/01/08 120 78
60 03/31/98 05/01/98 04/01/08 120 78
61 07/20/00 09/01/00 08/01/10 120 106
62 07/20/00 09/01/00 08/01/10 120 106
63 07/20/00 09/01/00 08/01/10 120 106
64 03/12/98 04/15/98 03/15/08 120 77
65 12/11/96 02/01/97 12/01/06 119 62
66 03/24/97 05/15/97 04/15/07 120 66
67 03/24/97 05/15/97 04/15/07 120 66
68 03/24/97 05/15/97 04/15/07 120 66
69 07/02/91 09/10/91 04/10/11 120 114
70 08/13/98 10/01/98 08/01/18 239 202
71 01/09/01 03/01/01 02/01/11 120 112
72 07/27/99 09/10/99 08/10/09 120 94
73 12/04/96 01/10/97 12/10/16 240 182
74 10/29/99 12/01/99 11/01/14 180 157
75 07/16/97 09/05/97 08/05/12 180 130
76 05/23/97 07/01/97 06/01/07 120 68
77 08/13/98 10/01/98 09/01/08 120 83
78 12/19/96 02/01/97 01/01/07 120 63
79 07/23/90 09/01/90 02/01/12 60 124
80 07/18/96 09/01/96 05/01/06 117 55
81 04/18/97 11/01/97 09/01/14 203 155
82 04/19/96 06/01/96 05/01/06 120 55
83 12/09/97 02/01/98 01/01/08 120 75
84 04/22/99 06/01/99 05/01/10 132 103
85 02/03/98 04/01/98 03/01/18 240 197
86 09/03/98 11/01/98 10/01/08 120 84
87 07/03/96 08/10/96 07/10/11 180 117
88 06/09/98 08/01/98 07/01/13 180 141
89 09/09/98 11/01/98 10/01/13 180 144
90 01/01/00 03/01/00 01/01/10 119 99
91 11/07/97 01/01/98 11/01/07 119 73
92 09/20/96 11/01/96 09/19/06 120 60
93 11/28/95 01/10/96 12/10/15 240 170
94 05/30/97 07/01/97 06/01/07 120 68
95 07/24/98 09/01/98 08/01/08 120 82
96 11/06/98 01/01/99 12/01/08 120 86
97 07/24/98 09/01/98 08/01/08 120 82
98 11/25/97 01/01/98 11/01/07 119 73
99 06/30/99 08/01/99 07/01/09 120 93
100 06/30/99 08/01/99 07/01/09 120 93
101 01/07/98 03/01/98 01/31/13 180 136
102 08/11/98 10/01/98 09/01/13 180 143
103 01/30/98 03/01/98 02/01/13 180 136
104 01/26/96 02/01/96 11/01/05 118 49
105 12/08/97 02/01/98 12/01/07 119 74
106 04/24/96 06/01/96 04/01/06 119 54
107 09/17/98 11/01/98 10/01/08 120 84
108 03/31/98 05/01/98 04/01/13 180 138
109 07/18/96 09/01/96 05/01/06 117 55
110 06/26/96 08/01/96 06/26/06 120 57
111 01/16/98 03/01/98 02/01/08 120 76
112 01/10/97 03/01/97 01/01/07 119 63
113 07/24/98 09/01/98 08/01/08 120 82
114 07/24/98 09/01/98 08/01/08 120 82
Total/Weighted Average 131 94
---------------------------------------------------------------------------
ORIGINAL
AMORT. BALLOON
LOAN TERM LOAN BALLOON SECURITY
NO. (MOS) (6) BALANCE LTV (4) TYPE (7)
---------------------------------------------------------------------------
1 300 $45,576,654 51.2% Fee
2 300 $17,400,768 57.8% Fee
3 300 $13,050,576 57.8% Fee
4 336 $29,457,266 49.8% Fee
5 264 $24,304,731 39.9% Fee
6 360 $13,820,103 67.0% Fee
7 360 $5,729,586 67.0% Fee
8 300 $17,767,848 48.3% Fee
9 336 $17,386,496 61.4% Both Fee/Lease
10 360 $3,964,852 57.2% Fee
11 360 $4,670,461 57.2% Fee
12 360 $7,560,100 57.2% Fee
13 360 $14,489,443 56.8% Fee
14 300 $13,132,256 38.2% Fee
15 276 $12,701,030 47.6% Fee
16 300 $12,800,301 43.7% Fee
17 360 $13,132,348 48.2% Fee
18 300 $10,744,574 48.8% Fee
19 264 $5,832,502 48.9% Fee
20 264 $3,913,409 48.9% Fee
21 360 $10,861,968 62.8% Fee
22 240 $0 0.0% Fee
23 360 $9,950,401 64.9% Fee
24 300 $9,034,589 52.2% Fee
25 300 $8,967,460 62.2% Fee
26 336 $8,377,154 62.7% Fee
27 180 $0 0.0% Fee
28 300 $7,611,348 57.2% Fee
29 240 $0 0.0% Fee
30 168 $0 0.0% Fee
31 168 $0 0.0% Fee
32 168 $0 0.0% Fee
33 168 $0 0.0% Fee
34 168 $0 0.0% Fee
35 168 $0 0.0% Fee
36 168 $0 0.0% Fee
37 168 $0 0.0% Fee
38 168 $0 0.0% Fee
39 360 $3,175,059 49.9% Fee
40 300 $4,259,633 49.9% Fee
41 180 $0 0.0% Fee
42 180 $0 0.0% Fee
43 180 $0 0.0% Fee
44 180 $0 0.0% Fee
45 180 $0 0.0% Fee
46 300 $6,899,520 57.0% Fee
47 360 $6,888,849 62.6% Fee
48 324 $6,933,379 62.3% Fee
49 192 $0 0.0% Fee
50 180 $0 0.0% Fee
51 180 $0 0.0% Fee
52 180 $0 0.0% Fee
53 240 $0 0.0% Fee
54 360 $6,210,296 47.8% Fee
55 240 $5,046,147 40.9% Fee
56 300 $5,181,638 56.0% Fee
57 300 $5,296,184 45.6% Fee
58 240 $839,123 47.4% Fee
59 240 $604,893 47.4% Fee
60 240 $1,134,929 47.4% Fee
61 240 $670,837 47.4% Fee
62 240 $483,582 47.4% Fee
63 240 $907,319 47.4% Fee
64 300 $5,197,073 52.1% Fee
65 300 $5,378,993 52.5% Fee
66 300 $3,963,107 42.8% Fee
67 300 $1,119,545 42.8% Fee
68 300 $140,072 42.8% Fee
69 299 $4,572,488 42.0% Fee
70 360 $3,457,753 38.2% Fee
71 240 $4,017,468 49.1% Fee
72 300 $4,503,357 38.7% Fee
73 240 $0 0.0% Fee
74 180 $0 0.0% Fee
75 180 $0 0.0% Fee
76 300 $4,182,378 46.7% Fee
77 300 $3,938,275 61.6% Fee
78 240 $3,548,327 51.1% Fee
79 360 $0 0.0% Fee
80 300 $3,969,863 51.6% Fee
81 204 $45,449 0.6% Fee
82 216 $3,254,672 40.6% Fee
83 300 $3,611,035 58.2% Fee
84 132 $0 0.0% Fee
85 240 $0 0.0% Fee
86 300 $3,275,136 54.1% Fee
87 180 $0 0.0% Fee
88 180 $0 0.0% Fee
89 180 $0 0.0% Fee
90 300 $2,989,250 43.3% Fee
91 300 $3,075,491 48.3% Fee
92 240 $2,783,001 45.2% Fee
93 240 $0 0.0% Fee
94 204 $2,110,222 27.6% Fee
95 300 $2,555,577 42.7% Fee
96 276 $2,423,430 61.9% Fee
97 300 $2,437,634 49.8% Fee
98 240 $2,197,633 40.5% Leasehold
99 300 $2,351,541 49.5% Fee
100 300 $2,256,636 51.3% Fee
101 180 $0 0.0% Fee
102 300 $1,744,391 43.4% Fee
103 300 $1,775,163 45.5% Fee
104 240 $2,005,563 13.8% Fee
105 300 $2,079,425 51.4% Fee
106 300 $2,126,752 48.2% Fee
107 300 $1,938,313 46.1% Fee
108 180 $0 0.0% Fee
109 300 $1,923,541 49.2% Fee
110 240 $1,667,275 22.0% Fee
111 300 $1,685,150 41.1% Fee
112 240 $1,396,835 46.4% Fee
113 300 $1,462,582 49.9% Fee
114 300 $1,321,041 50.8% Fee
Total/Weighted Average 42.6%
--------------------------------------------------------------------------------------------------------------------------------
LOAN ZIP PROPERTY
NO. ADDRESS CITY STATE CODE TYPE
--------------------------------------------------------------------------------------------------------------------------------
1 5000 West 119th Street Leawood KS 66209 Retail
2 2001-2321 North Rainbow Boulevard Las Vegas NV 89108 Retail
3 802-870 West Arrow Highway San Dimas CA 91773 Retail
4 1000 Turtle Creek Drive Hattiesburg MS 39402 Retail
5 801-955, 950,1001,1040 & 1050 Marina Village Parkway Alameda CA 94501 Mixed Use
6 1410, 1420 & 1430 State H'way Route 206 Bedminster NJ 07059 Office
7 821 Alexander Road West Windsor NJ 08540 Office
8 1 Huntington Quadrangle Huntington NY 11747 Office
9 1406-1472 North Azusa Avenue Covina CA 91722 Retail
10 2700 and 2800 Story Road Irving TX 75038 Industrial
11 10401 Miller Road & 11025 Switzer Ave. Dallas TX 75238 Industrial
12 2951 Great SW Pkwy, 1125-1175 Isuzu Pkwy Grand Prairie TX 75050 Industrial
13 114 Pacifica Irvine CA 92618 Office
14 7677 Oakport Street Oakland CA 94621 Office
15 2500 N. Clarendon Boulevard Arlington VA 22201 Multifamily
16 9460 Wilshire Boulevard Beverly Hills CA 90212 Office
17 860 Panorama Drive Palatine IL 60067 Multifamily
18 1800 Sutter Street Concord CA 94520 Office
19 30 and 60 Main Street Burlington VT 05401 Office
20 126 College Street & 95 St. Paul Street Burlington VT 05401 Office
21 501 N. 44th Street Phoenix AZ 85008 Office
22 Southwest Corner of Routes 224 & 60 New Castle PA 16101 Retail
23 4850 Sugarloaf Parkway Lawrenceville GA 30044 Retail
24 100 & 200 N. Center Drive North Brunswick NJ 08902 Industrial
25 6644-6812 Perimeter Loop Road Dublin OH 43017 Retail
26 7677-7731 Balboa Avenue San Diego CA 92111 Retail
27 8801 Southside Boulevard Jacksonville FL 32256 Retail
28 9020 Overlook Boulevard Brentwood TN 37027 Office
29 2600 Douglas Road Coral Gables FL 33134 Office
30 320-A Charles H. Dimmock Parkway Colonial Heights VA 23834 Office
31 320-B Charles H. Dimmock Parkway Colonial Heights VA 23834 Office
32 400 Southpark Blvd. Colonial Heights VA 23834 Office
33 241 Charles H. Dimmock Parkway Colonial Heights VA 23834 Retail
34 930 South Avenue Colonial Heights VA 23834 Industrial
35 648 Southpark Blvd. Colonial Heights VA 23834 Retail
36 601-645 Southpark Blvd. Colonial Heights VA 23834 Retail
37 551-595 Southpark Blvd. Colonial Heights VA 23834 Retail
38 280 Charles H. Dimmock Parkway Colonial Heights VA 23834 Office
39 10135 SE Sunnyside Road Clackamas OR 97015 Office
40 10121 SE Sunnyside Road Clackamas OR 97015 Office
41 2801-2881 Saturn Street Brea CA 92821 Industrial
42 2903-2923 Saturn Street Brea CA 92821 Industrial
43 544, 555 & 565 West Lambert Street Brea CA 92821 Industrial
44 1925-1947 Collins Avenue Orange CA 92867 Industrial
45 955-969 Eckhoff Street Orange CA 92867 Industrial
46 111 Madison Street Rochester PA 15074 Retail
47 1670 S. Champagne Avenue Ontario CA 91761 Industrial
48 2019 North Main Street Wheaton IL 60187 Multifamily
49 3131, 3040 & 2500 Newmark Drive Miamisburg OH 45342 Office
50 2365 Harrodsburg Road Lexington KY 40504 Office
51 2365 Harrodsburg Road Lexington KY 40504 Office
52 175 East Main Street Lexington KY 40507 Office
53 1055 West Main Street New Britain CT 06053 Retail
54 1732-1890 West Uintah Street Colorado Springs CO 80904 Retail
55 1800 Peachtree Street Atlanta GA 30309 Office
56 NW Corner of Slater & Nichols Huntington Beach CA 92647 Industrial
57 11050 Olson Drive Ranch Cordova CA 95670 Office
58 11304 NE 66th Street Vancouver WA 98662 Industrial
59 6600 NE 112th Court Vancouver WA 98662 Industrial
60 6601 NE 112th Court Vancouver WA 98662 Industrial
61 11304 NE 66th Street Vancouver WA 98662 Industrial
62 6600 NE 112th Court Vancouver WA 98662 Industrial
63 6601 NE 112th Court Vancouver WA 98662 Industrial
64 1250 Tech Drive Norcross GA 30093 Retail
65 1100-05 Ivy Bridge;1209-49 Ivystone Way;1300-56 Ivy TrailChesapeake VA 23320 Multifamily
66 109 Northpark Boulevard Covington LA 70433 Office
67 114 Northpark Boulevard Covington LA 70433 Industrial
68 106 Park Place Covington LA 70433 Office
69 11558-11588 Sorrento Valley Road San Diego CA 92121 Industrial
70 200 Providence Road Charlotte NC 28235 Office
71 27870 Cabot Drive Novi MI 48377 Office
72 9810-9970 Bell Ranch Drive Santa Fe Springs CA 90670 Industrial
73 Beach Boulevard and St. Johns Bluff Road Jacksonville FL 32246 Retail
74 55 Technology Drive Lowell MA 01851 Office
75 3104-3172 E. Camelback Road Phoenix AZ 85016 Retail
76 51-53 Hook Road Bayonne NJ 07002 Industrial
77 53 Cardinal Drive Westfield NJ 07090 Office
78 4648 S.W. Macadam Avenue Portland OR 97201 Office
79 5625-5655 College Avenue Oakland CA 94618 Mixed Use
80 29900 Franklin Road Southfield MI 48034 Multifamily
81 34800 Goddard Road Romulus MI 48174 Industrial
82 8891-8899 and 8755-8795 Gander Creek Drive Miamisburg OH 45342 Office
83 10035 Geary Avenue Santa Fe Springs CA 90670 Industrial
84 Southwest Corner 103rd Street & Metcalf Avenue Overland Park KS 66212 Retail
85 1250 6th Street Santa Monica CA 90401 Office
86 1900 North Beauregard Street Alexandria VA 22311 Office
87 9450 Allen Drive Valley View OH 44125 Industrial
88 Cary Parkway at Old Apex Road Cary NC 27513 Retail
89 415 Westcliff Road Greensboro NC 27235 Industrial
90 3640 Northgate Boulevard Sacramento CA 95834 Office
91 4915 St. Elmo Avenue Bethesda MD 20814 Mixed Use
92 435-437 Creamery Way Exton PA 19341 Industrial
93 N.E. Corner of York Street and Rutland Drive Aiken SC 29801 Retail
94 340-344 Great Road (Rte-2A) Acton MA 01720 Retail
95 350 North Palm Drive Beverly Hills CA 90212 Multifamily
96 NWC U.S. Rt.17 at Fiddler's Green Rd. Gloucester VA 23061 Retail
97 333 North Palm Drive Beverly Hills CA 90212 Multifamily
98 425 Fortune Boulevard Milford MA 01757 Industrial
99 16804 & 16808 Gridley Rd Cerritos CA 90703 Industrial
100 1401-1409 E. Orangethorpe Av Fullerton CA 92831 Industrial
101 4300-4350 DiPaolo Center (Dearlove) Glenview IL 60025 Industrial
102 640 Grassmere Park Drive Nashville TN 37211 Office
103 13565 SW Tualatin-Sherwood Road Sherwood OR 97140 Industrial
104 112 Madison Avenue New York NY 10016 Office
105 1025 16th Avenue South Nashville TN 37212 Office
106 807 South Post Oak Lane Houston TX 77056 Multifamily
107 1825 South Acacia Avenue Compton CA 90220 Industrial
108 3911 & 3921 East La Palma Avenue Anaheim CA 92807 Industrial
109 29600 Franklin Road Southfield MI 48034 Multifamily
110 11260 Wiehle Avenue Reston VA 20190 Office
111 18500 SW 108th Avenue Tualatin OR 97062 Industrial
112 530-542 Portwall Houston TX 77029 Industrial
113 223 Lasky Drive, 9904-12 and 9920-22 Robbins Drive Beverly Hills CA 90212 Multifamily
114 2263 Fos Hills Drive Los Angeles CA 90064 Multifamily
Total/Weighted Average
------------------------------------------------------------------------------------------------------------------------------------
NET
LOAN PROPERTY YEAR YEAR OPERATING UNDERWRITABLE
NO. SUB-TYPE UNITS/NSF BUILT RENOVATED INCOME CASH FLOW
------------------------------------------------------------------------------------------------------------------------------------
1 Anchored 388,962 1996 NAP $7,377,510 $6,955,054
2 Anchored 228,279 1996/1997 NAP $2,719,955 $2,529,110
3 Anchored 154,020 1997 NAP $2,023,797 $1,899,775
4 Anchored 253,026 1994-1995 NAP $5,143,550 $4,820,740
5 Mixed Use 358,528 1986-1989 NAP $5,684,683 $4,936,991
6 Suburban 87,932 1960/2000 1999 $1,866,406 $1,762,081
7 Suburban 44,413 2000 NAP $789,056 $716,753
8 Suburban 363,877 1971 1982, 1994-1998 $4,552,219 $4,121,023
9 Anchored 274,645 1988-Present 1998 $2,512,112 $2,470,915
10 Warehouse 260,040 1983 NAV $692,670 $584,692
11 Warehouse 236,230 1982 NAV $815,941 $688,747
12 Warehouse 415,105 1989-1993 NAV $1,320,768 $1,114,879
13 Suburban 107,199 1999 NAP $2,240,932 $2,059,492
14 Suburban 263,833 1983 NAP $3,181,256 $2,704,537
15 High Rise Apartments 264 1987 NAP $2,400,370 $2,334,370
16 Urban 89,206 1959 1991-1992 $2,635,992 $2,456,071
17 Garden Apartments 448 1976/1977 1998 $2,521,060 $2,409,060
18 Suburban 174,689 1987 NAP $2,089,828 $1,750,542
19 Urban 72,958 1929 and 1997 1995 $1,107,607 $962,223
20 Urban 67,876 1984 NAV $786,896 $642,702
21 Suburban 101,923 1999 NAP $1,505,301 $1,382,993
22 Anchored 267,875 1995 NAP $1,804,903 $1,648,786
23 Grocery Anchored 128,852 1997 NAP $1,418,092 $1,313,302
24 Flex Industrial 171,245 1988/1992 NAP $1,967,373 $1,761,718
25 Grocery Anchored 137,610 1996 NAP $1,370,242 $1,269,403
26 Grocery Anchored 112,410 1975/1995 1987/1999/2000 $1,278,915 $1,261,303
27 Anchored 123,936 1998 NAP $1,441,967 $1,356,635
28 Suburban 105,046 2000 NAP $1,229,368 $1,097,974
29 Suburban 189,430 1974 1992 $2,758,127 $2,454,914
30 Suburban 10,720 1993 NAP $122,435 $106,389
31 Suburban 11,087 1993 NAP $105,261 $89,023
32 Suburban 19,641 1972 1994-1995 $81,464 $66,534
33 Unanchored 20,441 1996 NAP $247,363 $227,953
34 Flex Industrial 47,775 1995 NAP $389,518 $353,302
35 Unanchored 9,490 1996 NAP $116,486 $107,173
36 Unanchored 14,129 1994 NAP $173,282 $159,723
37 Unanchored 13,400 1994 NAP $149,387 $136,872
38 Suburban 11,697 1996 NAP $158,116 $139,982
39 Suburban 36,636 1998 NAP $532,613 $475,519
40 Suburban 70,400 1989 NAP $956,593 $847,061
41 Flex Industrial 62,863 1982 NAV $398,651 $369,537
42 Flex Industrial 52,541 1986 NAV $357,797 $332,766
43 Flex Industrial 66,910 1986 NAV $466,828 $434,595
44 Flex Industrial 22,800 1977 NAV $141,258 $131,203
45 Flex Industrial 25,100 1977 NAV $159,978 $148,821
46 Anchored 195,980 1970 1987 $1,126,212 $1,023,219
47 Flex Industrial 263,670 2000 NAP $1,028,316 $962,398
48 Garden Apartments 144 1989 NAV $1,001,627 $965,627
49 Suburban 165,333 1977/1987-1988 NAP $1,337,064 $1,198,208
50 Suburban 64,179 1979 NAV $599,401 $479,359
51 Suburban 62,141 1982 NAV $573,628 $457,312
52 Suburban 40,181 1939 1985/86 $344,246 $271,808
53 Free Standing 65,658 1995 NAP $998,314 $946,551
54 Grocery Anchored 211,851 1972 1977 $1,029,675 $861,972
55 Urban 136,500 1966 1993-1996 $1,264,012 $1,061,466
56 Light Industrial 161,202 1978 NAV $931,241 $856,288
57 Suburban 99,293 1984 NAV $1,073,532 $919,515
58 Flex Industrial 61,791 1997 NAP $302,881 $273,499
59 Flex Industrial 28,224 1997 NAP $218,336 $197,155
60 Flex Industrial 54,600 1999-2000 NAP $409,653 $369,912
61 Flex Industrial 61,791 1997 NAP $302,881 $273,499
62 Flex Industrial 28,224 1997 NAP $218,336 $197,155
63 Flex Industrial 54,600 1999-2000 NAP $409,653 $369,912
64 Grocery Anchored 99,236 1992 NAP $922,483 $851,692
65 Garden Apartments 240 1986 NAP $1,035,780 $975,780
66 Suburban 102,786 1987 NAV $860,598 $658,646
67 Flex Industrial 35,241 1988 NAV $195,721 $164,354
68 Suburban 16,194 1987 NAV $103,366 $76,165
69 Light Industrial 87,282 1973 NAV $1,130,422 $1,028,631
70 Suburban 54,597 1996 NAP $815,032 $725,959
71 Suburban 44,524 2000 NAP $809,984 $805,532
72 Light Industrial 171,888 1989 and 1998 NAP $1,028,653 $938,451
73 Grocery Anchored 78,472 1996 NAP $707,921 $655,631
74 Suburban 89,004 1984 1998 $973,601 $856,532
75 Anchored 91,324 1979 1995 $1,139,862 $1,065,756
76 Light Industrial 297,057 1979 1990, 1993 $851,626 $750,062
77 Suburban 48,104 1988 NAP $575,468 $518,960
78 Suburban 39,441 1996 NAV $660,274 $604,810
79 Mixed Use 37,864 1986 NAP $1,252,238 $1,183,120
80 Garden Apartments 70 1987 NAP $768,906 $712,626
81 Light Industrial 84,000 1997 NAP $680,088 $643,417
82 Suburban 97,323 1989 NAV $802,637 $715,605
83 Warehouse 149,683 1984 NAP $558,393 $503,954
84 Anchored 162,518 1975 1980,1984,1985,1998 $785,810 $682,974
85 Urban 29,025 1986 NAP $891,846 $827,305
86 Suburban 52,009 1978 1996, 1997 $665,431 $585,446
87 Light Industrial 222,528 1971 1988/1996 $785,365 $712,464
88 Anchored 78,311 1988 NAV $604,875 $550,934
89 Light Industrial 129,481 1984,1988,1991 1998 $530,435 $486,240
90 Suburban 69,710 1987 1998 $638,634 $564,141
91 Mixed Use 49,014 1961 1989, 1995 $700,678 $620,070
92 Flex Industrial 63,420 1996 NAP $615,814 $563,764
93 Grocery Anchored 74,335 1980 1988, 1990 $515,800 $468,652
94 Unanchored 42,677 1987 NAP $706,222 $662,747
95 Garden Apartments 24 1964 2000 $418,877 $412,877
96 Grocery Anchored 42,800 1998 NAP $371,846 $343,603
97 Garden Apartments 24 1963 2000 $342,913 $325,447
98 Light Industrial 108,125 1994 NAV $543,144 $503,160
99 Flex Industrial 105,680 1966 1988 $478,369 $425,324
100 Flex Industrial 111,556 1954 1991 $562,457 $506,679
101 Flex Industrial 93,174 1982 NAP $548,102 $463,618
102 Suburban 38,030 1998 NAP $357,568 $318,595
103 Flex Industrial 87,302 1997 NAP $351,000 $318,531
104 Urban 90,000 1912 1993-1995 $1,301,553 $998,573
105 Urban 37,358 1987 NAP $364,410 $308,684
106 Garden Apartments 77 1962 1996 $408,240 $388,990
107 Light Industrial 103,048 1971 NAV $378,305 $339,252
108 Warehouse 77,852 1977 1998 $442,313 $408,052
109 Garden Apartments 40 1983 NAP $390,924 $358,764
110 Suburban 67,695 1981 NAV $796,546 $689,046
111 Light Industrial 101,300 1992 1998 $389,545 $352,742
112 Warehouse 144,620 1979 1995 $286,069 $238,935
113 Garden Apartments 13 1927, 1957-1960 2000 $205,105 $200,852
114 Garden Apartments 15 1987 NAV $181,922 $176,431
Total/Weighted Average
-----------------------------------------------------------------------------------------------------------------------
SOURCE
LOAN MONTHLY MARKET CAPITALIZATION OF PERCENT PERCENT LEASED AS
NO. PAYMENT VALUE (9) RATE (9) VALUE (9) LEASED (10) OF DATE (10)
-----------------------------------------------------------------------------------------------------------------------
1 $403,306 $89,000,000 8.3% Appraisal 95.0% 08/07/01
2 $144,046 $30,221,722 9.0% Market Study 99.0% 03/31/01
3 $108,035 $22,486,633 9.0% Market Study 100.0% 03/31/01
4 $247,157 $59,200,000 8.7% Appraisal 99.0% 08/21/01
5 $250,204 $60,895,000 9.3% Appraisal 99.0% 08/31/01
6 $114,069 $20,600,000 9.1% Appraisal 92.0% 05/21/00
7 $47,291 $8,600,000 9.2% Appraisal 93.0% 05/21/01
8 $169,800 $36,804,000 10.0% Market Study 97.0% 03/01/01
9 $148,942 $28,300,000 8.9% Appraisal 94.0% 06/01/01
10 $31,208 $6,926,696 10.0% Market Study 100.0% 03/28/01
11 $36,762 $8,159,411 10.0% Market Study 100.0% 03/28/01
12 $59,507 $13,207,683 10.0% Market Study 100.0% 03/28/01
13 $121,647 $25,500,000 8.8% Appraisal 100.0% 06/01/01
14 $121,290 $34,391,957 9.3% Market Study 100.0% 08/24/01
15 $127,274 $26,670,778 9.0% Market Study 100.0% 08/24/01
16 $124,181 $29,288,800 9.0% Market Study 100.0% 02/16/01
17 $90,153 $27,254,703 9.3% Market Study 93.0% 03/27/01
18 $99,238 $21,998,189 9.5% Market Study 85.0% 08/29/01
19 $62,179 $11,659,021 9.5% Market Study 100.0% 05/04/01
20 $41,720 $8,283,116 9.5% Market Study 99.0% 05/04/01
21 $89,926 $17,300,000 8.7% Appraisal 100.0% 01/15/01
22 $105,746 $18,998,979 9.5% Market Study 99.0% 07/31/01
23 $79,310 $15,330,724 9.3% Market Study 95.0% 03/13/01
24 $81,868 $17,300,000 11.4% Appraisal 94.0% 08/01/01
25 $87,650 $14,423,600 9.5% Market Study 97.0% 02/21/01
26 $73,652 $13,360,000 9.6% Appraisal 100.0% 06/07/01
27 $99,796 $15,178,600 9.5% Market Study 100.0% 05/25/01
28 $71,382 $13,300,000 9.2% Appraisal 95.0% 04/09/01
29 $84,652 $29,032,916 9.5% Market Study 91.0% 05/24/01
30 $6,647 $1,288,789 9.5% Market Study 100.0% 03/21/01
31 $6,448 $1,108,011 9.5% Market Study 100.0% 03/21/01
32 $14,384 $857,516 9.5% Market Study 43.0% 03/21/01
33 $14,484 $2,473,630 10.0% Market Study 100.0% 03/21/01
34 $23,610 $4,100,189 9.5% Market Study 82.0% 03/21/01
35 $6,647 $1,164,860 10.0% Market Study 100.0% 03/21/01
36 $9,424 $1,732,820 10.0% Market Study 91.0% 03/21/01
37 $8,829 $1,493,870 10.0% Market Study 100.0% 03/21/01
38 $8,730 $1,664,379 9.5% Market Study 100.0% 03/21/01
39 $24,616 $5,326,130 10.0% Market Study 100.0% 03/31/01
40 $40,241 $9,565,930 10.0% Market Study 95.0% 03/31/01
41 $24,753 $4,429,456 9.0% Market Study 100.0% 07/12/01
42 $22,147 $3,975,522 9.0% Market Study 100.0% 07/12/01
43 $29,312 $5,186,978 9.0% Market Study 100.0% 07/12/01
44 $7,654 $1,569,533 9.0% Market Study 100.0% 07/12/01
45 $9,119 $1,777,533 9.0% Market Study 100.0% 07/12/01
46 $66,735 $12,103,000 9.3% Appraisal 100.0% 04/10/01
47 $57,601 $11,000,000 9.4% Appraisal 100.0% 01/18/01
48 $63,525 $11,129,189 9.0% Market Study 99.0% 03/16/01
49 $88,533 $13,370,640 10.0% Market Study 100.0% 11/27/91
50 $33,039 $12,200,000 9.6% Appraisal 95.0% 03/12/01
51 $31,519 9.6% Appraisal 100.0% 03/12/01
52 $15,875 $3,000,000 11.5% Appraisal 87.0% 03/13/01
53 $66,864 $10,508,568 9.5% Market Study 100.0% 02/01/01
54 $51,145 $13,000,000 7.9% Appraisal 100.0% 06/30/01
55 $60,294 $12,331,824 10.3% Market Study 98.0% 04/01/01
56 $48,034 $9,260,000 10.1% Appraisal 97.0% 04/01/01
57 $49,852 $11,605,751 9.3% Market Study 100.0% 12/30/00
58 $9,961 $3,188,225 9.5% Market Study 100.0% 03/30/01
59 $7,180 $2,298,275 9.5% Market Study 100.0% 03/30/01
60 $13,472 $4,312,132 9.5% Market Study 100.0% 03/30/01
61 $8,299 $3,188,225 9.5% Market Study 100.0% 03/30/01
62 $5,983 $2,298,275 9.5% Market Study 100.0% 03/30/01
63 $11,225 $4,312,132 9.5% Market Study 100.0% 03/30/01
64 $46,858 $9,972,789 9.3% Market Study 99.0% 04/26/01
65 $52,038 $10,255,248 10.1% Market Study 98.0% 12/01/00
66 $37,417 $9,058,926 9.5% Market Study 99.0% 07/31/01
67 $10,570 $2,060,221 9.5% Market Study 71.0% 07/31/01
68 $1,322 $1,088,063 9.5% Market Study 99.0% 07/31/01
69 $46,526 $10,900,000 10.4% Appraisal 100.0% 06/21/01
70 $39,918 $9,055,911 9.0% Market Study 100.0% 04/23/01
71 $49,021 $8,175,000 9.9% Appraisal 100.0% 02/27/01
72 $40,907 $11,623,198 8.9% Market Study 95.0% 08/31/01
73 $46,724 $7,451,800 9.5% Market Study 98.0% 05/25/01
74 $50,891 $9,272,390 10.5% Market Study 100.0% 05/01/01
75 $57,773 $12,322,832 9.3% Market Study 99.0% 12/20/00
76 $40,502 $8,964,484 9.5% Market Study 100.0% 01/22/01
77 $35,531 $6,394,089 9.0% Market Study 100.0% 02/26/01
78 $43,616 $6,950,253 9.5% Market Study 100.0% 06/23/01
79 $53,843 $12,522,380 10.0% Market Study 99.0% 12/31/00
80 $38,078 $7,689,060 10.0% Market Study 94.0% 04/11/01
81 $45,750 $7,158,821 9.5% Market Study 100.0% 08/06/97
82 $46,010 $8,026,370 10.0% Market Study 100.0% 12/31/00
83 $33,990 $6,204,367 9.0% Market Study 100.0% 01/01/01
84 $54,421 $8,059,590 9.8% Market Study 98.0% 06/28/01
85 $35,840 $9,387,853 9.5% Market Study 95.0% 12/31/00
86 $29,676 $6,049,373 11.0% Market Study 90.0% 03/01/01
87 $48,005 $7,853,650 10.0% Market Study 100.0% 05/08/01
88 $38,410 $6,367,105 9.5% Market Study 100.0% 12/29/00
89 $37,751 $5,583,526 9.5% Market Study 100.0% 04/23/01
90 $28,313 $6,904,151 9.3% Market Study 100.0% 03/01/00
91 $29,254 $6,369,800 11.0% Market Study 100.0% 03/01/01
92 $34,208 $6,158,140 10.0% Market Study 100.0% 01/31/01
93 $32,306 $5,290,256 9.8% Market Study 92.0% 05/10/01
94 $33,419 $7,634,832 9.3% Market Study 100.0% 01/11/01
95 $22,970 $5,983,957 7.0% Market Study 92.0% 12/29/00
96 $24,364 $3,914,168 9.5% Market Study 100.0% 12/30/00
97 $21,910 $4,898,757 7.0% Market Study 96.0% 01/31/01
98 $26,172 $5,431,440 10.0% Market Study 100.0% 05/30/01
99 $21,468 $4,750,000 10.1% Appraisal 100.0% 03/01/01
100 $20,600 $4,400,000 12.8% Appraisal 100.0% 03/01/01
101 $29,621 $5,769,495 9.5% Market Study 97.0% 06/01/01
102 $20,362 $4,017,618 8.9% Market Study 100.0% 05/07/01
103 $21,463 $3,900,000 9.0% Market Study 100.0% 06/25/01
104 $23,808 $14,500,000 9.0% Appraisal 100.0% 03/28/01
105 $19,231 $4,049,000 9.0% Market Study 100.0% 01/31/01
106 $20,761 $4,413,405 9.3% Market Study 99.0% 04/15/00
107 $17,422 $4,203,389 9.0% Market Study 100.0% 02/01/00
108 $23,819 $4,655,926 9.5% Market Study 100.0% 01/03/01
109 $18,450 $3,909,240 10.0% Market Study 95.0% 04/11/01
110 $20,450 $7,586,152 10.5% Market Study 100.0% 04/30/01
111 $15,862 $4,100,474 9.5% Market Study 100.0% 04/29/99
112 $17,041 $3,011,253 9.5% Market Study 100.0% 03/31/01
113 $13,146 $2,930,071 7.0% Market Study 100.0% 06/15/01
114 $11,874 $2,598,886 7.0% Market Study 100.0% 12/29/00
Total/Weighted Average
--------------------------------------------------------------------------------------------------------------------------------
TENANT INFORMATION(11)
LOAN LEASE EXPIRATION
NO. LARGEST TENANT % NSF DATE SECOND LARGEST TENANT % NSF
--------------------------------------------------------------------------------------------------------------------------------
1 Jacobson's 31.2% 03/31/21 Barnes & Noble 7.7%
2 UA Theatres 17.5% 12/31/17 Linens N' Things 15.2%
3 Office Max 19.5% 12/31/11 Ross Stores, Inc. 17.7%
4 Goody's Family Clothing 11.9% 10/31/04 United Artists Theatre 11.8%
5 Computer Associates Int'l 20.4% 09/30/04 Operon Technologies 10.4%
6 Sprint 24.0% 09/30/07 SAS Institute Inc. 20.8%
7 Bovis Lend Lease 51.4% 08/30/10 Intertrust Technologies 21.8%
8 US1 Administrators 15.4% 12/31/05 Nextstage Healthcare Resources 8.9%
9 Home Depot 37.3% 01/31/04 Staples 9.3%
10 MSAS North American Logistics 51.0% 09/30/05 Teleplan Services Texas, Inc. 31.4%
11 Sears Roebuck and Company 61.0% 12/31/02 Advanced Power, Inc. 19.2%
12 Bridgestone/Firestone Inc. 71.5% 11/30/02 The Keebler Company 17.6%
13 myCFO 16.1% 06/30/07 O'Melveny & Myers 12.3%
14 Regional Center of East Bay 21.8% 03/31/10 City of Alameda 14.4%
15 NAP NAP NAP NAP NAP
16 Union Bank - 1st Floor 17.4% 04/30/10 Herzog & Fisher 9.3%
17 NAP NAP NAP NAP NAP
18 The St. Paul 8.5% 10/31/04 Motorola, Inc. 8.3%
19 Dean Witter 19.1% 03/31/07 DEA 10.0%
20 Macro International 26.0% 03/31/03 National Life 9.5%
21 Arthur Andersen 68.0% 03/31/08 Astra Pharmaceuticals 13.3%
22 Wal-Mart #2287 74.3% 01/31/15 Staples #693 7.6%
23 Publix Super Market 39.9% 12/03/17 Childrens Health Care of Atl 9.0%
24 Dialysis Clinic 11.1% 10/31/04 Distek, Inc. 10.0%
25 Big Bear 58.0% 05/21/16 CVS Pharmacy #4617 6.1%
26 Albertson's (Lucky Stores) 59.5% 10/31/12 Sportmart 34.1%
27 Bed, Bath & Beyond 28.2% 01/31/13 PetSmart 21.2%
28 Private Business, Inc. 52.0% 03/31/10 Travelers Insurance 43.5%
29 UHC Management Company 6.2% 11/30/04 UHC Management Company 4.6%
30 First Union Securities/Everen 25.5% 12/31/02 Virginia Medical Group, PC 18.1%
31 Manry-Rawls Corporation 41.0% 02/14/02 US Probation Office 40.1%
32 Circuit City Stores, Inc. 31.1% 12/01/03 Unistaff Inc/Rich Temps 11.6%
33 Prime Care Specialists, P.C. 43.2% 03/01/05 Charles W. & Katherine Wray 18.0%
34 Richmond Fitness, Inc 45.0% 09/14/05 Kraft Foods, Inc 16.4%
35 Kocen's, Inc. 48.2% 02/28/06 Horwitz,Keeton, Gokli & Raddin 26.9%
36 PRIMECO/CFW Communications 21.7% 12/01/04 Long & Foster Real Estate, Inc 21.7%
37 The Mattress King,Inc/SAAM,Inc 27.6% 04/30/04 Household Finance Corporation 14.9%
38 Columbia/HCA John Randolph Inc 40.6% 01/01/07 Andrews & Taylor, P.C. 25.5%
39 Allstate Insurance 41.7% 04/30/08 Onsite Engineering 11.3%
40 Shared Secretarial 10.1% 05/31/06 Square D 9.7%
41 Technovative Applications 16.2% 03/31/02 American Suzuki Motor Corp 12.2%
42 Megatrux, Inc 12.3% 06/30/02 Facility Builders & Erectors 11.1%
43 L A Supply 9.7% 07/31/02 Maha C & E, Inc. 8.6%
44 Coastal Enterprises 50.0% 04/30/03 Howmedica Osteonics Corp. 50.0%
45 Shamrock Scientific 35.8% 03/31/05 Zepexco, Inc. 14.3%
46 K-Mart 48.2% 04/30/08 Giant Eagle 42.8%
47 Skechers USA 100.0% 07/15/16 NAP NAP
48 NAP NAP NAP NAP NAP
49 Danis Properties Co., Inc. 100.0% 11/30/11 NAP NAP
50 Host Communications 24.3% 01/31/03 Mental Health Network 13.0%
51 Analysts Int'l Corp. 19.2% 05/31/06 Gulfstream Home & Garden 9.6%
52 Jackson & Kelly 46.9% 06/04/02 Carpenter & Mountjoy 16.0%
53 Shaw's Supermarkets, Inc. 100.0% 04/30/16 NAP NAP
54 King Soopers #6 34.8% 10/01/08 ARC 16.9%
55 Southern Engineering 13.6% 09/30/06 MacQuarium 9.1%
56 Daniel Taffei 3.3% 05/31/02 Eugene Schilhab 3.2%
57 Blue Cross of California 35.8% 04/30/05 Electronic Data Systems Corp. 28.5%
58 Pacific Nutritional, Inc. 50.0% 02/28/03 GENSCO Corporation 50.0%
59 City of Vancouver 59.2% 05/31/02 United Pipe & Supply Company 40.8%
60 TCI of Southern Wash. (AT&T) 100.0% 02/28/15 NAP NAP
61 Pacific Nutritional, Inc. 50.0% 02/28/03 GENSCO Corporation 50.0%
62 City of Vancouver 59.2% 05/31/02 United Pipe & Supply Company 40.8%
63 TCI of Southern Wash. (AT&T) 100.0% 02/28/15 NAP NAP
64 Publix Supermarket 48.2% 12/01/12 Piccadilly 11.1%
65 NAP NAP NAP NAP NAP
66 South Central Pool Supply 25.5% 01/25/07 Fuelman Gascard 21.3%
67 Chrysler Corporation 30.5% 05/31/08 Lason Systems, Inc. 17.2%
68 ▇▇▇▇▇▇▇▇▇.▇▇▇ 33.5% 06/17/03 Columbia Financial Group 18.4%
69 Quantum Design Inc. 38.3% 05/31/02 Ligand Pharmaceuticals 12.0%
70 Centura Bank 34.1% 07/31/03 Jefferson Pilot Life Ins. Co. 9.3%
71 Trinity Health 100.0% 11/30/07 NAP NAP
72 Vomela Specialty Co. Inc. 14.4% 03/31/04 Shears Litho Inc. 7.1%
73 Winn Dixie 75.1% 12/18/16 Blockbuster Video 7.0%
74 C.R. Bard, Inc. 51.8% 04/30/04 Pinnacle Systems/Avid Sports 37.8%
75 Safeway Store #17-2042 50.9% 03/17/04 Draper's & Damons 5.5%
76 Newport Distributor Services 76.5% 11/30/06 E. Mishan & Sons 23.6%
77 Lindabury, McCormick et al 55.4% 12/31/03 Garrubbo and Romankow 21.3%
78 Precision Castparts (3rd Flr.) 41.0% 10/03/04 Macadam Clinic 16.3%
79 Environmental Defense Fund 21.8% 11/30/07 Oliveto 15.8%
80 NAP NAP NAP NAP NAP
81 Federal Express Corp. 100.0% 09/30/07 NAP NAP
82 Lexis-Nexis 43.6% 03/31/09 National City Mortgage 10.8%
83 Lewis Industries, Inc. 100.0% 12/31/09 NAP NAP
84 Babies R' US 23.3% 12/31/10 Seasonal Concepts 18.5%
85 H.L.K.K. 12.1% 11/30/04 Cherry Alley 10.0%
86 Pinkerton Computer Consultants 42.0% 04/30/04 Plexus Scientific Corporation 13.1%
87 Kaufman Container Company 100.0% 07/31/11 NAP NAP
88 Food Lion #624 37.0% 12/10/08 Ace Hardware 15.3%
89 PBM Graphics, Inc. 100.0% 12/31/12 NAP NAP
90 Wells Fargo Bank, N.A. 100.0% 01/31/03 NAP NAP
91 Shark Club of Bethesda I 17.8% 09/30/08 Harwood Group 9.7%
92 Micron Technologies, Inc. 52.0% 01/31/12 Therakos, Inc. 48.0%
93 Winn-Dixie 55.4% 10/01/15 Family Dollar 11.4%
94 CVS Stores 19.7% 01/31/02 Priceless Kids 18.8%
95 NAP NAP NAP NAP NAP
96 Food Lion 77.1% 07/26/18 Pharmacy 10.5%
97 NAP NAP NAP NAP NAP
98 PAGG Corporation 100.0% 07/31/09 NAP NAP
99 Impco Carburetion 100.0% 05/31/04 NAP NAP
100 North American Enclosure 73.5% 09/30/04 MM & Z dba Finder's Keepers 26.5%
101 DiPaolo Company 25.9% 10/31/02 Bounty/SCA Corp. 10.1%
102 US GSA (US Geological Scvs) 45.5% 12/15/12 US GSA (Navy, Fed Hwy, Fed RR) 42.0%
103 Louisiana Pacific 25.0% 12/31/07 Woods Plus Ind. 21.5%
104 Dinkes,Mandel,Dinkes,Morelli 16.7% 04/30/03 Lightbulb Press 16.7%
105 Ross Bryan Associates, Inc 30.3% 10/31/07 O'Neil, Hagaman & Company 22.3%
106 NAP NAP NAP NAP NAP
107 The Harvest Group 100.0% 12/31/06 NAP NAP
108 All Metal Paint Strip 8.0% 01/31/03 Signature Courier Express 5.7%
109 NAP NAP NAP NAP NAP
110 SCS Engineers 18.2% 03/31/03 SCS Engineers 9.7%
111 Crystal Lite Manufacturing 90.1% 12/01/17 Precision Plating, Inc. 9.9%
112 Donohue, Inc 56.6% 06/30/01 George Warehousing & Truck 43.4%
113 NAP NAP NAP NAP NAP
114 NAP NAP NAP NAP NAP
Total/Weighted Average
--------------------------------------------------------------------------------
LOAN LEASE EXPIRATION
NO. DATE THIRD LARGEST TENANT % NSF
--------------------------------------------------------------------------------
1 07/31/11 Express/Bath & Body 3.6%
2 01/31/12 Office Max 13.1%
3 01/31/08 Petco Animal Supplies 9.7%
4 12/31/14 Footstar, Inc. 3.8%
5 11/30/05 California School of Psychology 7.8%
6 09/30/07 The Advance Group 13.3%
7 03/31/06 Wong Fleming, P.C. 10.4%
8 03/31/08 Golden National Mortgage Bank 5.7%
9 06/30/06 PetsMart 9.3%
10 06/30/02 Gtech Corporation 17.6%
11 01/31/02 Coats American, Inc. 10.0%
12 08/31/03 Sage Enterprises, Inc. 10.9%
13 02/28/10 Integrated Information Systems 10.4%
14 01/31/04 IKON Office Solutions, Inc. 8.8%
15 NAP NAP NAP
16 06/30/04 3 Arts Entertainment 9.2%
17 NAP NAP NAP
18 08/28/05 Ciber-Eas Group 7.5%
19 06/01/08 Lake Champlain Chamber 9.9%
20 01/31/01 AG Edwards 8.5%
21 06/30/03 EMC Corporation 10.3%
22 04/22/06 Fashion Bug #3492 4.5%
23 03/09/03 Childtime Childcare Center 6.3%
24 07/31/06 Sera Tech Biologicals 8.5%
25 08/31/11 Soccer Unlimited 3.0%
26 06/30/13 Arco Gas Station (Ahd Haddad) 6.4%
27 07/31/13 Borders 20.2%
28 02/28/05 NAP NAP
29 11/30/04 The Premier Group 3.5%
30 01/31/02 Jeffrey L. Hooper 13.6%
31 08/31/04 Bank of America/Nationsbank 10.4%
32 05/31/05 NAP NAP
33 02/28/02 Azteca Corporation (LaCarreta) 12.1%
34 03/31/03 United Refrigeration, Inc. 10.5%
35 05/31/06 Mariett, Inc (Padow's) 24.9%
36 09/15/04 Roger S. Williams Jr. 15.9%
37 08/01/04 Cigarette City, Inc. 14.2%
38 08/31/01 Progressive Gulf Insurance Co. 19.8%
39 07/31/03 Burnham Pacific Pro 11.1%
40 06/30/01 Innovative Care Man 9.6%
41 06/30/03 Bolva International, Inc. 7.3%
42 09/30/01 Ducros Electrical Design 6.4%
43 11/30/02 Belford Patrick, Inc 8.6%
44 08/31/01 Howmedica Osteonics Corp. 50.0%
45 04/30/02 Brown's Architectural 12.5%
46 03/31/08 Eckerd Drug (JC Penney) 4.0%
47 NAP NAP NAP
48 NAP NAP NAP
49 NAP NAP NAP
50 04/30/05 Miller Mayer 10.3%
51 04/30/02 Lexington Investment 9.5%
52 05/14/04 Southcreek Properties 9.0%
53 NAP NAP NAP
54 09/01/03 Ace Hardware 7.2%
55 02/28/08 Southern Engineering 7.2%
56 05/31/02 Jerry Zaldenberg 2.7%
57 07/31/04 National Imaging Associates 21.3%
58 01/31/03 NAP NAP
59 10/31/02 NAP NAP
60 NAP NAP NAP
61 01/31/03 NAP NAP
62 10/31/02 NAP NAP
63 NAP NAP NAP
64 02/17/08 Goodyear 5.7%
65 NAP NAP NAP
66 12/31/03 Stirling Properties, Inc. 12.9%
67 05/31/06 Ikon Office Solutions, Inc. 17.1%
68 10/31/02 Trustmark Insurance Company 11.1%
69 02/28/02 CGA Computers Inc. 9.3%
70 07/31/02 Interstate Johnson Lane 9.0%
71 NAP NAP NAP
72 10/31/05 Whittier Graphics 5.8%
73 11/30/01 Zero Subs 3.1%
74 01/15/05 Velio Communication 10.4%
75 10/31/07 Keegan's Grill and Taproom 4.3%
76 09/30/06 NAP NAP
77 12/31/03 Doctors & Designers 14.6%
78 10/25/06 Private Consulting 14.8%
79 12/31/01 Pasta Shop 9.2%
80 NAP NAP NAP
81 NAP NAP NAP
82 08/31/03 Pioneer Standard 9.8%
83 NAP NAP NAP
84 08/31/05 Fox and Hound 5.6%
85 06/30/04 Planet Blue 9.4%
86 06/30/03 Women in Community Service 8.6%
87 NAP NAP NAP
88 12/31/08 Eckerd #8607 12.3%
89 NAP NAP NAP
90 NAP NAP NAP
91 09/30/05 Davidson Assoc. Construction 9.6%
92 05/31/03 NAP NAP
93 12/31/04 Movie Gallery 6.2%
94 08/31/09 Video Signals 11.1%
95 NAP NAP NAP
96 09/30/08 Movie Time 9.8%
97 NAP NAP NAP
98 NAP NAP NAP
99 NAP NAP NAP
100 08/14/01 NAP NAP
101 12/31/01 Direct Response Corp. 8.2%
102 06/15/03 Mid-America Aprtmt Communities 12.5%
103 10/31/05 Regal Supply Company 10.7%
104 11/30/09 Shabab Oriental Rug Gallery 8.3%
105 04/30/02 SunTrust Bank 14.3%
106 NAP NAP NAP
107 NAP NAP NAP
108 08/31/02 Trump Pest Control 5.1%
109 NAP NAP NAP
110 03/31/03 Systech 9.5%
111 12/01/17 NAP NAP
112 03/31/06 NAP NAP
113 NAP NAP NAP
114 NAP NAP NAP
Total/Weighted Average
---------------------------------------------------------------------------------------------------------------------------------
INTEREST RELATED DATE OF
LOAN DUE GRACE ACCRUAL BORROWER DATE OF ENGINEERING
NO. DATE (12) PERIOD (12) METHOD LOAN GROUPS SEASONING(13) PHASE I (14) REPORT (15)
---------------------------------------------------------------------------------------------------------------------------------
1 7 0 30/360 30 07/02/01 07/02/01
2 1 10 30/360 2, 3 27 08/03/01 03/31/99
3 1 10 30/360 2, 3 27 08/03/01 03/31/99
4 1 0 30/360 67 07/11/01 07/11/01
5 5 0 30/360 27 07/03/01 07/02/01
6 10 0 30/360 6, 7 9 12/29/00 11/17/00
7 10 0 30/360 6, 7 9 12/20/00 11/17/00
8 1 5 30/360 39 12/16/91 11/26/97
9 10 0 30/360 9, 26 9 12/11/00 12/29/00
10 10 0 30/360 74 06/26/01 06/13/95
11 10 0 30/360 74 06/26/01 06/13/95
12 10 0 30/360 74 06/26/01 06/13/95
13 10 0 30/360 10 10/30/00 10/26/00
14 10 0 30/360 14, 18 25 07/02/01 07/02/01
15 5 0 30/360 67 07/09/01 07/09/01
16 1 0 30/360 57 11/28/96 12/02/96
17 1 10 30/360 30 08/15/01 02/18/99
18 10 0 30/360 14, 18 25 07/11/01 07/11/01
19 1 0 30/360 45 07/02/01 07/02/01
20 1 0 30/360 45 07/02/01 07/02/01
21 1 10 Actual/360 23 06/30/99 06/30/99
22 10 0 30/360 65 07/03/01 07/02/01
23 15 0 30/360 23, 64 43 06/26/01 01/26/98
24 1 0 30/360 39 04/07/98 04/07/98
25 10 0 30/360 61 06/26/01 08/12/96
26 10 0 30/360 9, 26 9 12/06/00 12/29/00
27 5 0 30/360 27, 73 40 06/26/01
28 1 0 30/360 5 04/16/01 03/07/01
29 1 0 30/360 66 06/26/01 03/13/96
30 1 7 30/360 38 07/02/98 09/27/98
31 1 7 30/360 38 07/02/98 09/27/98
32 1 7 30/360 38 07/02/98 09/27/98
33 1 7 30/360 38 07/02/98 09/27/98
34 1 7 30/360 38 07/02/98 09/27/98
35 1 7 30/360 38 07/02/98 09/27/98
36 1 7 30/360 38 07/02/98 09/27/98
37 1 7 30/360 38 07/02/98 09/27/98
38 1 7 30/360 38 07/02/98 09/27/98
39 1 0 30/360 39, 40 35 08/10/98 07/29/98
40 1 0 30/360 39, 40 35 08/10/98 07/29/98
41 1 0 30/360 41, 42, 43, 44, 45, 108 44 12/10/97 12/10/97
42 1 0 30/360 41, 42, 43, 44, 45, 108 44 12/10/97 12/10/97
43 1 0 30/360 41, 42, 43, 44, 45, 108 44 12/10/97 12/10/97
44 1 0 30/360 41, 42, 43, 44, 45, 108 44 12/03/97 12/10/97
45 1 0 30/360 41, 42, 43, 44, 45, 108 44 12/03/97 12/10/97
46 1 0 30/360 13 08/07/00 07/31/00
47 1 5 Actual/360 9 11/10/00 11/14/00
48 1 0 30/360 57 11/15/96 04/11/96
49 1 0 30/360 49, 82 65 06/26/01 03/11/96
50 1 5 30/360 45 08/14/01 12/18/97
51 1 5 30/360 45 08/14/01 12/18/97
52 1 5 30/360 45 08/13/01 12/18/97
53 1 0 30/360 66 02/06/96 02/02/96
54 1 5 Actual/360 24 06/17/99 09/13/99
55 1 5 30/360 45 11/13/97 11/13/97
56 5 0 30/360 124 03/19/01 03/19/01
57 1 0 30/360 25 07/13/99 06/02/99
58 1 0 30/360 58, 59, 60, 61, 62, 63 42 02/24/98 02/25/98
59 1 0 30/360 58, 59, 60, 61, 62, 63 42 02/24/98 02/25/98
60 1 0 30/360 58, 59, 60, 61, 62, 63 42 06/16/00 06/19/00
61 1 0 30/360 58, 59, 60, 61, 62, 63 14 02/24/98 02/25/98
62 1 0 30/360 58, 59, 60, 61, 62, 63 14 02/24/98 02/25/98
63 1 0 30/360 58, 59, 60, 61, 62, 63 14 06/16/00 06/19/00
64 15 0 30/360 23, 64 43 07/11/01 03/02/98
65 1 7 30/360 57 10/08/96 10/01/96
66 15 0 30/360 54 07/03/01 07/02/01
67 15 0 30/360 54 07/03/01 07/02/01
68 15 0 30/360 54 07/03/01 07/02/01
69 10 0 30/360 122 01/31/01 02/13/01
70 1 15 30/360 37 07/21/98 08/03/98
71 1 5 Actual/360 8 12/14/99 08/29/00
72 10 0 30/360 26 07/02/01 07/02/01
73 10 0 30/360 27, 73 58 06/26/01 11/01/96
74 1 0 30/360 23 09/17/99 08/24/99
75 5 0 30/360 50 06/26/01 05/14/97
76 1 0 30/360 52 06/28/01 05/12/97
77 1 0 30/360 37 05/20/98 06/10/98
78 1 0 30/360 57 11/25/96 12/03/96
79 1 0 30/360 134 01/10/97 12/30/96
80 1 0 30/360 80, 109 62 06/24/96 05/28/96
81 1 0 30/360 48 07/24/97 09/27/97
82 1 0 30/360 49, 82 65 06/26/01 03/08/96
83 1 0 30/360 83, 107 45 08/05/97 09/15/97
84 1 0 30/360 29 06/26/01 02/15/99
85 1 0 30/360 43 01/14/98 01/14/98
86 1 5 30/360 36 06/15/98 06/17/98
87 10 0 30/360 63 06/26/01 07/08/96
88 1 5 30/360 39 06/26/01 03/10/98
89 1 15 30/360 36 08/12/98 08/04/98
90 1 0 30/360 20 11/08/99 11/11/99
91 1 5 30/360 46 09/15/97 09/09/97
92 1 0 30/360 60 03/21/01 08/29/96
93 10 0 30/360 70 06/26/01 10/01/95
94 1 0 30/360 52 05/27/97 05/15/97
95 1 0 30/360 95, 97, 113, 114 38 06/03/98 06/03/98
96 1 7 30/360 34 06/26/01 10/20/98
97 1 0 30/360 95, 97, 113, 114 38 06/04/98 06/04/98
98 1 0 30/360 46 05/01/97 09/20/97
99 1 10 30/360 99, 100 27 10/19/98 10/28/98
100 1 10 30/360 99, 100 27 10/06/98 03/16/99
101 1 0 30/360 44 12/26/97 12/26/97
102 1 0 30/360 37 05/06/98 06/26/98
103 1 0 30/360 44 12/09/97 10/09/97
104 1 5 30/360 69 04/11/01 09/07/95
105 1 0 30/360 45 11/24/97 11/24/97
106 1 0 30/360 65 04/01/96 04/09/96
107 1 0 30/360 83, 107 36 08/21/98 08/22/98
108 1 0 30/360 41, 42, 43, 44, 45, 108 42 03/23/98 03/19/98
109 1 0 30/360 80, 109 62 06/24/96 05/28/96
110 1 7 30/360 63 01/26/96 05/06/96
111 1 0 30/360 44 12/08/97 12/17/97
112 1 5 30/360 56 11/26/96 12/18/96
113 1 0 30/360 95, 97, 113, 114 38 07/01/98 07/14/98
114 1 0 30/360 95, 97, 113, 114 38 07/01/98 07/14/98
Total/Weighted Average 40
-----------------------------------------------------------------------------------------------------------------------------------
PREPAYMENT CODE (16)
----------------------------------------------------------------------------------------------------------------------
LOAN LOCKOUT
NO. PERIOD DEF YM1 YM0.75 < YM3 < YM2 < YM1 YM YM+1 10% 9% 8% 7%
-----------------------------------------------------------------------------------------------------------------------------------
1 38 81
2 35 42
3 35 42
4 36 77
5 24 92
6 60 56
7 60 56
8 11 102 6
9 60 56
10 0 116
11 0 116
12 0 116
13 59 57
14 36 80
15 24 92
16 0 117
17 11 45
18 36 80
19 36 80
20 36 80
21 23 93
22 120 116
23 0 116
24 11 106
25 0 116
26 60 56
27 0 176
28 0 116
29 0 236
30 0 166
31 0 166
32 0 166
33 0 166
34 0 166
35 0 166
36 0 166
37 0 166
38 0 166
39 118
40 118
41 24 12 12 12 12
42 24 12 12 12 12
43 24 12 12 12 12
44 24 12 12 12 12
45 24 12 12 12 12
46 0 116
47 11 106
48 116
49 0 188
50 11 165
51 11 165
52 11 165
53 0 238
54 23 93
55 0 116
56 0 239
57 0 118
58 71
59 71
60 71
61 0 118
62 0 118
63 0 118
64 0 116
65 0 116
66 60 56
67 60 56
68 60 56
69 0 232
70 237
71 10 106
72 23 93
73 0 236
74 0 143 12 12 9
75 0 176
76 0 116
77 0 116
78 118
79 0 257
80 0 113
81 201
82 0 116
83 0 117
84 0 128
85 0 143 12
86 0 116
87 0 177
88 0 176
89 11 165
90 0 117
91 0 115
92 117
93 0 236
94 0 116
95 0 117
96 0 116
97 0 117
98 0 60
99 11 105
100 11 105
101 0 179
102 0 176
103 178
104 60
105 0 117
106 0 118
107 0 117
108 24 12 12 12 12
109 0 113
110 117
111 0 118
112 0 116
113 0 117
114 0 117
TOTAL/WEIGHTED AVERAGE
-----------------------------------------------------------------------------------------------------------
PREPAYMENT CODE (16)
--------------------------------------------------------------------
YIELD ADMINISTRATIVE
LOAN MAINTENANCE COST RATE LOAN
NO. 6% 5% 4% 3% 2% 1% Open Code (17) (bps) (18) No.
-----------------------------------------------------------------------------------------------------------
1 4 S 1
2 7 L 2
3 7 L 3
4 7 M 4
5 4 T 5
6 4 6
7 4 7
8 1 X 8
9 4 9
10 4 N 10
11 4 N 11
12 4 N 12
13 4 U 13
14 4 S 14
15 4 S 15
16 3 I 16
17 4 L 17
18 4 S 18
19 4 S 19
20 4 S 20
21 4 21
22 4 S 22
23 4 O 23
24 4 W 24
25 4 O 25
26 4 26
27 4 O 27
28 4 O 28
29 4 O 29
30 2 C 30
31 2 C 31
32 2 C 32
33 2 C 33
34 2 C 34
35 2 C 35
36 2 C 36
37 2 C 37
38 2 C 38
39 2 39
40 2 40
41 12 12 12 12 12 44 4 41
42 12 12 12 12 12 44 4 42
43 12 12 12 12 12 44 4 43
44 12 12 12 12 12 44 4 44
45 12 12 12 12 12 44 4 45
46 4 O 46
47 3 V 47
48 4 48
49 4 O 49
50 4 K 50
51 4 K 51
52 4 K 52
53 2 J 53
54 4 54
55 4 A 55
56 1 Q 56
57 2 F 57
58 12 12 12 12 1 58
59 12 12 12 12 1 59
60 12 12 12 12 1 60
61 2 F 61
62 2 F 62
63 2 F 63
64 4 O 64
65 3 C 65
66 4 S 66
67 4 S 67
68 4 S 68
69 4 R 69
70 2 70
71 4 V 71
72 4 S 72
73 4 O 73
74 4 B 74
75 4 O 75
76 4 O 76
77 4 A 77
78 2 78
79 1 G 79
80 4 E 80
81 2 81
82 4 O 82
83 3 F 83
84 4 O 84
85 12 12 12 12 12 12 13 F 85
86 4 A 86
87 3 P 87
88 4 O 88
89 4 H 89
90 2 F 90
91 4 A 91
92 3 92
93 4 O 93
94 4 A 94
95 3 F 95
96 4 O 96
97 3 F 97
98 12 12 12 12 7 4 A 98
99 4 V 99
100 4 V 100
101 1 E 101
102 4 A 102
103 2 103
104 12 12 12 12 3 7 104
105 2 A 105
106 1 E 106
107 3 F 107
108 12 12 12 12 12 44 4 108
109 4 E 109
110 3 110
111 2 F 111
112 3 D 112
113 3 F 113
114 3 F 114
TOTAL/WEIGHTED AVERAGE
FOOTNOTES TO APPENDIX II
1. "Lincoln", "Allmerica", "Nationwide", "MONY", "TIAA" and "AEGON" denote
Lincoln Realty Capital Corporation, First Allmerica Financial Life
Insurance Company and Allmerica Financial Life Insurance and Annuity
Company, Nationwide Life Insurance Company, MONY Life Insurance Company,
Teachers Insurance and Annuity Association of America, and AEGON USA
Realty Advisors, Inc. respectively, as Sellers.
2. Sets of Mortgage Loans that have identical alphabetical coding designate
multiple loans that are cross collateralized and cross-defaulted, while
Mortgage Loans that have identical Roman Numeral coding indicate multiple
mortgaged properties securing one note. The following loan pools represent
cross collateralized/cross-defaulted properties and are designated by
identical alphabetical coding: Mortgage Loan Nos. 2-3, 6-7, and 39-40.
Mortgage Loan Nos. 10-12, 19-20, 30-38, 41-45, 50-52, and 66-68 represent
multiple properties securing a single note. For purposes of the
statistical information set forth in this prospectus supplement, as to
such multiple property loans, a portion of the aggregate Cut-off Date
balance has been allocated to each property, based upon the Appraised
Value or upon the Underwritable Cash Flows of each such property.
With respect to Mortgage Loan Nos. 58-63, the Wubben Portfolio, the
mortgage loan is evidenced by two notes, which have principal balances of
$3,471,570 and $2,880,595, interest rates of 7.50 % and 8.45% and maturity
dates of April 1, 2008 and August 1, 2010. The two notes are represented
by Mortgage Loan Nos. 58-60 and 61-63 respectively. The mortgage and other
loan documents covering all of the properties included in the Wubben
Portfolio secure both notes.
3. The Cut-off Date is October 1, 2001, for any mortgage loan that has a Due
Date on the first day of each month, and the date in October on which any
mortgage loan that is not due on the first day of each month is due. For
purposes of the information contained in this prospectus supplement, we
present the Mortgage Loans as if scheduled payments due in October, 2001,
were due on October 1, 2001, not the actual day on which such scheduled
payments were due.
RELEASE OF COLLATERAL:
With respect to Mortgage Loan No. 2, Rainbow Promenade Shopping Center,
the borrower is permitted to obtain a release of the mortgaged property
upon the satisfaction of certain conditions. Please see Appendix III for
the terms and conditions for this release.
With respect to Mortgage Loan No. 3, San Dimas Marketplace, the borrower
is permitted to obtain a release of the mortgaged property upon the
satisfaction of certain conditions. Please see Appendix III for the terms
and conditions for this release.
With respect to Mortgage Loan No. 5, Marina Village, the borrower is
permitted to obtain a release of one of the parcels included in the
mortgaged property. Please see Appendix III for the description of terms
and conditions for the release.
With respect to Mortgage Loan Nos. 10-12, Colinas Industrial Portfolio,
the borrower is permitted to obtain a release of a mortgaged property upon
the satisfaction of certain conditions. Please see Appendix III for the
terms and conditions for this release.
With respect to Mortgage Loan Nos. 19-20, the Gateway Portfolio, two
mortgaged properties secure one note with a Cut-off Date balance of
$12,202,102. So long as no default or event of default exists,
II-1
the borrower may after February 1, 2003, obtain a release of either of the
mortgaged properties from the lien of the mortgage upon satisfaction of
certain conditions, including, without limitation: (i) the reduction of
the then outstanding principal balance of the note by fifty-five percent
(55%) for release of the Gateway Tract (as such term is defined in the
mortgage) or forty-five percent (45%) for release of the Park Plaza Tract
(as such term is defined in the mortgage); (ii) payment of the applicable
prepayment premium; (iii) payment of all costs and expenses relating to
the release; and (iv) at the lender's option, after giving effect to the
prepayment required above, the further reduction, without prepayment
premium, of the remaining principal balance under the note to fifty
percent (50%) of the fair market value of the remaining mortgaged
property.
With respect to Mortgage Loan Nos. 30-38, the Roslyn Portfolio, nine
mortgaged properties secure one note with a Cut-off Date balance of
$8,949,588. So long as no default or event of default exists, the borrower
may obtain a release of any mortgaged property from the lien of the deed
of trust upon satisfaction of certain conditions, including, without
limitation: (i) after giving effect to said release, the debt service
coverage ratio for the remaining mortgaged properties is not less than
1.20x; (ii) payment of a release amount equal to one hundred fifteen
percent (115%) of the allocated loan amount applicable to the mortgaged
property to be released; (iii) payment of the applicable yield maintenance
charge; and (iv) the payment of all reasonable expenses incurred by the
lender in connection with the release. Upon release of one or more
mortgaged properties, the applicable allocated loan amounts for the
remaining mortgaged properties shall be recalculated based on the ratio
that the appraised value of each remaining mortgaged property as of the
origination date bears to the total appraised value of all remaining
mortgaged properties.
With respect to Mortgage Loan Nos. 50-52, the South Creek Portfolio, three
mortgaged properties secure one note with a Cut-off Date balance of
$7,301,932. So long as no default or event of default exists, the borrower
may obtain a release of any mortgaged property from the lien of the
mortgage upon satisfaction of certain conditions, including, without
limitation: (i) a principal payment equal to one hundred twenty-five
percent (125%) of the allocated loan amount applicable to each mortgaged
property to be released; (ii) payment of the applicable prepayment
premium; (iii) the loan-to-value ratio of the mortgaged properties
remaining after the release is not greater than 60% (if the loan-to-value
ratio of the remaining mortgaged properties would be greater than 60%, the
borrower must make a principal payment in the amount necessary to cause
the loan-to-value ratio to be no more than 60%); (iv) the debt service
coverage ratio of the remaining mortgaged properties is at least 1.5x; and
(v) payment of all expenses incurred in connection with the release.
With respect to Mortgage Loan Nos. 41-45, the Trico Portfolio, the five
mortgaged properties secure one note with a Cut-off Date balance of
$8,481,164. So long as no default or event of default exists, the borrower
may obtain a release of any mortgaged property upon satisfaction of
certain conditions, including without limitation: (i) payment of (a) an
amount equal to one hundred ten percent (110%) of the allocated loan
amount for the mortgaged property to be released, and (b) the applicable
prepayment premium; (ii) the debt service coverage ratio, for the
remaining mortgaged property is at least 1.15x; (iii) the monthly payments
to be made by the borrower to the lender under the note are reduced by the
loan percentage allocable to each mortgaged property to be released; and
(iv) payment of all reasonable expenses incurred by the lender in
connection with the release.
SUBSTITUTION OF COLLATERAL:
Mortgage Loan Nos. 2 and 3, Rainbow Promenade Shopping Center and San
Dimas Marketplace, permit substitution of the related mortgaged property
under certain circumstances. Please see Appendix III for terms and
conditions of the substitution.
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Mortgaged Loan No. 5, Marina Village, permits substitution of one of the
parcels included in the mortgaged property under certain circumstances.
Please see Appendix III for the terms and conditions of the substitution.
SECONDARY FINANCING:
With respect to Mortgage Loan No. 4, Turtle Creek Mall, the borrower is
permitted to incur additional secured subordinate financing. Please see
Appendix III for the terms and conditions for this subordinate financing.
With respect to Mortgage Loan No. 15, Courtland Park Apartments, the
borrower is permitted to obtain additional secured subordinate financing
upon satisfaction of certain conditions, including, without limitation:
(i) the loan-to-value ratio for both the senior loan and the subordinate
loan does not exceed 75%; (ii) the senior lender approves the subordinate
financing documents; (iii) the debt service coverage ratio for both the
senior loan and the subordinate loan is at least 1.20x; (iv) at the senior
lender's option, a subordination and intercreditor agreement and (v) any
default by the borrower under the subordinate financing also constitutes a
default under the senior loan.
With respect to Mortgage Loan No. 48, The Willows of Wheaton Apartments,
the borrower is permitted to obtain additional secured subordinate
financing upon satisfaction of certain conditions, including, without
limitation: (i) the interest rate for such financing is fixed; (ii) the
debt service coverage ratio for both the senior loan and the subordinate
loan is at least 1.30x; (iii) the loan-to-value ratio for both the senior
loan and the subordinate loan combined does not exceed 80%; (iv) the
subordinate lender is acceptable to the senior lender; and (v) the senior
lender is paid a fee equal to one percent (1%) of the principal balance of
such financing. The borrower has issued a series of additional notes in
the approximate aggregate principal balance of $3,875,000 to its limited
partners, of which $600,000 is secured by a subordinate lien on the
mortgaged property. The interest rate for these additional notes is 11%
and their maturity date is the earlier of the sale of the mortgaged
property or the maturity of the senior loan.
Also with respect to Mortgage Loan No. 48, The Willows of Wheaton
Apartments, the borrower is also permitted to provide subordinate purchase
money financing upon an approved sale of the mortgaged property upon
satisfaction of certain conditions, including, without limitation: (i) the
loan-to- value ratio for both the senior and the subordinate loan does not
exceed 80% and (ii) the debt service coverage ratio for both the senior
and the subordinate loan combined is at least 1.30x.
With respect to Mortgage Loan No. 55, Peachtree Palisades West Office
Building, the borrower is permitted to obtain additional unsecured
financing upon satisfaction of certain conditions, including without
limitation: (i) the additional unsecured financing has a term of not more
than ten years with the same maturity date as the senior loan and is
interest-only during its term; (ii) the additional unsecured financing is
subject and subordinate to the senior loan; (iii) a default by the
borrower under the additional unsecured financing is a default under the
senior loan; and (iv) the subordinate lender is a member of the Adler
family.
With respect to Mortgage Loan Nos. 66-68, the Northpark Portfolio, the
borrower is permitted to obtain additional secured subordinate financing
up to $500,000 in the aggregate upon satisfaction of certain conditions,
including, without limitation: (i) at the senior lender's option, a
subordination and intercreditor agreement; (ii) the senior lender approves
the subordinate financing documents; and (iii) any default by borrower
under any document relating to the subordinate financing also constitutes
a default under the senior loan. The borrower has issued two notes to
Whitney National Bank in the approximate amount of $500,000, which
financings are secured by a subordinated lien on the
II-3
mortgaged property. The interest rates on the subordinated notes are 8.25%
and 7.75%, respectively, and the maturity dates are March 24, 2007 and
April 1, 2002, respectively.
With respect to Mortgage Loan No. 70, Providence Office Building, the
borrower is permitted to obtain additional secured subordinate financing
upon satisfaction of certain conditions, including without limitation: (i)
the debt service coverage ratio for both the senior loan and the
subordinate loan is at least 1.10x; (ii) the loan-to-value for both the
senior and subordinate loan combined does not exceed 85%; (iii) any
payments under the subordinate note are suspended if there is any default
under the senior loan; and (iv) the subordinate lender is a recognized
institutional lender.
With respect to Mortgage Loan No. 72, Bell Ranch Business Park, the
borrower is permitted to obtain additional secured subordinate financing
upon satisfaction of certain conditions, including without limitation: (i)
debt service coverage for both the senior loan and the subordinate loan is
not less than 1.30x; (ii) the loan-to-value ratio for the senior loan and
the subordinate loan combined does not exceed 75%; (iii) at the senior
lender's option, a subordination and intercreditor agreement; (iv) the
senior lender approves the subordinate financing documents; (v) any
default by the borrower under the subordinate financing constitutes a
default under the senior loan.
With respect to Mortgage Loan No. 79, Rockridge Market Hall, the borrower
is permitted to obtain additional secured subordinate financing from an
institutional lender upon satisfaction of certain conditions, including
without limitation: (i) the debt service coverage ratio for both the
senior loan and the subordinated loan is at least 1.25x; (ii) the
loan-to-value ratio for both the senior loan and the subordinate loan
combined does not exceed 80%; (iii) any payment under the subordinate note
is suspended if there is a monetary event of default under the senior
loan; and (iv) payment of all expenses incurred by the senior lender in
connection with the proposed subordinate financing and a processing fee of
$1,000.00.
With respect to Mortgage Loan No. 81, Federal Express Building, the
borrower is permitted to obtain additional unsecured financing upon
satisfaction of certain conditions, including without limitation: (i) the
holder of the unsecured financing is Romulus Associates, L.L.C. ("Junior
Lender") and (ii) the unsecured financing does not exceed $400,000. The
borrower may make regularly scheduled payments of principal and interest
on the unsecured financing before an event of default on the senior loan
as long as the schedule of payments in any period does not exceed
projected available cash flow after payment of installments of principal,
interest and escrows due under the senior loan for such period.
With respect to Mortgage Loan No. 82, Newmark Buildings VIII and IX, the
borrower has additional secured subordinate financing in the amount of
$1,200,000 made by Provident Bank. The interest rate for the subordinate
financing is the prime rate plus one percent (1%) and the maturity date is
May 1, 2006. No intercreditor agreement governing the relative rights of
the senior lender and the subordinate lender has been executed. No other
secured financing is permitted to be incurred by the borrower.
With respect to Mortgage Loan No. 111, Crystal Lite Manufacturing
Building, the borrower has additional secured subordinate financing in the
original amount of $750,000 made by Northwest Small Business Finance Corp.
A subordination agreement governing the relative rights of the senior
lender and subordinate lender has been executed. No other additional
secured financing is permitted to be incurred by the borrower.
II-4
MODIFICATIONS
With respect to Mortgage Loan Nos. 6 and 7, 1410, 1420 & 1430 State H'way
Route 206 ("Bedminster") and Metro Office Center III, the loan was funded
in two disbursements. For the Bedminster property, the initial
disbursement of $11,600,000 was made on December 29, 2000, and the second
disbursement, resulting in an aggregate loan amount of $15,430,000, was
made on June 5, 2001. For Metro Office Center III, the initial
disbursement of $5,700,000 and the second disbursement of $700,000 were
made on the same dates.
Mortgage Loan No. 69, Sorrento Square, was modified on March 15, 2001,
wherein: (i) an additional advance of $2,856,752.08 was made; (ii) the
monthly installment payment was increased to $46,525.52; (iii) the
maturity date was extended to April 10, 2011; and (iii) the interest rate
was reduced to 7.72%.
Mortgage Loan No. 79, Rockridge Market Hall, was modified on January 30,
1997, wherein: (i) an additional advance of $110,712.33 was made; (ii) the
monthly installment payment was increased to $53,842.79; (iii) the
maturity date was extended to February 1, 2012; and (iv) the interest rate
was reduced to 8.25%.
Mortgage Loan No. 56, Slater Nichols Industrial Park, was modified on
April 3, 2001, wherein (i) an additional advance of $214,548.45 was made;
(ii) the monthly installment amount was increased to $48,034.43; (iii) the
maturity date was extended to April 5, 2011; and (iv) the interest rate
was modified to be 7.50%.
4. Certain ratios including Cut-off Date balance/Unit or SF, DSCR, Implied
DSCR, Cut-off Date LTV and Balloon LTV are calculated on a combined basis
for Mortgage Loans that are secured by multiple properties and Mortgage
Loans that are cross-collateralized and cross-defaulted.
5. With respect to Mortgage Loan No. 6, 1410, 1420 & 1430 State H'way Route
206 ("Bedminster"), if the loan is not repaid on or prior to the maturity
date, the loan will be in default and the lender will have the right (i)
to declare all or any part of the debt immediately due and payable and to
exercise any of its remedies, or (ii) to extend the maturity of the loan
until the first anniversary of the maturity date. If the lender elects to
extend the maturity of the loan, (i) all revenues from the mortgaged
property thereafter will be deposited into a lockbox account and disbursed
in accordance with the lockbox agreement, (ii) the fixed interest rate
will be increased by three percent (3%), and (iii) the borrower will
thereafter make monthly installments through the extended maturity date to
be applied as follows: (A) first, to accrued interest on the principal at
the fixed interest rate; (B) second, to principal, with the difference
between the interest accruing on the principal at the fixed interest rate
and the interest accruing on the principal at the adjusted fixed interest
rate being added as of that date to the principal; and (C) third, to all
amounts payable under the lockbox agreement.
With respect to Mortgage Loan No. 7, Metro Office Center III, if the loan
is not repaid on or prior to the maturity date, the loan will be in
default and the lender will have the right (i) to declare all or any part
of the debt immediately due and payable and to exercise any of its
remedies, or (ii) to extend the maturity of the loan until the first
anniversary of the maturity date. If the lender elects to extend the
maturity of the loan, (i) all revenues from the mortgaged property
thereafter will be deposited into a lockbox account and disbursed in
accordance with the lockbox agreement, (ii) the fixed interest rate will
be increased by three percent (3%), and (iii) the borrower will thereafter
make monthly installments through the extended maturity date to be applied
as follows: (A) first, to accrued interest on the principal at the fixed
interest rate; (B) second, to principal, with the difference between the
interest accruing on the principal at the fixed interest rate and the
interest accruing on the principal at
II-5
the adjusted fixed interest rate being added as of that date to the
principal; and (C) third, to all amounts payable under the lockbox
agreement.
With respect to Mortgage Loan No. 9, Covina Town Square, if the loan is
not repaid on or prior to the maturity date, the loan will be in default
and the lender will have the right (i) to declare all or any part of the
debt immediately due and payable and to exercise any of its remedies, or
(ii) to extend the maturity of the loan until the first anniversary of the
maturity date. If the lender elects to extend the maturity of the loan,
(i) all revenues from the mortgaged property thereafter will be deposited
into a lockbox account and disbursed in accordance with the lockbox
agreement, (ii) the fixed interest rate will be increased by three percent
(3%), and (iii) the borrower will thereafter make monthly installments
through the extended maturity date to be applied as follows: (A) first, to
accrued interest on the principal at the fixed interest rate; (B) second,
to principal, with the difference between the interest accruing on the
principal at the fixed interest rate and the interest accruing on the
principal at the adjusted fixed interest rate being added as of that date
to the principal; and (C) third, to all amounts payable under the lockbox
agreement.
With respect to Mortgage Loan No. 13, Pacifica Court, if the loan is not
repaid on or prior to the maturity date, the loan will be in default and
the lender will have the right (i) to declare all or any part of the debt
immediately due and payable and to exercise any of the other remedies, or
(ii) to extend the maturity of the loan until the first anniversary of the
maturity date. If the lender elects to extend the maturity of the loan,
(i) all revenues from the mortgaged property thereafter will be deposited
into a lockbox account and disbursed in accordance with the lockbox
agreement, (ii) the fixed interest rate will be increased by three percent
(3%), and (iii) the borrower will thereafter make monthly installments
through the extended maturity date to be applied as follows: (A) first, to
accrued interest on the principal at the fixed interest rate; (B) second,
to principal, with the difference between the interest accruing on the
principal at the fixed interest rate and the interest accruing on the
principal at the adjusted fixed interest rate being added as of that date
to the principal; and (C) third, to all amounts payable under the lockbox
agreement.
6. The Amortization Term shown is the basis for determining the fixed monthly
principal and interest payment as set forth in the related note.
7. With respect to Mortgage Loan No. 9, Covina Town Square, the mortgaged
property is encumbered by both a fee and a leasehold interest. Please see
Appendix III for the description of the ownership interest structure.
8. Implied DSCR is based on an assumed constant of 9.0%, as defined herein.
9. The "Market Value" for the Mortgage Loans is derived either from an
updated appraisal report or calculated by applying a capitalization rate
from a recent third-party market study to the underwritten net operating
income of such mortgaged property or properties. The "Source of Value"
column indicates that the valuation is determined from an appraisal or a
third party market study.
With respect to Mortgage Loan Nos. 50 and 51, Southcreek Park Building I
and Southcreek Park Building II, the appraisal indicated one combined
value for the two mortgaged properties as represented by the value listed
for Mortgage Loan. No. 50 in the amount of $12,200,000.
10. In general for each mortgaged property, "Percent Leased" was determined
based on a rent roll provided by the related borrower. In certain cases,
"Percent Leased" was determined based on an
II-6
appraisal, executed lease, operating statement or occupancy report.
"Percent Leased as of Date" indicates the date as of which "Percent
Leased" was determined based on such information.
11. "Largest Tenant" refers to the tenant that represents the greatest
percentage of the total square footage at the mortgaged property, "Second
Largest Tenant" refers to the tenant that represents the second greatest
percentage of the total square footage and "Third Largest Tenant" refers
to the tenant that represents the third greatest percentage of the total
square footage at the mortgaged property. In certain cases, the data for
tenants occupying multiple spaces include square footage only from the
primary spaces sharing the same expiration date, and may not include minor
spaces with different expiration dates.
12. With respect to Mortgage Loans that have a Due Date (inclusive of any
grace periods) on or after the Determination Date, the master servicer is
required to make advances of scheduled loan payments to the extent such
payment is not received from the applicable borrower by the Determination
Date. Advances made in respect of the aforementioned loans, will not begin
to accrue interest until a date which is the later of the related Due Date
or the expiration of any applicable grace period.
13. "Seasoning" represents the number of payments elapsed from the "First
Payment Date (P&I)" to the Cut-off Date.
14. With respect to mortgaged properties with environmental site assessments
dated prior to April 1, 2000, the related seller has represented to the
Depositor that, subject to certain specified exceptions, no material
adverse environmental condition exists.
15. With respect to mortgaged properties with property inspection reports
dated prior to April 1, 2000, the related seller has represented to the
Depositor that, subject to certain specified exceptions, no material
adverse property condition exists.
16. The "Prepayment Code" includes the number of loan payments from the first
Due Date to the stated maturity. "Lockout Period" represents the period in
which the borrower is prohibited from prepaying the loan. "YM0.75"
represents the greater of yield maintenance or 0.75%. "YM1" represents the
greater of yield maintenance or 1%. "< YM3" represents the lesser of yield
maintenance or 3%. "< YM2" represents the lesser of yield maintenance or
2%. "< YM1" represents the lesser of yield maintenance or 1%. "YM"
represents yield maintenance. "YM+1" represents yield maintenance plus 1%.
"10%", "9%", "8%", "7%", "6%", "5%", "4%", "3%", "2%", and "1%" represent
the penalty percentages to be paid of the outstanding balance at the time
the loan is prepaid. "Open" represents the number of payments, including
the maturity date, at which principal prepayments are permitted without
payment of a prepayment premium. For each Mortgage Loan, the number set
forth under a category of "Prepayment Code" represents the number of
payments in the Original Term to Maturity for which such provision
applies.
With respect to Mortgage Loan No. 22, Union Square Shopping Center, the
borrower made two partial prepayments of $360,000 each in connection with
the lender's release and the borrower's subsequent sale of out lot 4 and
lot 2. Beginning on January 10, 2001, the monthly installments due under
the note were reduced to $105,746.01.
With respect to Mortgage Loan No. 108, La Palma Business Park, provided no
default or event of default exists, on the first day of each loan year,
the borrower may prepay a portion of the note in an amount not to exceed
$132,500 without premium.
II-7
17. Mortgage Loans with associated Yield Maintenance Charges are categorized
according to twenty-four unique Yield Maintenance Formulas. These are
represented by the Mortgage Loans, labeled as "A", "B", "C", "D", "E",
"F", "G", "H", "I", "J", "K", "L", "M", "N", "O", "P", "Q", "R", "S", "T",
"U", "V", "W" and "X". Summaries for the 24 formulas are listed beginning
on page II-9.
18. The "Administrative Cost Rate" indicated for each Mortgage Loan will be
the sum of the master servicing fee rate, primary servicing fee rate and
the trustee fee rate, and will be calculated based on the same interest
calculation methodology applicable to each Mortgage Loan.
II-8
YIELD MAINTENANCE FORMULAS
A - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the yield
on the publicly traded United States Treasury Security due on the stated
maturity (as such yield is reported in The Wall Street Journal or other similar
business publication of general circulation selected by lender if The Wall
Street Journal is no longer available or no longer publishes such information)
on a date on or closest in time prior to the date of prepayment plus 50 basis
points. If there is more than one Treasury Security due on the stated maturity,
or if there is no Treasury Security which is due on the stated maturity, the
applicable Treasury Security for the purposes of this paragraph shall be the one
selected by lender from those due on the stated maturity, or if there are none
due on the stated maturity, from those having a maturity closest in time prior
to and those having a maturity closest in time after the stated maturity.
B - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the sum
of (c) the annual yield on the publicly traded United States Treasury Security
due on the maturity date (as such yield is reported in The Wall Street Journal
or other similar business publication of general circulation selected by lender
if The Wall Street Journal is no longer available or no longer publishes such
information) as of the close of the business day prior to the date of prepayment
and (d) fifty (50) basis points. If there is more than one Treasury Security due
on the stated maturity, or if there is no Treasury Security which is due on the
stated maturity, the applicable Treasury Security for the purposes of this
paragraph shall be the one selected by lender from those due on the stated
maturity, or if there are none due on the stated maturity, from those having a
maturity closest in time prior to and those having a maturity closest in time
after the stated maturity.
C - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (i) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (ii) the
amount of principal then outstanding. The "Treasury Yield" shall equal the yield
on the U.S. Government general issue non-callable publicly traded Treasury
Security due on the stated maturity (as such yield is reported in The Wall
Street Journal or other similar business publication of general circulation
selected by lender if The Wall Street Journal is no longer available or no
longer publishes such information) on the date closest in time prior to the date
of prepayment plus fifty (50) basis points. If there is more than one Treasury
Security due on the stated maturity, or if there is no Treasury Security which
is due on the stated maturity, from those having a maturity closest in time
prior to and those having a maturity closest in time after the stated maturity.
D - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and
II-9
interest due at the stated maturity, calculated by discounting such payments on
a monthly basis at a rate equal to one-twelfth of the Treasury Yield (as defined
below) less (b) the amount of principal then outstanding. The "Treasury Yield"
shall equal the yield on the publicly traded United States Treasury Security due
on the stated maturity (as such yield is reported in The Wall Street Journal or
other similar business publication of general circulation selected by lender if
The Wall Street Journal is no longer available or no longer publishes such
information) on a date selected by lender during the first week ending not less
than two full weeks before the date of prepayment plus fifty (50) basis points.
If there is more than one Treasury Security due on the stated maturity, or if
there is no Treasury Security which is due on the stated maturity, the
applicable Treasury Security for the purposes of this paragraph shall be the one
selected by lender from those due on the stated maturity, or if there are none
due on the stated maturity, from those having a maturity closest in time prior
to and those having a maturity closest in time after the stated maturity.
E - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the yield
on the publicly traded United States Treasury Security due on the stated
maturity (as such yield is reported in The Wall Street Journal or other similar
business publication of general circulation selected by lender if The Wall
Street Journal is no longer available or no longer publishes such information)
on a date selected by lender during the first week ending not less than two full
weeks before the date of prepayment. If there is more than one Treasury Security
due on the stated maturity, or if there is no Treasury Security which is due on
the stated maturity, the applicable Treasury Security for the purposes of this
paragraph shall be the one selected by lender from those due on the stated
maturity, or if there are none due on the stated maturity, from those having a
maturity closest in time prior to and those having a maturity closest in time
after the stated maturity.
F - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to (a) the present value as of the date of
prepayment of all remaining scheduled payments of principal and/or interest,
including, without limitation, principal and interest due at the stated
maturity, calculated by discounting such payments on a monthly basis at a rate
equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the yield
on the publicly traded non-callable United States Treasury Security due on the
stated maturity (as such yield is reported in The Wall Street Journal or other
similar business publication of general circulation selected by lender if The
Wall Street Journal is no longer available or no longer publishes such
information) on the last business day prior to the date of prepayment. If there
is more than one Treasury Security due on the stated maturity, or if there is no
Treasury Security which is due on the stated maturity, the applicable Treasury
Security for the purposes of this paragraph shall be the one selected by lender
from those due on the stated maturity, or if there are none due on the stated
maturity, from those having a maturity closest in time prior to and those having
a maturity closest in time after the stated maturity.
G - The "Yield Maintenance Amount" shall mean:
the sum of the present values, discounted on a monthly basis at the Discount
Rate (as defined below), of each of the then remaining payments of principal and
interest (including, without limitation, the principal and interest payment due
on the maturity date) otherwise to be made pursuant to the Note. The "Discount
Rate" shall be the annual yield as of the close of the business day prior to the
date the prepayment is received by maker lender on the U.S. Government general
issue non-callable Treasury Security having a maturity date on or closest to the
maturity date of the loan (if there is more than one such Treasury Security,
holder shall select the applicable Treasury Security).
II-10
H - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the sum
of (x) the yield on the publicly traded, non-callable United States Treasury
Security due on the stated maturity (as such yield is reported in The Wall
Street Journal or other similar business publication of general circulation
selected by lender if The Wall Street Journal is no longer available or no
longer publishes such information) on a date selected by lender during the first
week ending not less than two full weeks before the date of prepayment and (y)
.50% (50/100%). If there is more than one Treasury Security due on the stated
maturity, or if there is no Treasury Security which is due on the stated
maturity, the applicable Treasury Security for the purposes of this paragraph
shall be the one selected by lender from those due on the stated maturity, or if
there are none due on the stated maturity, from those having a maturity closest
in time prior to and those having a maturity closest in time after the stated
maturity.
I - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the yield
on the publicly traded non-callable United States Treasury Security due on the
stated maturity (as such yield is reported in The Wall Street Journal or other
similar business publication of general circulation selected by lender if The
Wall Street Journal is no longer available or no longer publishes such
information) on the last business day prior to the date of prepayment. If there
is more than one Treasury Security due on the stated maturity, or if there is no
Treasury Security which is due on the stated maturity, the applicable Treasury
Security for the purposes of this paragraph shall be the one selected by lender
from those due on the stated maturity, or if there are none due on the stated
maturity, from those having a maturity closest in time prior to and those having
a maturity closest in time after the stated maturity.
J - The "Yield Maintenance Amount" shall mean:
the amount, not less than zero, equal to the sum of (a) the present value as of
the date of prepayment of all remaining scheduled payments of principal and/or
interest, including, without limitation, principal and interest due at the
stated maturity, calculated by discounting such payments on a monthly basis at a
rate equal to one-twelfth of the Treasury Yield (as defined below) less (b) the
amount of principal then outstanding. The "Treasury Yield" shall equal the yield
on the publicly traded non-callable United States Treasury Security due on the
stated maturity (as such yield is reported in The Wall Street Journal or other
similar business publication of general circulation selected by lender if The
Wall Street Journal is no longer available or no longer publishes such
information) on a date selected by lender during the first week ending not less
than two full weeks before the date of prepayment, plus one-half of one percent
(.50%), if the date of prepayment is before April 1, 2011. If the date of
prepayment is on or after April 1, 2011, there shall be no adjustment to said
yield. If there is more than one Treasury Security due on the stated maturity,
or if there is no Treasury Security which is due on the stated maturity, the
applicable Treasury Security for the purposes of this paragraph shall be the one
selected by lender from those due on the stated maturity, or if there are none
due on the stated maturity, from those having a maturity closest in time prior
to and those having a maturity closest in time after the stated maturity.
K - The "Yield Maintenance Amount" shall mean:
II-11
an amount equal to the present value (using a discount factor equal to the
interest rate on the Note) of a series of monthly payments payable from the date
of such prepayment to the maturity date of the Note. Each monthly payment is
equal to one-twelfth of the product of the annual yield differential multiplied
by the outstanding principal amount of the Note that would have been outstanding
on the date of each subsequent payment if the Note had not been prepaid. The
"annual yield differential" for purposes of this paragraph is the excess, if
any, of the interest rate on the Note over a rate which is fifty (50) basis
points above the interest rate on the U.S. Treasury Constant Maturity having the
closest matching maturity to the maturity date of the Note as reported in
Federal Reserve Statistical Release H.15 - Selected Interest Rates for the week
preceding such prepayment date.
L - The "Yield Maintenance Amount" is calculated as follows:
(a) first, the lender shall determine the annual percentage yield on U.S.
Treasury securities maturing at the end of the term of the loan (the
"Annual Treasury Instrument Yield"). The Annual Treasury Instrument Yield
shall be determined as of ten (10) business days before the effective date
of the prepayment. The lender shall base its determination of the Annual
Treasury Instrument Yield on the yield on U.S. Treasury instruments, as
published in The Wall Street Journal (or, if The Wall Street Journal is
not then being published or if no such reports are then being published in
The Wall Street Journal, as reported in another public source of
information nationally recognized for accuracy in the reporting of the
trading of governmental securities). If no such instruments mature on the
exact maturity date of the Note, the lender shall interpolate the Annual
Treasury Instrument Yield on a straight-line basis using the yield on the
instrument whose maturity date most closely precedes that of the Note, and
the yield on the instrument whose maturity date most closely succeeds that
of the Note.
(b) second, the lender shall determine the hypothetical monthly interest-only
payment (the "Monthly Reinvestment Payment"), based on a 360-day year and
30-day months, which would be payable on a promissory note having a
principal balance equal to the prepaid amount and bearing interest at a
rate (the "Reinvestment Rate") which, if converted to a "bond-equivalent"
rate, would equal the Annual Treasury Instrument Yield.
(c) third, the lender shall determine the hypothetical monthly interest-only
payment (based on a 360-day year and 30-day months) which would be payable
on a promissory note having a principal balance equal to the prepaid
amount and bearing interest at the mortgage rate (the "Monthly Coupon Rate
Payment").
(d) fourth, the lender shall determine the present value of a series of
monthly payments, each equal in amount to the amount by which the Monthly
Coupon Rate Payment exceeds the Monthly Reinvestment Payment received on
the first day of each calendar month from and including the first day of
the first full calendar month immediately following the effective date of
prepayment to and including the maturity date, using the Reinvestment Rate
as the discount rate.
(e) the present value of that series of payments is the "Yield Maintenance
Amount".
M - The "Yield Maintenance Amount" is:
the present value on the date of prepayment of the Monthly Interest Shortfall
for the remaining term of the loan.
The "Monthly Interest Shortfall" is the product of (i) the positive
difference, if any, of the Semi-Annual Equivalent Rate less the Treasury Yield,
divided by 12, times (ii) the outstanding principal balance of the loan on each
monthly payment date for each full and partial month remaining in the term.
The present value is then determined by discounting each Monthly Interest
Shortfall at the Treasury Yield divided by twelve.
II-12
The "Semi-Annual Equivalent Rate" is 7.515%.
The "Treasury Yield" will be determined by reference to the Federal
Reserve Statistical Release H.15 (519) of Selected Interest Rates (or any
similar successor publication of the Federal Reserve) for the first week ending
not less than two full weeks prior to the prepayment date. If the remaining term
is less than one year, the Treasury Yield will equal the yield for 1-year
Treasury Constant Maturities. If the remaining term is equal to one of the
maturities of the Treasury Constant Maturities (e.g., 1-year, 2-year, etc.),
then the Treasury Yield will equal the yield for the Treasury Constant Maturity
with a maturity equalling the remaining term. If the remaining term is longer
than one year, but does not equal one of the maturities of the Treasury Constant
Maturities, then the Treasury Yield will equal the yield for the Treasury
Constant Maturity closest to, but not exceeding, the remaining Term.
N - The "Yield Maintenance amount" shall mean:
an amount equal to the sum of (a) the present value of the scheduled monthly
payments due under the Note from the date of prepayment to the maturity date and
(b) the present value of the amount of principal and interest of the Note due on
the maturity date (assuming all scheduled monthly payments due prior to the
maturity date were made when due), minus (c) the outstanding principal balance
of the Note as of the date of prepayment. The present values described in (a)
and (b) shall be computed on a monthly basis as of the date of prepayment
discounted at the yield-to-maturity of the U.S. Treasury Note or Bond closest in
maturity to the maturity date of the Note as reported in the Wall Street Journal
(or, if the Wall Street Journal is no longer published, as reported in such
other daily financial publication of national circulation which shall be
designated by holder) on the fifth (5th) business day preceding the date of
prepayment plus seventy-five basis points, and in the case of a partial
prepayment of principal in connection with a permitted partial release, be
adjusted for the fact that only a portion of the unpaid principal balance of the
Note is being prepaid.
O - The "Yield Maintenance Amount" shall mean:
an amount equal to the sum of (a) the present value of the scheduled monthly
payments due under the Note from the date of prepayment to the maturity date and
(b) the present value of the amount of principal and interest of the Note due
under the Note on the maturity date (assuming all scheduled monthly payments due
prior to the maturity date were made when due), minus (c) the outstanding
principal balance of the Note as of the date of prepayment. The present values
described in (a) and (b) shall be computed on a monthly basis as of the date of
prepayment discounted at the yield-to-maturity of the U.S. Treasury Note or Bond
closest in maturity to the maturity date of the Note as reported in the Wall
Street Journal (or, if the Wall Street Journal is no longer published, as
reported in such other daily financial publication of national circulation which
shall be designated by holder) on the fifth (5th) business day preceding the
date of prepayment.
P - The "Yield Maintenance Amount" shall mean:
the sum of (a) the present value of the scheduled monthly payments from the date
of prepayment to the maturity date and (b) the present value of the amount of
principal and interest due on the maturity date (assuming all scheduled monthly
payments due prior to maturity were made when due); minus (c) the outstanding
principal balance as of the date of prepayment. The present values described in
(a) and (b) shall be computed on a monthly basis as of the date of prepayment
discounted at the rate of the U.S. Treasury Note or Bond closest in maturity to
the remaining term of the Note (as reported in the Wall Street Journal on the
fifth business day preceding the date of prepayment).
Q - The "Yield Maintenance Amount" shall mean:
the sum of (a) the present value of the scheduled monthly payments due under the
Note from the date of prepayment to the maturity date and (b) the present value
of the amount of principal and interest due under the Note on the maturity date
(assuming all scheduled monthly payments due prior to the maturity
II-13
date were made when due), minus (c) the unpaid principal balance of the Note as
of the date of prepayment. The present values described in clauses (a) and (b)
shall be computed on a monthly basis as of the date of prepayment discounted at
the rate of the U.S. Treasury Note or Bond closest in maturity to the maturity
date of the Note as reported in the Wall Street Journal (or, if the Wall Street
Journal is no longer published, as reported in such other daily financial
publication of national circulation which shall be designated by holder) on the
fifth (5th) business day preceding the date of prepayment.
R - The "Yield Maintenance Amount" shall mean:
the sum of (a) the present value of the scheduled monthly payments due under the
Note from the date of prepayment to the maturity date and (b) the present value
of the amount of principal and interest due under the Note on the maturity date
(assuming all scheduled monthly payments due prior to such date were made when
due), minus (c) the unpaid principal balance of the Note as of the date of
prepayment. The present values described in clauses (a) and (b) shall be
computed on a monthly basis as of the date of prepayment discounted at the rate
of the U.S. Treasury Note or Bond closest in maturity to the maturity date as
reported in the Wall Street Journal (or, if the Wall Street Journal is no longer
published, as reported in such other daily financial publication of national
circulation which shall be designated by holder) on the fifth (5th) business
day preceding the date of prepayment.
S - The "Yield Maintenance Amount" shall mean:
the present value discounted at the Treasury Rate (as hereinafter defined) of
the excess (if any) obtained by subtracting the effective annual compounded
yield (at the time of prepayment) of United States Treasury Issues (other than
so-called "flower bonds") with maturity dates that match, as closely as
possible, the maturity date of the loan (the "Treasury Rate") from the effective
annual compounded yield of the Note, multiplied by the outstanding principal
balance (at the time of prepayment) of the Note, multiplied by the number of
years (and any fraction thereof) remaining between the date of prepayment and
the maturity date of the loan (such amount shall be computed as if the amount
determined in accordance with this provision were paid in equal monthly
installments after the date of such prepayment through the maturity date of the
loan).
T - The "Yield Maintenance Amount" shall mean:
the present value discounted at the Treasury Rate (as hereinafter defined) of
the excess (if any) obtained by subtracting the effective annual compounded
yield (at the time of prepayment) of United States Treasury Issues (other than
so-called "flower bonds") with maturity dates that match, as closely as
possible, the maturity date of the loan plus 50 basis points (the "Treasury
Rate") from the effective annual compounded yield of the Note, multiplied by the
outstanding principal balance (at the time of prepayment) of the Note,
multiplied by the number of years (and any fraction thereof) remaining between
the date of prepayment and the maturity date (such amount shall be computed as
if the amount determined in accordance with this provision were paid in equal
monthly installments after the date of such prepayment through the maturity
date).
U - The "Yield Maintenance Amount" shall mean:
the amount by which the sum of the Discounted Values of the Note Payments,
calculated using the Discount Rate, exceeds the Prepayment Date Principal. In
order to calculate the foregoing, each remaining Note Payment will be discounted
and the resulting Discounted Values will be added together. For purposes of this
provision, the following definitions shall be applicable.
"Default Discount Rate" means the Discount Rate less 300 basis points.
"Discount Rate" means the yield on a U.S. Treasury issue selected by
lender, as published in The Wall Street Journal, two weeks prior to prepayment,
having a maturity date corresponding (or most
II-14
closely corresponding, if not identical) to the maturity date, and, if
applicable, a coupon rate corresponding (or most closely corresponding, if not
identical) to the mortgage rate.
"Discounted Value" means the Discounted Value of a Note Payment based on
the following formula:
NP
----------- = Discounted Value
(1+R/12)n,
Where NP = Amount of Note Payment
R = Discount Rate or Default Discount Rate, as the case may be.
n = The number of months between the date of prepayment and the scheduled
date of the Note Payment being discounted rounded to the nearest integer.
"Note Payments" means (i) the scheduled debt service payments for the
period from the date of prepayment through the maturity date and (ii) the
scheduled repayment of principal outstanding, if any, on the maturity date.
"Prepayment Date Principal" means the principal outstanding on the date of
prepayment.
V - The "Yield Maintenance Amount" shall mean:
the Aggregate Present Values of the Monthly Income Losses (as defined below) and
shall be calculated on the date ("Calculation Date") which is ten (10) business
days prior to the scheduled date of prepayment ("Prepayment Date"). For purposes
of this paragraph, the "Aggregate Present Values of the Monthly Income Losses"
shall be calculated as follows:
(a) subtract the Discount Rate (as defined below) from the applicable
interest rate to determine the "Rate Difference" (provided that the
Rate Difference shall in no event be less than zero). Then divide
the Rate Difference by twelve (12) to determine the "Monthly Rate
Difference";
(b) determine, as of the first day of each month during the Calculation
Period (as defined below), what the principal amount would have been
had the loan been paid pursuant to the regular installment terms of
the note based on the amortization schedule then in effect on the
loan (for each such month, the "Amortizing Monthly Balance");
(c) multiply the Monthly Rate Difference by the Amortizing Monthly
Balance of each month during the Calculation Period to determine the
"Gross Monthly Income Loss" applicable to each month;
(d) determine the present value of the Gross Monthly Income Loss for
each month by discounting the Gross Monthly Income Loss for each
month at the Monthly Discount Rate (as defined below); and
II-15
(e) add the present value of the Gross Monthly Income Loss for each
month during the Calculation Period to determine the Aggregate
Present Values of the Monthly Income Losses.
As used in this provision, the following definitions shall apply:
(i) the "Calculation Period" is the period from the Prepayment Date
through the maturity date; and
(ii) the "Discount Rate" shall be equal to the "ask yield" rate on the
U.S. Treasury note or bond (not including "inflation indexed"
issues) maturing closest in time to the maturity date as such "ask
yield" is reported in The Wall Street Journal, or similar
publication designated by lender, on the Calculation Date (and
provided if there is more than one such applicable issue reported,
lender shall select the one to be used for this purpose). If there
is more than one U.S. Treasury note as so reported, maturing closest
in time to the maturity date, lender shall determine, in its sole
discretion, which one shall be utilized as the "Discount Rate." The
Monthly Discount Rate" shall be equal to the Discount Rate divided
by twelve (12).
W - The "Yield Maintenance Amount" shall mean:
and shall be calculated on the date ("Calculation Date") which is ten (10)
business days prior to the scheduled date of prepayment ("Prepayment Date"). For
purposes of this provision, the "Aggregate Present Values of the Monthly Income
Losses" shall be calculated as follows:
(a) subtract the Discount Rate (as defined below) from the applicable
interest rate to determine the "Rate Difference" (provided that the
Rate Difference shall in no event be less than zero). Then divide
the Rate Difference by twelve (12) to determine the "Monthly Rate
Difference";
(b) determine, as of the first day of each month during the Calculation
Period (as defined below), what the principal amount would have been
had the loan been paid pursuant to the regular installment terms of
the note based on the amortization schedule then in effect on the
loan (for each such month, the "Amortizing Monthly Balance");
(c) multiply the Monthly Rate Difference by the Amortizing Monthly
Balance of each month during the Calculation Period to determine the
"Gross Monthly Income Loss" applicable to each month;
(d) determine the present value of the Gross Monthly Income Loss for
each month by discounting the Gross Monthly Income Loss for each
month at the Monthly Discount Rate (as defined below); and
(e) add the present value of the Gross Monthly Income Loss for each
month during the Calculation Period to determine the Aggregate
Present Values of the Monthly Income Losses.
As used in this provision, the following definitions shall apply:
II-16
(i) the "Calculation Period" is the period from the Prepayment Date
through the maturity date; and
(ii) the "Discount Rate" shall be equal to the current yield rate on the
U.S. Treasury note maturing closest in time to the maturity date as
such yield is reported in The Wall Street Journal, or similar
publication designated by lender, on the Calculation Date. If there
is more than one U.S. Treasury note as so reported, maturing closest
in time to the maturity date, lender shall determine in its sole
discretion, which one shall be utilized as the "Discount Rate."
X - The "Yield Maintenance Amount" shall mean:
an amount, calculated as of a date ("Calculation Date") which is ten (10)
business days prior to the scheduled date of prepayment ("Prepayment Date"),
equal to the sum of the present values, each as discounted at the Monthly
Discount Rate (as defined below), of the Monthly Income Loss (as defined below)
for each month between the Prepayment Date and the scheduled maturity date of
the note ("Maturity Date"). For purposes of this paragraph, the following
definitions shall apply:
(a) the "Monthly Income Loss" for each month between the Prepayment Date
and the Maturity Date shall be an amount determined by dividing by
twelve (12) the product of (i) the difference (which shall in no
event be less than zero) obtained by subtracting the Discount Rate
(as defined below) from the mortgage rate; times (ii) the then
unpaid principal balance of the note;
(b) the "Monthly Discount Rate" shall be equal to the Discount Rate
divided by twelve (12); and
(c) the "Discount Rate" shall be equal to the then yield to maturity of
the United States Treasury Note maturing closest in time to the
Maturity Date as such yield reported in The Wall Street Journal, or
similar publication, on the Calculation Date. If there is more than
one United States Treasury Note maturing closest in time to the
Maturity Date as so reported, the note having the current yield rate
which differs least from the interest rate applicable to the note
shall be used in the calculation.
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