SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 26,
1996
Midland Realty Acceptance Corp.
(Exact name of registrant as specified in its charter)
Missouri
(State or other jurisdiction of incorporation)
333-3885 43-1745475
(Commission File Number) (IRS Employer Identification No.)
210 West 10th Street, 6th Floor, Kansas City, Missouri 64105
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (816) 435-5000
Not applicable
(Former name or former address, if changed since last report)
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
Exhibit 99 Underwriter's Statement Relating to Midland Realty Acceptance Corp.,
Commercial Mortgage Pass-Through Certificates, Series 1996-C2,
together with Preliminary Structural Term Sheet and Preliminary
Collateral Term Sheet.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
MIDLAND REALTY ACCEPTANCE CORP., as
Registrant
Date: December 5, 1996 By: /s/ Clarence A. Krantz
Clarence A. Krantz, Executive Vice President
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
99 Underwriter's Statement Relating
to Midland Realty Acceptance,
Commercial Mortgage Pass-Through
Certificates, Series 1996-C2,
together with Preliminary Structural
Term Sheet and Preliminary
Collateral Term Sheet.
<TABLE>
<CAPTION>
$531,147,655
Midland Realty Acceptance Corp. (Depositor)
Midland Loan Services, L.P. (Master Servicer and Special Servicer)
Commercial Mortgage Pass-Through Certificates, Series 1996-C2
- -----------------------------------------------------------------------------
Scheduled
Rating by Initial Aggregate Weighted Principal Final
Fitch/ Certificate Balance Pass-Through Average Life Window Distribution
Class Moody's or Notional Amount % of Total Description Rate (years) (years) Date
- -------------------------------------------------------------------------------------------------------------------
Senior Certificates
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
A-1 AAA/Aaa $ % Fixed Rate %
- -------------------------------------------------------------------------------------------------------------------
A-2 AAA/Aaa $ % Fixed Rate %
- -------------------------------------------------------------------------------------------------------------------
A-3 AAA/Aaa $ % Fixed Rate %
- -------------------------------------------------------------------------------------------------------------------
Excess
A-EC AAA/Aaa N/A N/A Interest % N/A N/A
- -------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------------
Subordinate Certificates
- -------------------------------------------------------------------------------------------------------------------
[Variable
B AA/Aa2 $ % Rate] %
- -------------------------------------------------------------------------------------------------------------------
[Variable
C A/A2 $ % Rate] %
- -------------------------------------------------------------------------------------------------------------------
[Variable
D BBB/Baa2 $ % Rate] %
- --------------------------------------------------------------------------------------------------------------------
[Variable
E BBB-/Baa3 $ % Rate] %
- --------------------------------------------------------------------------------------------------------------------
[Variable
F BB/Ba2 $ % Rate] %
- --------------------------------------------------------------------------------------------------------------------
[Variable
G BB-/Ba3 $ % Rate] %
- --------------------------------------------------------------------------------------------------------------------
[Variable
H B/B2 $ % Rate] %
- --------------------------------------------------------------------------------------------------------------------
[Variable
J B-/B3 $ % Rate] %
- --------------------------------------------------------------------------------------------------------------------
Principal Only
K-1 Unrated $ % %
- --------------------------------------------------------------------------------------------------------------------
K-2 Unrated $ N/A Interest Only % N/A N/A
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
Pricing Date: Week of December 9, 1996
Closing Date: Week of December 16, 1996.
Collateral: 139 Loans
Weighted Average DSCR: 1.36x
Weighted Average LTV: 69.68%
Loan Sellers: Midland (59.4% of the Pool),
GACC (28.3% of the Pool),
Boston Capital Mortgage
Company (12.4% of the Pool)
Master and Special Servicer: Midland Loan Services, L.P.
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
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Draft Structural Term Sheet Deutsche Morgan Grenfell@
Underwriters: Deutsche Morgan Grenfell,
Prudential Securities
Incorporated, Llama Company, L.P.
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 2
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Draft Structural Term Sheet Deutsche Morgan Grenfell@
Credit Enhancement Structure
- ------------------------------------------------------------
Approximate Approximate
Percent Credit
of Support
Total
-----------------------------------
%
Class A-EC Class A-1 %
Ratings: (AAA/Aaa)
----------------------
% Class A-2 %
Ratings: (AAA/Aaa)
----------------------
Excess
% interest Class A-3 %
on Ratings: (AAA/Aaa)
class A-1
through
Class E
----------------------
% Class B %
Ratings: (AA/Aa2)
----------------------
Ratings:
% (AAA/Aaa) Class C %
Ratings: (A/A2)
----------------------
% Class D %
Ratings: (BBB/Baa2)
----------------------
% Class E %
Ratings: (BBB-/Baa3)
-----------------------------------
----------------------------------
% Class F Ratings: (BB/Ba2) %
----------------------------------
% Class G Ratings: (BB-/Ba3) %
----------------------------------
% Class H Ratings: (B/B2) %
----------------------------------
% Class J Ratings: (B-/B3) %
----------------------------------
-----------------------------------
% Class Class K-1
K-2 Principal only
Interest
only
Unrated Unrated
-----------------------------------
Classes A, B, C, D and E will
be SEC registered.
Classes A-EC, F, G, H, J, K-1
and K-2 will be offered
privately.
- ----------------------------------------------------------
Transaction Summary
Securities:
Senior The Class A-1, Class A-2, Class A-3
Certificates: and Class A-EC Certificates.
Subordinate The Class B, Class C, Class D, Class
Certificates: E, Class F, Class G, Class H, Class
J, Class K-1 and Class K-2 Certificates.
Distribution The 25th day of each month, or if the
Dates: 25th is not a Business Day, the
Business Day immediately following such day commencing in
January 1997.
Rated Final
Distribution As to each Class of Certificates,
Date: __________, 20__.
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 3
<PAGE>
Draft Structural Term Sheet Deutsche Morgan Grenfell@
Early The Trust Fund is subject to early
Termination: termination if less than 10% of the
Initial Pool Balance remains
outstanding.
Auction Call On or after the Distribution Date
Date: occurring in December 2007, the Trust
Fund is subject to early termination
pursuant to the auction procedures
described in the prospectus supplement.
Master and
Special Midland Loan Services, L.P.
Servicer:
Trustee: LaSalle National Bank.
Fiscal Agent: ABN-AMRO Bank N.V.
Federal Tax REMIC
Status:
ERISA: It is anticipated that the Senior
Certificates will qualify for an
exemption from the prohibited
transaction provisions of ERISA.
SMMEA: Not Eligible
Delivery: DTC
Structural
Summary:
Interest On each Distribution Date, each Class
Payments: of Regular Certificates (other than
the Class K-1 Certificates) generally
will be entitled to receive interest
distributions in an amount equal to the Class Interest
Distribution Amount for such Class and Distribution Date,
together with any unpaid Class Interest Shortfalls remaining
from prior Distribution Dates, in each case to the extent of
Available Funds remaining after payment to each outstanding
Class of Certificates bearing an earlier sequential Class
designation of (i) the Class Interest Distribution Amount
and any unpaid Class Interest Shortfall for such Classes,
(ii) the Pooled Principal Distribution Amount for such
Distribution Date for such Classes and (iii) payment of the
unreimbursed amount of Realized Losses previously allocated
to such Classes.
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 4
<PAGE>
Draft Structural Term Sheet Deutsche Morgan Grenfell@
Principal The Pooled Principal Distribution
Payments: Amount for each Distribution Date
will be distributed, first, to the Class A-1 Certificates,
until the Certificate Balance thereof has been reduced to
zero and thereafter, sequentially to each other Class of
Regular Certificates (other than the Class A-EC and Class
K-2 Certificates), until its Certificate Balance is reduced
to zero, in each case, to the extent of Available Funds
remaining after (i) payment to each outstanding Class of
Certificates having an earlier sequential Class designation
of the Class Interest Distribution Amount, any unpaid Class
Interest Shortfalls remaining from prior Distribution Dates
and the Pooled Principal Distribution Amount for each such
Class of Certificates and the unreimbursed amount of
Realized Losses previously allocated to each such Class of
Certificates and (ii) payment of the Class Interest
Distribution Amount and any unpaid Class Interest Shortfalls
remaining from prior Distribution Dates to such Class (or,
with respect to the Class K-1 Certificates, to the Class K-2
Certificates) and to any other outstanding Class that is
pari passu with such Class.
Credit The Class A-1, Class A-2, Class A-3
Enhancement: and Class A-EC Certificates are
credit enhanced by the Classes of Subordinate Certificates,
which consist of the Class B, Class C, Class D, Class E,
Class F, Class G, Class H, Class J, Class K-1 and Class K-2
Certificates. Each other Class of Regular Certificates will
likewise be protected by the subordination offered by the
other Classes of Certificates that bear a later sequential
designation.
Realized Losses of principal and interest from any Mortgage
Loan and certain other losses experienced by the Trust Fund
will generally be allocated to the Classes of Regular
Certificates (other than the Class A-EC and Class K-2
Certificates) in reverse sequential order starting with the
Class K-1 Certificates will reduce the Class K-2 Notional
Balance. Realized Losses allocated to the Class A-1, Class
A-2, Class A-3, Class B, Class C, Class D or Class E
Certificates will reduce the Class A-EC Notional Balance.
Advances: Subject to the limitations described
in the prospectus supplement, the
Master Servicer is required to make
advances (each such amount, a "P&I
Advance") in respect of delinquent
Monthly Payments (but not Balloon
Payments) on the Mortgage Loans. If
the Master Servicer fails to make an
Advance required to be made, the
Trustee shall then be required to
make such Advance. If both the
Master Servicer and the Trustee fail
to make such Advance, the Fiscal
Agent shall be required to make such
Advance.
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 5
<PAGE>
Draft Structural Term Sheet Deutsche Morgan Grenfell@
<TABLE>
<CAPTION>
Prepayment Lockout/Premium Analysis <F1>
Percentage of Mortgage Pool by Prepayment
Restriction Assuming No Prepayments
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
Prepayment
Restrictions
Lockout.................................
.......
Greater of Yield
Maintenance or
Percentage Premium of:
5.00% or
greater..........................
4.00% to
4.99%...........................
3.00% to
3.99%...........................
2.00% to
2.99%...........................
1.00% to
1.99%...........................
0.00% to
0.99%...........................
Total of Yield
Maintenance..........
Total of Yield
Maintenance
and
Lockout.................................
Percentage Premium:
5.00% or
greater..........................
4.00% to
4.99%...........................
<FN>
<F1> This table sets forth an analysis of the percentage of the declining
balance of the Mortgage Pool that, on December 1, in each of the years
indicated, will be within a Lockout Period or in which Principal
Prepayments must be accompanied by the indicated Prepayment Premium or
yield maintenance charge.
</FN>
</TABLE>
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 6
<PAGE>
Draft Structural Term Sheet Deutsche Morgan Grenfell@
[Restubbed Table from above]
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
3.00% to
3.99%...........................
2.00% to
2.99%...........................
1.00% to
1.99%...........................
Total with
Percentage Premium
Open.....................................
.......
Total.....................................
.......
% of Initial Pool
# Balance <F2>.....
- ------------------
<FN>
<F2> Represents the approximate percentage of the Initial Pool Balance that
will remain outstanding at the indicated date based upon the
assumptions used in preparing this table.
</FN>
</TABLE>
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 7
<PAGE>
Draft Structural Term Sheet Deutsche Morgan Grenfell@
Collateral
Overview:
Loan Details: All weighted average information
regarding the Mortgage Loans reflects
weighting of the Mortgage Loans by
their Cut-off Date Principal Balances.
Characteristics
Aggregate Cut-off Date Principal Balance: $531,176,571
Number of Mortgage Loans: 139
Weighted Average Mortgage Rate: 8.74%
Weighted Average Remaining Term to Maturity: 118 months
Weighted Average DSCR (1): 1.36x
Average Mortgage Loan Balance $3,821,414
Balloon Mortgage Loans: 97.5%
Cut-off Date Principal Balances
% by Cut-off Number
Cut-off Date Principal Date Principal of
Balance Balance Mortgage Loans
$ 500,000 - $ 999,999 2.9% 18
$ 1,000,000 - $ 1,999,999 11.9% 43
$ 2,000,000 - $ 2,999,999 8.4% 18
$ 3,000,000 - $ 3,999,999 8.2% 13
$ 4,000,000 - $ 4,999,999 10.2% 12
$ 5,000,000 - $ 6,999,999 3.6% 3
$ 7,000,000 - $ 7,999,999 12.9% 9
$ 8,000,000 - $ 8,999,999 6.5% 4
$ 9,000,000 - $ 9,999,999 3.5% 2
$10,000,000 - $10,999,999 7.8% 4
$11,000,000 - $11,999,999 2.2% 1
$12,000,000 - $12,999,999 2.3% 1
$16,000,000 - $16,999,999 3.2% 1
$17,000,000 - $17,999,999 3.3% 1
$27,000,000 - $27,999,999 5.1% 1
---- -
Total 100% 139
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 8
<PAGE>
Geographical Distribution
% by Cut-off Number
Date Principal of
Jurisdiction Balance Mortgage Loans
- ------------ --------------------- --------------
Texas 16.5% 31
California 14.7% 15
Florida 9.6% 14
Colorado 6.8% 5
Michigan 5.8% 9
New York 5.2% 5
Maryland 5.1% 6
Other (1) 36.3% 54
----- --
Total 100.0% 139
- ----------------
(1) No other jurisdiction has Mortgage Loans aggregating more than 4.4% of the
Initial Pool Balance.
Debt Service Coverage Ratios (1)
Range of Debt % by Cut-off Number
Service Date Principal of
Coverage Ratios Balance Mortgage Loans
- ------------------ --------------------- --------------
1.15-1.19 0.9% 2
1.20-1.24 6.2% 9
1.25.-1.29 21.4% 28
1.30-1.34 21.5% 31
1.35-1.39 30.3% 34
1.40-1.44 8.6% 11
1.45-1.49 3.8% 6
1.50-1.54 1.6% 4
1.55-1.59 2.1% 8
1.60-1.64 1.9% 4
2.45-2.49 1.5% 1
2.70-2.74 0.1% 1
---- -
Total 100% 139
Weighted Average DSCR 1.36x
(1) Calculated based on the ratio of Underwritten cash flow to Annual Debt
service.
Loan to Value Ratios
% by Cut-off Number
Range of Loan Date Principal of
to Value Ratios Balance Mortgage Loans
- ---------------- --------------------- --------------
30.0% to less 1.1% 2
than 35.0%
35.0% to less 0.4% 2
than 40.0%
40.0% to less 2.2% 4
than 45.0%
50.0% to less 1.5% 3
than 55.0%
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 9
<PAGE>
55.0% to less 9.3% 17
than 60.0%
60.0% to less 8.9% 14
than 65.0%
65.0% to less 18.8% 34
than 70.0%
70.0% to less 35.2% 45
than 75.0%
75.0% to less 19.1% 14
than 80.0%
80.0% to less 2.0% 3
than 85.0%
85.0% to less 1.7% 1
than 90.0%
Total 100% 139
---- ---
Weighted Average LTV 69.24%
Property Types
% by Cut-off Number
Date Principal of
Property Types Balance Mortgage Loans
- -------------- --------------------- --------------
Congregate Care 0.8% 1
Hotel 1.5% 1
Industrial 0.6% 1
Industrial/Warehouse 4.2% 8
Mini Warehouse 0.2% 1
Mixed Use 3.2% 1
Mobile Home 0.6% 2
Park
Multifamily 38.1% 59
Office 12.8% 17
Office/R&D 2.8% 2
Office/Retail 3.0% 3
Office/Warehouse 0.8% 3
Retail, 9.2% 9
Anchored
Retail, 3.1% 3
Factory Outlet
Retail, Single 9.2% 14
Tenant
Retail, Unanchored 9.2% 14
---- --
Total 100% 139
Maturity Years
% by Cut-off Number
Date Principal of
Year Balance Mortgage Loans
- ---- --------------------- --------------
2001 2.4% 2
2002 2.2% 2
2003 13.3% 11
2004 0.4% 1
2005 3.2% 3
2006 57.1% 83
2007 1.1% 2
2008 13.2% 21
2010 0.3% 1
2011 5.9% 11
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 10
<PAGE>
2016 0.2% 1
2021 0.7% 1
---- -
Total 100% 139
Delinquency Status as of November 1, 1996
% by Cut-off
Date Principal
Status Balance
No Delinquencies 100%
This Structural Term Sheet, Collateral Term Sheet, or Computational Materials,
as appropriate (the "material"), is privileged and confidential, is intended for
use by the addressee only, and may not be provided to any third party other than
the addressee's legal, tax, financial and/or accounting advisors for the
purposes of evaluating such material. Prospective investors are advised to read
carefully, and should rely solely on, the final prospectus and prospectus
supplement (the "Final Prospectus") related to the Offered Certificates referred
to herein (the "Offered Certificates") in making their investment decisions. The
material does not include all relevant information relating to the Offered
Certificates described herein, particularly with respect to the risk and special
considerations associated with an investment in the Offered Certificates. All
information contained herein is preliminary and it is anticipated that such
information will change. Any information contained herein will be more fully
described in and will be fully superseded by the preliminary prospectus
supplement and final Prospectus. Although the information contained in the
material is based on sources the Underwriters believe to be reliable, the
Underwriters make no representation or warranty that such information is
accurate or complete. Such information should not be viewed as projections,
forecasts, predictions, or opinions with respect to value. Prior to making any
investment decision, a prospective investor shall receive and fully review the
Final Prospectus. NOTHING HEREIN SHOULD BE CONSIDERED AN OFFER TO SELL OR
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.
12/5/96 Page 11
<PAGE>
