SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report: February 22, 1999
(Date of earliest event reported)
Imperial Credit Commercial Mortgage Acceptance Corp.
(Exact name of registrant as specified in its charter)
California 333-61305 95-4649530
- ---------------------- ---------------------------------------------------------
(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
11601 Wilshire Boulevard, No. 2080 Los Angeles, CA 90025
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(310) 231-1280
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
<PAGE>
ITEM 5. OTHER EVENTS.
Attached as an exhibit is a Collateral and Structural Term Sheet (as
defined in the no-action letter dated May 20, 1994 issued by the Securities and
Exchange Commission to Kidder, Peabody Acceptance Corporation-I, Kidder, Peabody
& Co. Incorporated and Kidder Structured Asset Corporation (the "Kidder Letter")
as modified by a no-action letter (the "First PSA No-Action Letter") issued by
the staff of the Commission on May 27, 1994 to the Public Securities Association
(the "PSA") and as further modified by a no-action letter (the "Second PSA
No-Action Letter") issued by the staff of the Commission on March 9, 1995 to the
PSA) furnished to the Registrant by J.P. Morgan Securities Inc. and Prudential
Securities Incorporated (the "Underwriters") in respect of the proposed offering
of ICCMAC Multifamily and Commercial Trust 1999-1 Collateralized Mortgage Bonds,
Series 1999-1 (the "Bonds").
The Bonds will be offered pursuant to a Prospectus and related
Prospectus Supplement (together, the "Prospectus"), which will be filed with the
Commission pursuant to Rule 424 under the Securities Act of 1933, as amended
(the "Act"). The Bonds will be registered pursuant to the Act under the
Registrant's Registration Statement on Form S-3 (No. 333-61305) (the
"Registration Statement"). The Registrant hereby incorporates the Collateral and
Structural Term Sheet by reference in the Registration Statement.
The Collateral and Structural Term Sheet was prepared solely by the
Underwriters, and the Registrant did not prepare or participate in the
preparation of the Collateral and Structural Term Sheet.
Any statement or information contained in the Collateral and Structural
Term Sheet shall be deemed to be modified or superseded for purposes of the
Prospectus and the Registration Statement by statements or information contained
in the Prospectus.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Exhibit 99.1 Collateral and Structural Term Sheet
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on behalf of the
Registrant by the undersigned hereunto duly authorized.
IMPERIAL CREDIT COMMERCIAL
MORTGAGE ACCEPTANCE CORP.
By: /s/ Mark Karlan
--------------------------
Name: Mark Karlan
Title: President
Date: February 23, 1999
<PAGE>
Exhibit Index
Exhibit No. Description Paper (P) or
Electronic (E)
99.1 Collateral and Structural Term Sheet E
ICCMAC Multifamily and Commercial Trust 1999-1
Collateralized Mortgage Bonds
$ 257,285,000
Additional information is available upon request. Information herein is believed
to be reliable but J.P. Morgan and Prudential Securities Inc. do not warrant its
completeness or accuracy. This information is furnished to you solely by J.P.
Morgan and Prudential Securities Inc. and not by Imperial Credit Commercial
Mortgage Investment Corp. or any of its affiliates. These materials are subject
to change from time to time without notice. Past performance is not indicative
of future results. Any description of the mortgage loans contained herein
supersedes any previous collateral information and will be superseded by the
final prospectus relating to the securities. These materials are not intended as
an offer or solicitation with respect to the purchase or sale of any security,
and have been provided to you for informational purposes only and may not be
relied upon by you in evaluating the merits of investing in the securities. Any
investment decision with respect to the securities should be made by you based
solely upon the information contained in the final prospectus relating to the
securities. No assurance or representation can be made as to the actual rate or
timing of principal payments or prepayments on any of the mortgage loans or the
performance characteristics of the securities. This information was prepared in
reliance on information regarding the mortgage loans furnished by the seller of
the mortgage loans. J.P. Morgan and/or its affiliates and employees may hold a
position or act as market maker in the financial instruments of any issuer
discussed herein or act as underwriter, placement agent, advisor or lender to
such issuer. J.P. Morgan Securities Inc. is a member of SIPC. Copyright 1999
J.P. Morgan & Co. Incorporated. Clients should contact analysts at and execute
transactions through a J.P. Morgan entity in their home jurisdiction unless
governing law permits otherwise.
J.P. MORGAN & CO.
PRUDENTIAL SECURITIES INCORPORATED
IMPERIAL CAPITAL, LLC
<PAGE>
ICCMAC MULTIFAMILY AND COMMERCIAL TRUST 1999-1
COLLATERALIZED MORTGAGE BONDS
$ 257,285,000
J.P. MORGAN: Brian Baker (trading) (212) 648-1413
Andy Taylor (trading) (212) 648-1413
Thomas Doherty (structuring) (212) 648-1413
Patrick Corcoran (research) (212) 648-6130
Michael Glover (product manager) (212) 648-0258
PRUDENTIAL SECURITIES: John Mulligan (trading) (212) 778-4365
Jake Kaercher (trading) (212) 778-4365
IMPERIAL CAPITAL: Samir Noriega (trading) (212) 490-6430
<PAGE>
ICCMAC MULTIFAMILY AND COMMERCIAL TRUST 1999-1
COLLATERALIZED MORTGAGE BONDS
$ 257,285,000
TRANSACTION OVERVIEW
<TABLE>
<CAPTION>
RATING CURRENT LOAN AVG. PRINCIPAL
(S&P/ SIZE % OF CREDIT TO LIFE WINDOW PRICE ERISA(5)/
CLASS DCR) ($)(1) TOTAL SUPPORT VALUE(2) (YRS.)(3) (MONTHS)(3) COUPON DESCRIPTION(4) PRICE($) TALK SMMEA
- ------ ------------ --------------- -------- -------- --------- ------- ------------ -------------------- -------- ------ ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
A-1 AAA/AAA 100,000,000 34.2% 33.0% 41.2% 0.97 1 - 24 1 month LIBOR + __% 100-0 Yes/Yes
A-2 AAA/AAA 95,890,000 67.0 33.0 41.2 3.44 24 - 63 1 month LIBOR + __% 100-0 Yes/Yes
S AAAr/AAA (6) (6) Yes/Yes
A-3 AAA/AA 17,542,000 73.0 27.0 44.8 5.64 63 - 73 1 month LIBOR + __% 100-0 Yes/Yes
B AA/A 11,694,000 77.0 23.0 47.3 6.44 73 - 82 1 month LIBOR + __% 100-0 Yes/Yes
C A/NR 14,618,000 82.0 18.0 50.4 7.35 82 - 95 1 month LIBOR + __% 100-0 Yes/No
D BBB/NR 13,156,000 86.5 13.5 53.1 8.48 95 - 107 1 month LIBOR + __% 100-0 Yes/No
E BBB-/NR 4,385,000 88.0 12.0 54.1 9.03 107 - 110 1 month LIBOR + __% 100-0 Yes/No
RETAINED CLASSES(7) 35,089,478(8) 12.0
Total $ 292,374,478 100% 64.38%(9)
- ------ ------------ --------------- -------- -------- --------- ------- --------
</TABLE>
(1) Approximate, subject to change
(2) The sum of the principal balance of each bond and the bonds senior to it,
other than Class S, divided by the aggregate appraised value of the
properties collateralizing the mortgage loan pool
(3) Assumes a prepayment rate of 18% CPR, call not exercised, mortgage loan
lockouts excluded, and based on a closing date of February 25, 1999
(4) Subject to the available funds cap and a maximum coupon of 14.0%
(5) ERISA eligibility is subject to certain limitations described in the
prospectus supplement under "Certain ERISA Considerations"
(6) The Class S bonds will not accrue interest. The Class S bonds will be
entitled to receive scheduled monthly payments in the amounts set forth on
Annex B in the prospectus supplement, subject to certain limitations
described in the prospectus supplement
(7) Includes Classes F, G, H, X and the overcollateralization amount (Owner's
Certificate). The Class X bonds will not accrue interest. The Class X bonds
will be entitled to receive the scheduled monthly payments in the amounts
set forth in Annex C in the prospectus supplement, subject to certain
limitations described in the prospectus supplement
(8) Total for Classes F, G, H and the overcollateralization amount (Owner's
Certificate)
(9) Weighted average from collateral
MORTGAGE POOL CHARACTERISTICS
The mortgage pool consists of 803 adjustable and fixed rate mortgage loans
secured by one or more first liens on fee simple interests and for three
instances leasehold interests in multifamily, retail, office and other
commercial properties located in 29 states. The three largest geographic
concentrations are Southern California (45.3%), Northern California (10.9%) and
Oregon (8.3%). The mortgage loans will have an initial pool balance of
$292,374,478 and individual principal balances as of the Cut-off-Date of at
least $10,175 but not more than $2,879,410 with an average principal balance of
approximately $364,103. The mortgage pool has a weighted average loan-to-value
of 64.38% and a weighted average debt service coverage ratio of 1.524x. The
mortgage pool is comprised of 67.4% ARMs and 32.6% fixed rate mortgages.
MORTGAGE LOAN ORIGINATORS
SOUTHERN PACIFIC BANK is a California licensed industrial loan company and
wholly owned subsidiary of Imperial Credit Industries, Inc. and an affiliate of
ICCMAC and ICCMIC. Southern Pacific Bank was incorporated in California in 1981.
Southern Pacific Bank originates mortgage loans secured by multifamily
residences and commercial properties located primarily in California, Colorado,
Oregon, Washington and other areas in the United States, through its regional
offices located in various states. Southern Pacific Bank also acquires mortgage
loans through approved mortgage brokers and other financial institutions in
accordance with the underwriting standards applicable to loans originated by it.
Southern Pacific Bank originated 99.3% and acquired 0.7% of the loans in the
mortgage pool. There is no direct relationship between Southern Pacific Bank and
Southern Pacific Funding Corporation.
DEAL SUMMARY
LEAD MANAGER: J.P. Morgan & Co.
CO- MANAGERS: Prudential Securities Incorporated
Imperial Capital, LLC
PRICING SPEED: 18% CPR
DEPOSITOR: Imperial Credit Commercial Mortgage Acceptance
Corp., a California corporation.
SELLER: Imperial Credit Commercial Mortgage Investment
Corp., a mortgage REIT, is a Maryland corporation
and the corporate parent of the Depositor.
MORTGAGE LOAN ORIGINATOR: The mortgage loans were either originated (99.3%)
or acquired (0.7%) by Southern Pacific Bank
MASTER SERVICER: Banc One Mortgage Capital Markets, LLC
SPECIAL SERVICER: Banc One Mortgage Capital Markets, LLC
TRUSTEE: LaSalle National Bank
TRUSTEE WEBSITE: www.lnbabs.com
RATING AGENCIES: Duff & Phelps
Standard & Poor's
--------------------------------
LEGAL STATUS: Public Offering
CUT-OFF DATE: February 1, 1999
SETTLEMENT DATE: On or about March 10, 1999
DELIVERY: DTC, Cedelbank, and Euroclear
FINAL DISTRIBUTION DATE: June 1, 2030
MONTHLY DISTRIBUTION DATE: 25th day of each month or, if any such 25th day in
not a business day, then the next succeeding
business day
PAYMENT COMMENCING DATE: March 25, 1999, 0 day delay
OPTIONAL REDEMPTION: 15% of original pool balance
DEAL INFORMATION / ANALYTICS: Bloomberg, Intex, Charter Research, and The Trepp
Group
SMMEA ELIGIBLE: Classes A-1, A-2, S, A-3, and B
ERISA ELIGIBLE: Classes A-1, A-2, S, A-3, B, C, D, and E (see
footnote 5 of "Transaction Overview")
TAX ELECTION: Debt for tax purposes
<PAGE>
STRUCTURAL OVERVIEW
o Interest payments, or in the case of Class S, distributable amounts, will be
pro rata to Classes A-1, A-2 and S; and then interest will be paid
sequentially to Classes A-3, B, C, D, X, E, F and G Bonds
o Class S distributable amount is equal to the lesser of (a) the amount
corresponding to the Class S scheduled payment and the (b) excess of the
available interest payment amount for such payment date, over the accrued
bond interest payable to Classes A-1, A-2, A-3, B, C, D, and E
o Principal payments, or in the case of Class X, distributable amounts, will be
paid sequentially to Classes A-1, A-2, A-3, B, C, X, D, E, F and G Bonds,
until each class is retired
o Losses will first be born by the overcollaterization amount and then the
Classes in reverse alphabetical order, from Class H up to Class A3 and then
pro-rata to Classes A-1 and A-2
o If the principal balance of the mortgage pool is less than or equal to the
aggregate bond balance of Classes A-1 and A-2 bonds the principal will be
allocated pro rata to Classes A-1 and A-2
o The Class S distributable amount will have the same priority as interest on
Classes A-1 and A-2
o All Classes offered (except Class S) will pay interest at a fixed spread to
LIBOR on actual/360 basis subject to the available funds cap with a maximum
coupon of 14.0%. The Class S scheduled payments are subject to funds
available as described in the prospectus supplement. Any shortfall in payment
of the scheduled amount will be paid immediately after Class E receives its
interest and principal
o Class S scheduled payments are: MONTHS PAYMENT AMOUNT ($)
----------------------------------
1 to 6 400,000
7 to 12 210,000
13 to 18 345,000
19 to 24 255,000
25 to 30 190,000
31 to 36 155,000
37 to 42 135,000
43 to 48 125,000
49 to 54 115,000
55 to 60 95,000
o Any shortfall relating to the available funds cap will be made up in future
periods, but will be payable after the payment of all amounts due on the
Classes A-1, A-2, A-3, S, B, C, D, X, and E bonds in that period
o The typical prepayment term for the fixed rate loans is a "5-4-3-2-1"
structure. The typical prepayments terms for the ARMs are:
- 1) if the mortgagor prepays the principal balance in excess of 20%
of the original principal during any 12 month period then 6 months
interest at the mortgage interest rate on the amount of prepayment in
excess of 20% is due as a prepayment premium;
- 2) if the mortgagor prepays the principal balance in excess of 5%
of the original principal during any 12 month period then 6 months
interest at the mortgage interest rate on the amount of prepayment in
excess of 5% is due as a prepayment premium
o Prepayment premiums collected on mortgage loans will not be passed through to
the offered bonds
<PAGE>
AVERAGE LIFE SENSITIVITIES
PREPAYMENT SPEEDS(1) (CPR)
<TABLE>
<CAPTION>
12% 18% 24% 30%
AVERAGE PRINCIPAL AVERAGE PRINCIPAL AVERAGE PRINCIPAL AVERAGE PRINCIPAL
LIFE WINDOW LIFE WINDOW LIFE WINDOW LIFE WINDOW
CLASS (YRS.) (MOS.) (YRS.) (MOS.) (YRS.) (MOS.) (YRS.) (MOS.)
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
A-1 1.4 1 - 36 1.0 1 - 24 0.7 1- 18 0.6 1 - 14
A-2 5.1 36 - 91 3.4 24 - 63 2.6 18 - 47 2.0 14 - 36
A-3 8.2 91 - 105 5.6 63 - 73 4.2 47 - 55 3.3 36 - 43
B 9.0 105 - 109 6.4 73 - 82 4.8 55 - 61 3.8 43 - 48
C 9.2 109 - 112 7.3 82 - 95 5.5 61 - 71 4.3 48 - 56
D 10.0 112 - 132 8.5 95 - 107 6.4 71 - 82 5.0 56 - 65
E 11.3 132 - 141 9.0 107 - 110 7.1 82 - 87 5.6 65 - 69
</TABLE>
(1) Call not exercised, excludes mortgage loan lockouts, and based on a closing
date of February 25, 1999
CLASS S YIELD PROFILE
PREPAYMENT SPEEDS(1) (CPR)
AMOUNT
INVESTED 12% 18% 24% 30%
- --------------------------------------------------------------------------------
$10,650,000 7.166% 7.166% 7.166% 7.166%
(1) Call not exercised, excludes mortgage loan lockouts, and based on a closing
date of February 25, 1999
COLLATERAL CHARACTERISTICS
INITIAL POOL BALANCE: $292,374,478
NUMBER OF LOANS: 803
ARMS 554 (67.4% of total)
FIXED RATE 249 (32.6% of total)
AVERAGE LOAN BALANCE: $364,103
W.A. MORTGAGE RATE: 9.144%
W.A. REMAINING TERM: 252 months
W.A. CUT-OFF DATE DSCR: 1.524x
W.A. CUT-OFF DATE LTV: 64.38%
W.A. SEASONING: 16 months
<PAGE>
COLLATERAL SUMMARY
In the following tables, Principal Balance refers to Aggregate Cut-Off Date
Principal Balance.
PROPERTY TYPES
PROPERTY TYPE # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
Multifamily 556 181,036,284 61.9
Retail 89 40,855,763 14.0
Office 58 25,018,121 8.6
Mixed Commercial 25 15,917,302 5.4
Mixed Use 46 15,253,928 5.2
Mobile Home Park 8 6,226,043 2.1
Industrial 16 4,844,826 1.7
Lodging 1 2,033,589 0.7
Warehouse 2 633,388 0.2
Storage 1 295,339 0.1
Retail / Warehouse 1 259,895 0.1
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
PRINCIPAL BALANCE BY STATE
STATE # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
CA-South 409 132,322,446 45.3
CA-North 72 31,879,954 10.9
OR 55 24,125,329 8.3
AZ 59 22,247,652 7.6
WA 38 21,585,506 7.4
CO 54 17,053,323 5.8
TX 26 11,522,878 3.9
FL 21 5,928,705 2.0
NY 8 5,172,223 1.8
NJ 11 3,616,589 1.2
GA 5 2,201,965 0.8
NV 8 2,097,295 0.7
NM 2 2,048,324 0.7
MA 4 1,586,933 0.5
UT 4 1,531,623 0.5
CT 3 1,464,430 0.5
MD 1 921,802 0.3
IL 5 720,292 0.2
RI 2 544,210 0.2
NH 1 524,683 0.2
OK 1 503,171 0.2
ME 3 483,155 0.2
PA 1 475,404 0.2
NE 1 394,940 0.1
WI 2 285,711 0.1
WY 1 274,681 0.1
OH 2 268,110 0.1
MI 2 247,407 0.1
VA 1 207,799 0.1
ID 1 137,939 0.0
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
CUT-OFF DATE DEBT SERVICE COVERAGE RATIOS(1)
DSCR (X) # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
0.001 - 0.250 1 139,051 0.0
0.751 - 1.000 12 3,360,670 1.1
1.001 - 1.250 82 30,333,383 10.4
1.251 - 1.500 332 139,259,316 47.6
1.501 - 1.750 194 70,698,844 24.2
1.751 - 2.000 105 27,896,103 9.5
2.001 - 2.250 30 8,360,995 2.9
2.251 - 2.500 23 5,041,340 1.7
2.501 - 2.750 7 1,717,054 0.6
2.751 - 3.000 9 4,734,927 1.6
3.001 - 3.250 2 406,369 0.1
3.751 - 4.000 1 138,848 0.0
4.001 - 4.250 2 160,420 0.1
4.251 - 4.500 1 26,279 0.0
6.001 - 6.250 1 58,543 0.0
6.251 - 6.500 1 42,335 0.0
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
Weighted Average: 1.524x
(1) The Debt Service Coverage Ratio (DSCR) is defined as the ratio of the
property's underwritten net operating income to the annual debt service
payment required by the Mortgage Loan.
CUT-OFF DATE LTV RATIOS(1)
LTV (%) # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
0.01 - 5.00 2 21,430 0.0
5.01 - 10.00 4 231,338 0.1
10.01 - 15.00 3 252,427 0.1
15.01 - 20.00 1 149,165 0.1
20.01 - 25.00 6 1,038,047 0.4
25.01 - 30.00 7 1,193,916 0.4
30.01 - 35.00 8 1,767,130 0.6
35.01 - 40.00 16 3,543,949 1.2
40.01 - 45.00 23 9,737,605 3.3
45.01 - 50.00 38 11,299,121 3.9
50.01 - 55.00 58 23,262,284 8.0
55.01 - 60.00 87 29,747,590 10.2
60.01 - 65.00 147 51,858,435 17.7
65.01 - 70.00 181 61,569,432 21.1
70.01 - 75.00 184 81,262,371 27.8
75.01 - 80.00 23 12,382,493 4.2
80.01 - 85.00 2 384,535 0.1
85.01 - 90.00 7 1,222,997 0.4
90.01 - 95.00 3 586,630 0.2
95.01 - 100.00 2 338,898 0.1
100.01 or greater 1 524,683 0.2
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
Weighted Average: 64.4%
(1) LTV is defined as the ratio between the principal balance of the mortgage
loan as of the Cut-off Date and the appraised value of the related
mortgaged property.
<PAGE>
REMAINING TERM TO MATURITY
REMAINING TERM TO # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
MATURITY (MONTHS) BALANCE
- --------------------------------------------------------------------------------
Less than or equal to 12 4 641,855 0.2
13 - 24 4 488,627 0.2
25 - 36 7 1,670,603 0.6
37 - 48 11 1,598,761 0.5
49 - 60 1 163,510 0.1
61 - 72 19 4,741,970 1.6
73 - 84 4 1,214,159 0.4
85 - 96 1 103,887 0.0
97 - 108 54 28,500,267 9.7
109 - 120 155 62,524,142 21.4
121 - 132 2 333,611 0.1
157 - 168 8 4,655,960 1.6
217 - 228 12 7,535,640 2.6
229 - 240 3 654,103 0.2
277 - 288 12 5,008,408 1.7
289 - 300 2 830,596 0.3
301 - 312 2 412,262 0.1
313 - 324 8 1,942,026 0.7
325 - 336 4 737,093 0.3
337 - 348 415 140,151,481 47.9
349 - 360 75 28,465,516 9.7
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
Weighted Average: 252 months
YEAR OF FIRST PAYMENT
YEAR # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
1974 5 392,188 0.1
1976 1 68,080 0.0
1977 3 224,833 0.1
1979 1 157,840 0.1
1980 1 57,421 0.0
1984 1 11,255 0.0
1988 1 262,759 0.1
1991 3 287,806 0.1
1992 2 502,164 0.2
1994 6 1,108,400 0.4
1995 14 3,597,934 1.2
1996 8 1,539,593 0.5
1997 366 129,728,986 44.4
1998 391 154,435,221 52.8
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
CUT-OFF DATE NOTE RATES
# OF LOANS PRINCIPAL BALANCE % OF PRINCIPAL
MORTGAGE INTEREST RATES (%) ($) BALANCE
- --------------------------------------------------------------------------------
5.501 - 6.000 1 175,882 0.1
7.001 - 7.500 14 7,197,434 2.5
7.501 - 8.000 27 14,218,048 4.9
8.001 - 8.500 56 29,063,083 9.9
8.501 - 9.000 266 90,003,055 30.8
9.001 - 9.500 197 64,928,859 22.2
9.501 - 10.000 146 58,148,821 19.9
10.001 - 10.500 48 18,883,899 6.5
10.501 - 11.000 21 4,776,654 1.6
11.001 - 11.500 12 2,285,784 0.8
11.501 - 12.000 10 2,105,971 0.7
12.001 - 12.500 2 414,426 0.1
13.001 - 13.500 1 57,421 0.0
13.501 - 14.000 1 103,887 0.0
15.001 - 15.500 1 11,255 0.0
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
Weighted Average: 9.14%
CUT-OFF DATE PRINCIPAL BALANCES
PRINCIPAL BALANCE ($) # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
1 - 100,000 45 3,321,534 1.1
100,001 - 200,000 285 43,282,400 14.8
200,001 - 300,000 170 41,994,095 14.4
300,001 - 400,000 88 30,847,867 10.6
400,001 - 500,000 64 28,816,290 9.9
500,001 - 600,000 33 18,271,411 6.2
600,001 - 700,000 24 15,720,376 5.4
700,001 - 800,000 15 11,282,425 3.9
800,001 - 900,000 18 15,309,437 5.2
900,001 - 1,000,000 12 11,275,993 3.9
1,000,001 - 1,200,000 16 17,558,763 6.0
1,200,001 - 1,400,000 12 15,575,692 5.3
1,400,001 - 1,600,000 8 11,803,370 4.0
1,600,001 - 1,800,000 3 5,100,094 1.7
1,800,001 - 2,000,000 3 5,729,590 2.0
2,000,001 - 2,200,000 2 4,158,756 1.4
2,200,001 - 2,500,000 4 9,446,975 3.2
2,800,001 - 2,900,000 1 2,879,410 1.0
- --------------------------------------------------------------------------------
Total: 803 $292,374,478 100.0%
- --------------------------------------------------------------------------------
Average: $364,103
ARM LIFE CAP
ARM LIFE CAP (%) # OF LOANS PRINCIPAL BALANCE ($) % OF PRINCIPAL
BALANCE
- --------------------------------------------------------------------------------
11.501 - 12.000 1 918,337 0.5
12.001 - 12.500 8 2,960,137 1.5
12.501 - 13.000 7 2,475,587 1.3
13.001 - 13.500 276 96,646,270 49.0
13.501 - 14.000 199 73,752,570 37.4
14.001 - 14.500 37 14,584,017 7.4
14.501 - 15.000 13 1,886,233 1.0
15.001 - 15.500 4 1,141,965 0.6
15.501 - 16.000 2 928,128 0.5
16.001 - 16.500 4 1,181,801 0.6
17.001 - 17.500 1 442,111 0.2
17.501 - 18.000 2 183,919 0.1
- --------------------------------------------------------------------------------
Total: 554 $197,101,075 100.0%
- --------------------------------------------------------------------------------
Weighted Average: 13.67%
MORTGAGE LOAN TYPE
<TABLE>
<CAPTION>
% OF
PRINCIPAL PRINCIPAL
INDEX # OF LOANS BALANCE ($) BALANCE WAC MARGIN PERIODIC CAP LIFE CAP
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Fixed 249 95,273,403 32.6 9.04 n/a n/a n/a
6 Month LIBOR 468 158,159,048 54.1 9.37 4.05 1.70 13.68
1 Year CMT 58 33,626,610 11.5 7.99 3.23 1.53 13.38
Prime 28 5,315,417 1.8 11.59 3.60 2.00 15.26
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Total: 803 $292,374,478 100.0% 9.14% 3.90% 1.68% 13.67%
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</TABLE>
<PAGE>
ISSUER
ICCMAC Multifamily and Commercial Trust 1999-1
ICCMAC Multifamily and Commercial Trust 1999-1 (the "Issuer") is a business
trust to be formed under the laws of the State of Delaware pursuant to the
Deposit Trust Agreement (the "Deposit Trust Agreement") between Imperial Credit
Commercial Mortgage Acceptance Corp. (the "Depositor") and the Owner Trustee,
for the transactions described in the prospectus supplement. The Deposit Trust
Agreement constitutes the "governing instrument" under the laws of the State of
Delaware relating to business trusts. Ownership of the Issuer will be evidenced
by the ownership certificates (the "Ownership Certificates"). The Depositor
initially will hold the Ownership Certificates, but may transfer such Ownership
Interests only to an affiliate structured substantially similar to the
Depositor. The Depositor, a California corporation, is a direct wholly-owned
subsidiary of Imperial Credit Commercial Mortgage Investment Corp. ("ICCMIC").
See "The Depositor" in the accompanying prospectus.
After its formation, the Issuer generally will not engage in any activity other
than (i) acquiring, holding and, pursuant to the Indenture, pledging the
Mortgage Loans and the other assets of the Issuer and proceeds therefrom, (ii)
issuing the Bonds and the Ownership Certificate, (iii) making payments on the
Bonds and the Ownership Certificate and (iv) engaging in other activities that
are necessary, suitable or convenient to accomplish the foregoing or are
incidental thereto or connected therewith.
The assets of the Issuer will consist of the Mortgage Loans and certain related
assets.
The Issuer's principal offices are in Wilmington, Delaware, in care of
Wilmington Trust Company, as Owner Trustee.
There is no direct relationship between ICCMIC and Southern Pacific Funding
Corporation.
ICCMIC is a public externally managed hybrid mortgage REIT (ticker symbol
"ICMI") with a market capitalization as of February 19, 1999 of approximately
$254.7 million. The company was incorporated in Maryland on July 31, 1997 to
invest in multi-family and commercial mortgage loans, interests in
mortgage-backed securities and real property.
<PAGE>
UNDERWRITING GUIDELINES AND PROCESS
The Mortgage Loans were generally underwritten by the Loan Originator pursuant
to the Loan Originator's Multifamily and Commercial Lending Program. The Loan
Originator began underwriting mortgage loans in accordance with such standards
in February 1994. Typically, the adjustable rate multifamily loans are 30-year
term fully amortizing loans secured by apartment buildings with 5 or more units
and the commercial loans are 30-year term fully amortizing loans secured by
office buildings, shopping centers, mobile home parks, industrial properties and
other approved property types. Mortgage Loans underwritten pursuant to the
Multifamily and Commercial Lending Program have maximum loan amounts and
loan-to-value ratios ("LTV") and minimum DSCRs which are determined from time to
time by the Loan Committee of the Board of Directors of the Loan Originator (the
"Loan Committee"). Appraisals and field inspections (performed by outside and
certified inspectors) and Lender's title insurance are required for each
multifamily and commercial loan.
Under the Multifamily and Commercial Lending Program standards in effect as of
the Cut-Off Date, the maximum loan amount is generally $3,000,000, the maximum
LTV is generally 80% of the appraised value of the mortgaged property for
multifamily loans and 75% for commercial loans, and the minimum DSCR is
generally 1.15 to 1.00, based on the applicable level of the related index and
the related note margin, for multifamily loans, and generally 1.20 to 1.00,
based on the applicable level of the related index and the related note margin,
for commercial loans. However, senior management of the Loan Originator may
approve a higher loan amount, a lower DSCR or a higher LTV if it is determined
that borrower has a strong financial position, good credit and good property
management skills and/or pledges additional collateral. With respect to mortgage
loans secured by seasoned multifamily properties, either 75%-85% of the living
units (or such higher level necessary to cover debt service and pay all other
expenses) must be occupied at rent levels that support the appraised value of
the mortgaged property, or an appropriate holdback of loan proceeds must be
established until the required occupancy level is met. For newly constructed
properties, a lower occupancy level may be approved by the Loan Committee of the
Loan Originator.
The Loan Originator's underwriting standards under the Multifamily and
Commercial Lending Program are primarily intended to assess the economics of the
mortgaged property and the financial capabilities, credit standing and
managerial ability of the borrower. In determining whether a loan should be
made, the Loan Originator considers, among other things, the acceptability of
the security property, the reliability of the income stream from the property,
the creditworthiness of the mortgagor, the borrower's income, liquid assets and
liabilities, the borrower's management experience, DSCRs, the borrower's overall
financial position and the adequacy of such property as collateral for the
mortgage loan. While the Loan Originator's primary consideration in underwriting
a mortgage loan is the property securing the mortgage loan, sufficient
documentation on the borrower is required to establish the financial strength
and ability of the borrower to successfully operate the property and meet its
obligations under the note and deed of trust. The majority of the mortgage loans
originated by the Loan Originator provide for recourse against the related
borrower. See "Risk Factors--Nonrecourse Loans Limit Remedies Following
Borrowers Default."
The Loan Originator's Multifamily and Commercial Lending Program requires that
the property and records regarding the property be inspected to determine the
number of units that can be rebuilt under current zoning requirements, the
number of buildings on the property, the type of construction materials used,
the proximity of the property to natural hazards, flood zones and fire stations
and whether there are any environmental factors and whether a tract map has been
recorded. The property must front on publicly dedicated and maintained streets
with provisions for adequate and safe ingress and egress. Properties that share
ingress and egress through an easement or private road must have a recorded
non-exclusive easement. Recreational facilities and amenities, if any, must be
located on site and be under the exclusive control of the owner of the premises
and should be consistent with the project and competitive in the marketplace. If
available, engineering reports concerning the condition of the major building
components of the property are reviewed as is a ground lease analysis if the
property is on leased ground. Also, the title is reviewed to determine if there
are any covenants, conditions and restrictions, easements or reservations of
mineral interests in the property. The properties are appraised by independent
appraisers approved by the Loan Originator.
In addition to the considerations set forth above, with respect to mortgage
loans secured by commercial properties, the Loan Originator's lending policies
typically require that the commercial usage be permitted under local zoning and
use ordinances and the utilization of the commercial space be compatible with
the property and neighborhood. If the commercial property is an office building,
the office building must have a demonstrated occupancy history, must be located
in a good office market area and in a conforming neighborhood, must have on-site
parking and must be fire sprinkler equipped according to zoning codes, a
compatible tenant mix and no adverse asbestos risks. Industrial properties must
be located in a conforming industrial marketplace and may not be used for the
production, storage or treatment of toxic waste. Retail properties must be
highly visible and located on a heavily traveled thoroughfare and typically have
tenants on term leases. The Loan Originator may not make a loan secured by a
property that has any of the following characteristics: inadequate maintenance
or repairs as determined by the Loan Originator, the property is subject to
covenants, conditions and restrictions unacceptable to the Loan Originator,
there exists or potentially exists hazardous geological conditions, the property
is not to code or the cost of restoring the property to code is prohibitive or
there exists or potentially exists contamination by hazardous toxic materials in
quantities or ways that violate or would violate applicable law.
The Loan Originator has stated that it analyzes the financial statements of the
borrower to determine the borrower's equity position, particularly as it relates
to real estate mortgage demands on equity. If the borrower's holdings are
encumbered so that the debt service requirements consume a high percentage of
the rental income from the mortgaged property, or consist substantially of
unimproved or underimproved properties having little or no gross income, the
Loan Originator analyzes whether the borrower will be able to meet all of the
mortgaged property's loan obligations (expenses, debt service and equity
return). In addition to DSCRs, the borrower's income and expense ratios are
calculated and the borrower's investment policy is analyzed.
In addition to the income from the mortgaged property, the Loan Originator also
evaluates the borrower's income as a possible secondary source of repayment for
the mortgage loan. In analyzing such income, the Loan Originator considers,
among other factors, employment or business history of the borrower and the
stability and seasonality of the borrower's current employment or business. If
the borrower derives income from rental property, the Loan Originator evaluates
the experience of the manager of the rental property, type of tenancy and the
cash flow generated by the borrower's real estate portfolio. The Loan Originator
also reviews the borrower's assets, liabilities and credit history to determine
the borrower's ability and willingness to repay debts. In general, the Loan
Originator will not make a mortgage loan to a borrower who has a history of slow
payments or delinquencies, bankruptcies, collection actions, foreclosures or
judgments against the borrower without adequate explanations and verifications.
The information concerning the underwriting guidelines of the Loan Originator
set forth above has been provided by the Loan Originator and none of the Issuer,
the Mortgage Loan Seller, the Depositor or the Underwriters makes any
representation or warranty as to the accuracy thereof.
