<PAGE>
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 (Date of earliest event reported): October 18, 1999
MERRILL LYNCH MORTGAGE INVESTORS, INC.
(Exact name of registrant as specified in its governing instruments)
Delaware 333-38073 13-3416059
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
World Financial Center
North Tower
New York, New York 10281
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (212) 449-3860
<PAGE>
Item 5. Other Events.
On or about November 4, 1999, the Registrant will cause the issuance
and sale of its Mortgage Pass-Through Certificates, Series 1999-C1 pursuant to a
Pooling and Servicing Agreement to be dated as of November 1, 1999, among the
Registrant, ORIX Real Estate Capital Markets, LLC, as master servicer, ORIX Real
Estate Capital Markets, LLC, as special servicer, and Norwest Bank Minnesota,
National Association, as trustee (the "Pooling and Servicing Agreement").
In connection with the sale of the Series 1999-C1, Class A-1, Class
A-2, Class B, Class C, Class D, Class E, Class F and Class IO Certificates (the
"Underwritten Certificates"), the Registrant has been advised by Merrill Lynch,
Pierce, Fenner & Smith Incorporated and PaineWebber Incorporated (together, the
"Underwriters"), that the Underwriters have, following the effective date of
Registration Statement No. 333-38073, furnished to prospective investors a
Structural and Collateral Term Sheet ("Term Sheet") containing (1) certain
information about the mortgage loans (the "Mortgage Loans") expected to be
deposited in trust under the Pooling and Servicing Agreement and (2) certain
yield tables and other computational materials (the "Computational Materials")
with respect to the Underwritten Certificates. The Term Sheet is being filed as
an exhibit to this report.
The Term Sheet has been provided by the Underwriters. The information
in the Term Sheet is preliminary and may be superseded by the Prospectus
Supplement relating to the Underwritten Certificates and by any other
information subsequently filed with the Securities and Exchange Commission.
The Computational Materials were prepared by the Underwriters at the
request of certain prospective investors, based on assumptions provided by, and
satisfying the special requirements of, such prospective investors. The
Computational Materials may be based on assumptions that differ from the
assumptions set forth in the Prospectus Supplement. The Computational Materials
may not include, and do not purport to include, information based on assumptions
representing a complete set of possible scenarios. Accordingly, the
Computational Materials may not be relevant to or appropriate for investors
other than those specifically requesting them.
In addition, the actual characteristics and performance of the Mortgage
Loans may differ from the assumptions used in the Computational Materials, which
are hypothetical in nature and which were provided to certain investors only to
give a general sense of how the yield, average life, duration, expected
maturity, interest rate sensitivity and cash flow characteristics of the
Underwritten Certificates might vary under varying prepayment and other
scenarios. Any difference between such assumptions and the actual
characteristics and performance of the Mortgage Loans will affect the actual
yield, average life, duration, expected maturity, interest rate sensitivity and
cash flow characteristics of the Underwritten Certificates.
-2-
<PAGE>
Item 7. Financial Statements and Exhibits.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Item 601(a) of Regulation
Exhibit Number S-K Exhibit No. Description
-------------- -------------------------- -----------
1 99 Term Sheet
-3-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MERRILL LYNCH MORTGAGE INVESTORS, INC.
By: /s/ Michael M. McGovern
------------------------------
Name: Michael M. McGovern
Title: Secretary and Director
Dated: October 20, 1999
-4-
<PAGE>
EXHIBIT INDEX
The following exhibit is being filed herewith:
Item 601(a) of
Regulation
Exhibit Number S-K Exhibit No. Description Page
- -------------- ------------------ ----------- ----
1 99 Term Sheet 6
-5-
<PAGE>
October 15, 1999
MLMI 1999-C1
- --------------------------------------------------------------------------------
Merrill Lynch Mortgage Investors, Inc.
$549.923 million Publicly Offered Certificates
Structural and Collateral Term Sheet
<TABLE>
<CAPTION>
Sequential Pay REMIC Classes
Initial Aggregate Approx.
Certifiate Approx. Weighted Approx. Expected
Ratings Balance or Subordination Pass-Through Average Principal Final Price Talk
Class S&P /DCR Notional Amount Levels Rate(1) Life(2) Window(2) Maturity(2) (bps)(4)
- ----- -------- ----------------- ----------- ------------ -------- ---------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
A-1 AAA/AAA $100,000,000 26.50% 5.6 12/99 - 6/08 6/15/08
A-2 AAA/AAA $350,354,000 26.50% 9.6 6/08 - 9/09 9/15/09
B AA/AA $ 33,700,000 21.00% (1) 9.9 9/09 - 9/09 9/15/09
C A/A $ 27,573,000 16.50% (1) 9.9 9/09 - 9/09 9/15/09
D A-/A- $ 9,191,000 15.00% (1) 9.9 9/09 - 9/09 9/15/09
E BBB/BBB $ 21,446,000 11.50% (1) 9.9 9/09 - 9/09 9/15/09
F BBB-/BBB- $ 7,659,000 10.25% (1) 9.9 9/09 - 9/09 9/15/09
IO AAAr/AAA $612,727,762 N/A Variable IO Strip(3) N/A 12/99 - 6/11 6/15/11
- -----------------------------------------------------------------------------------------------------------------------------
G BB/BB $ 26,041,000 6.00% (1)
H B/B $ 19,913,000 2.75% (1) Not Offered
J B-/B- $ 3,064,000 2.25% (1)
K NR/NR $ 13,786,762 0.00% (1)
</TABLE>
(1) The Pass-through Rates applicable to the Class B, Class C, Class D,
Class E, Class F, Class G, Class H, Class J and Class K Certificates
for any Distribution Date will equal the lesser of (i) the indicated
fixed rate per annum for such Class and (ii) the Weighted Average Net
Mortgage Rate for such Distribution Date, as more fully described in
"DESCRIPTION OF THE CERTIFICATES-General" in the Preliminary Prospectus
Supplement dated October 15, 1999.
(2) Assuming no prepayments (other than on the Anticipated Repayment Date,
if any), modifications, losses, extensions, clean-up calls and that all
loans balloon at maturity or Anticipated Repayment Date. Class IO
represents a notional principal amount.
(3) The Pass-Through Rate on the Class IO is equal to the excess, if any,
of (i) the weighted average of the Net Mortgage Rates on the Mortgage
Loans over (ii) the weighted average of the Pass-Through Rates of the
other Classes (other than the residual classes).
(4) Will be priced off of the interpolated weighted average life Treasury
Curve.
Settlement Date On or about November 4, 1999.
Collateral 117 Properties; approximately 30.99% Multifamily,
29.7% Office, 22.63% Retail, 7.84% Industrial
Warehouse, 3.14% Hospitality, 1.37% Fitness Center,
1.31% Healthcare, 1.30% Mixed Use, 1.02% Mobile Home
Park, 0.69% Other.
Loan Sellers Merrill Lynch Mortgage Capital Inc. 45.69%,
PaineWebber Real Estate Securities Inc. 27.77%, ORIX
Real Estate Capital Markets, LLC 26.54%.
Portfolio DSCR / LTV 1.40x / 70.95% at the Cut-off Date (62.84% at
Maturity).
Call Protection 100% of the mortgages are protected by Lockout and/or
Defeasance, Yield Maintenance, and/or Percentage
Premiums to the extent described herein.
Master Servicer ORIX Real Estate Capital Markets, LLC
Special Servicer ORIX Real Estate Capital Markets, LLC
Underwriters Merrill Lynch, Pierce, Fenner & Smith Incorporated
and PaineWebber Incorporated
Merrill Lynch & Co. PaineWebber Incorporated
Richard Sigg Renny Mendez
Josh Mason John Otis
(212) 449-3860 (212) 713-4002
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
Subordination Levels
- --------------------------------------------------------------------------------
The following chart summarizes the protection afforded to each Class of
Certificates by the initial principal amount of other Classes that are
subordinated thereto.
<TABLE>
<CAPTION>
Approximate Principal Ratings Class Size as a
Initial and Initial ------- Percentage of
Credit Interest-Only Interest Certificate Initial Pool
Support Certificates Certificates Balance S&P DCR Balance (1)
- ----------- ------------- ------------ ----------- --- --- -----------------
<S> <C> <C> <C> <C> <C> <C>
26.50 Class A-1 $100,000,000 AAA AAA 16.32
26.50 Class A-2 $350,354,000 AAA AAA 57.18
21.00 Class B $33,700,000 AA AA 5.50
16.50 Class C $27,573,000 A A 4.50
15.00 Class D $ 9,191,000 A- A- 1.50
11.50 Class IO Class E $21,446,000 BBB BBB 3.50
(AAAr/AAA)
10.25 Class F $ 7,659,000 BBB- BBB- 1.25
6.00 Class G $26,041,000 BB BB 4.25
2.75 Class H $19,913,000 B B 3.25
2.25 Class J $ 3,064,000 B- B- 0.50
0.00 Class K $13,786,762 NR(2) NR(2) 2.25
</TABLE>
(1) Initial Pool Balance means the aggregate of the Stated Principal
Balances of the Mortgage Loans on the Cut-off Date.
(2) NR=Not Rated.
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
2
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Transaction Summary
Depositor Merrill Lynch Mortgage Investors, Inc.
Offered Certificates Class A-1 and Class A-2 (together the "Class
A Certificates"), Class IO, Class B, Class,
C, Class D, Class E and Class F.
Loan Sellers Merrill Lynch Mortgage Capital Inc.
(45.69%), Paine Webber Real Estate
Securities Inc. (27.77%) and ORIX Real
Estate Capital Markets, LLC (26.54%).
Rating Agencies Standard and Poor's Ratings Services ("S&P")
and Duff and Phelps Credit Rating Co.
("DCR")
Legal Structure Sequential pay REMIC classes rated AAA
through BBB- offered.
Cut-off Date November 1, 1999 for most of the Mortgage
Loans. For eight of the Mortgage Loans
(2.06%), the Cut-Off Date is November 5,
1999.
Settlement Date On or about November 4, 1999
Distribution Date The 15th day of each month (or if such day
is not a business day, the next succeeding
business day) beginning on December 15,
1999, provided, however, that the
Distribution Date will be no earlier than
the fourth business day following the
Determination Date in the month in which
such Distribution Date occurs. The
Determination Date is the 10th day of each
month (or, if not a business day, the
immediately preceding business day).
Master Servicer ORIX Real Estate Capital Markets, LLC.
Special Servicer ORIX Real Estate Capital Markets, LLC.
Trustee Norwest Bank Minnesota, National Association
ERISA Classes A-1, A-2, and IO are expected to be
ERISA eligible, subject to certain
limitations.
SMMEA Eligibility The Certificates are not SMMEA eligible.
Optional Termination 1% Clean-Up Call.
Certificate Registration Each Class of Offered Certificates will be
represented by one or more global
Certificates registered in the name of Cede
& Co., as nominee of the DTC for each
principal paying class.
Pricing Speed 0% CPR (assuming each Anticipated
Repayment Date ("ARD") Loan prepays on its
Anticipated Repayment Date) for each
principal paying class.
100% CPR after Lockout and/or Yield
Maintenance penalties expire for Class IO.
Underwriters Merrill Lynch, Pierce, Fenner and Smith
Incorporated and PaineWebber Incorporated.
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
3
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Certificate Structure Summary
Distribution of Principal and On each Distribution Date each Class is
Interest: generally entitled, subject to the priority
of payments, to receive interest accrued on
its certificate balance or notional amount
at the applicable Pass-Through Rate during
the month preceding the month in which that
Distribution Date occurs. There are
circumstances relating to the timing of
prepayments in which your interest
entitlement for a Distribution Date could be
less than one full month's interest at the
Pass-Through Rate on your certificate's
principal balance or notional amount. We
call this type of shortfall a "Prepayment
Interest Shortfall."
The amount of principal required to be
distributed to the Classes entitled to
principal on a particular Distribution Date
also can be found starting on p. S-82 of the
preliminary Prospectus Supplement.
On each Distribution Date, the Available
Distribution Amount from the Mortgage Loans,
will be distributed in the following amounts
and order of priority:
Step 1/Class A and Class IO: To interest on
Classes A-1 and A-2 and Class IO, pro rata,
in accordance with their interest
entitlements.
Step 2/Class A: To the extent of funds
available for principal, to principal on
Classes A-1 and A-2, in that order, until
reduced to zero. If each Class of
certificates other than Class A has been
reduced to zero, funds available for
principal will be distributed to Classes A-1
and A-2, pro rata, rather than sequentially.
Step 3/Class A: To reimburse Classes A-1 and
A-2, pro rata, for any previously
unreimbursed losses on the Mortgage Loans
allocable to principal that were previously
borne by those classes together with
interest.
Step 4/Class B: To Class B in this order:
(a) to interest on Class B in the amount of
its interest entitlement; (b) to the extent
of funds available for principal, to
principal on Class B until reduced to zero;
and (c) to reimburse Class B for any
previously unreimbursed losses on the
Mortgage Loans allocable to principal that
were previously borne by that Class,
together with interest.
Step 5/Class C: To Class C in a manner
analogous to the Class B allocations of Step
4.
Step 6/Class D: To Class D in a manner
analogous to the Class B allocations of Step
4.
Step 7/Class E: To Class E in a manner
analogous to the Class B allocations of Step
4.
Step 8/Class F: To Class F in a manner
analogous to the Class B allocations of Step
4.
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
4
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Certificate Structure Summary
Distribution of Principal and Step 9/Private Certificates: To each Class
Interest (cont'd): of Private Certificates (other than the
Residual Certificates), in the amounts and
order of priority described in the
preliminary Prospectus Supplement, in each
case in a manner analogous to the Class B
allocations of Step 4, and then to the
Residual Certificates.
See the discussion starting on p. S-82 of
the preliminary Prospectus Supplement.
Subordination / Allocation
of Losses Losses from any Mortgage Loan will generally
be allocated in reverse alphabetical order
to the Certificates with Certificate
Principal Balances. The chart below
describes the manner in which the rights of
various Classes will be senior to the rights
of other Classes. Entitlement to receive
principal (other than in respect of the
Class IO Certificates) and interest on any
distribution date is depicted in descending
order; provided, however, after the
Certificate Balance of the Subordinate
Certificates is reduced to zero,
distributions of principal will be made to
the Class A-1 and Class A-2 Certificates pro
rata, based on their respective Class
Certificate Balances. The manner in which
Mortgage Loan losses are allocated (other
than in respect of the Class IO
Certificates) is depicted below in ascending
order.
----------------
Class A-1
----------------
| ---------------
-------------- Class IO
| ---------------
|
----------------
Class A-2
----------------
|
----------------
Class B
----------------
|
----------------
Class C
----------------
|
----------------
Class D
----------------
|
----------------
Class E
----------------
|
----------------
Class F
----------------
|
----------------
Class G
----------------
|
----------------
Class H
----------------
|
----------------
Class I
----------------
See page S-88 of the preliminary Prospectus Supplement.
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
5
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Certificate Structure Summary
Prepayment Provisions 90.25% of the Mortgage Loans prohibit
voluntary prepayment for most of their
terms. 9.75% of the Mortgage Loans prohibit
voluntary prepayment until a date specified
in the related Note and then impose a Yield
Maintenance Charge or Percentage Premium for
most of the remaining term. In addition, 9
loans representing 15.12% percent of the
pool are Anticipated Repayment Date loans
which allow prepayment with no penalty on or
after the Anticipated Repayment Date.
See pages S-42 of the preliminary
Prospectus Supplement.
Defeasance The terms of 90.25% of the Mortgage Loans
grant the related borrower the option at any
time after at least two years from the
Closing Date to obtain the release of the
lien of the Mortgage on the related
Mortgaged Property by substituting for such
Mortgaged Property, as collateral for the
related Mortgage Note, non-callable U.S.
Treasury securities which provide for
payments on or prior to each Due Date and
the maturity date or Anticipated Repayment
Date, as the case may be, of amounts at
least equal to the amounts which would have
been payable on each such date under the
terms of the related Mortgage Loan. No Yield
Maintenance Charge or Percentage Premium
will be payable in connection with the
release of a Mortgaged Property as described
above.
See page S-42 of the preliminary Prospectus
Supplement.
Reports to
Certificateholders On each Distribution Date, the Trustee will
make available on its website to any
interested parties a statement as of such
date setting forth the amounts distributed
to the holders of each Class of
Certificates. The Trustee will make
available on its website to any interested
parties a report, based on information that
it receives from the Master Servicer or
Special Servicer, containing certain
information regarding the Mortgage Loans as
of the end of the related Collection Period
including: (i) distributions of principal,
interest, yield maintenance charges and
percentage premiums; (ii) the amount of P &
I Advances, (iii) outstanding Mortgage Loan
and Certificate Balances; (iv) delinquency
and prepayment data; (v) and the amount of
any Appraisal Reductions.
In addition, subject to the limitations set
forth in the Pooling and Servicing
Agreement, the Trustee or the Master
Servicer, as appropriate, must also make
available to you at its office (i) all
statements delivered to holders of Offered
Certificates on each Distribution Date since
the Closing Date (ii) the most recent
property inspection report prepared by or on
behalf of the Special Servicer in respect of
each Mortgaged Property, (iii) any and all
statements and reports delivered to, or
collected by, the Master Servicer or Special
Servicer, from the borrowers, including the
most recent annual property operating
statements, rent rolls and borrower
financial statements, (iv) any and all
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
6
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Certificate Structure Summary
modifications, waivers and amendments of the
terms of a Mortgage Loan entered into by the
Master Servicer or Special Servicer and
delivered to the Trustee and (v) the Pooling
and Servicing Agreement and any amendments
thereto.
Information Available Electronically. The
Trustee will make available each month to
any interested party, the Distribution Date
Statement and the certain servicer reports
via the Trustee's internet website. The
Trustee's internet website will initially be
located at "www.ctslink.com/cmbs". For
assistance with the above mentioned
services, investors may call (301) 815-6600.
In addition, the Trustee will also make
Mortgage Loan information as presented in
the CMSA loan setup file and CMSA Loan File
format available via the Trustee's internet
website. In addition, pursuant to the
Pooling and Servicing Agreement, the Trustee
will make available, as a convenience for
interested parties (and not in furtherance
of the distribution of the Prospectus or the
Prospectus Supplement under the securities
laws), the Pooling and Servicing Agreement,
the Prospectus and This Prospectus
Supplement via the Trustee's internet
website.
The Trustee will make available each month,
certain other servicing reports and the CMSA
Property File, to any holder or Certificate
Owner of an Offered Certificate or any
person identified to the Trustee as a
prospective transferee of an Offered
Certificate or any interest therein, the
Rating Agencies, the Underwriters and to any
of the parties to the Pooling and Servicing
Agreement (collectively, "Private Persons")
via the Trustee's internet website with the
use of a password provided by the Trustee to
such person upon receipt by the Trustee from
such person of a certification in the form
attached to the Pooling and Servicing
Agreement; provided, however, that the
Rating Agencies, the Underwriters and the
parties to the Pooling and Servicing
Agreement will not be required to provide
such certifications.
In addition, the Trustee will make available
to you certain reports that are prepared by
the Master Servicer in the form attached to
the Prospectus Supplement as "Annex D".
See page S-93 of the preliminary Prospectus
Supplement.
Representations and
Warranties Each Mortgage Loan Seller will make certain
representations and warranties with respect
to each Mortgage Loan.
See page S-64 of the preliminary Prospectus
Supplement.
Advancing The Master Servicer, and if it fails to do
so, the Trustee, will be required to make
(i) P & I Advances (excluding principal
Balloon Payments and any excess interest
from ARD Loans, Prepayment Premiums and
default interest) and (ii) servicing
advances through liquidation of a Mortgage
Loan, unless such Advances are determined by
the Master Servicer to be Nonrecoverable
Advances, and, in the case of P & I
Advances, subject to
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
7
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Certificate Structure Summary
the effect of any Appraisal Reductions that
may occur.
See page S-90 of the preliminary Prospectus
Supplement.
Special Servicer
Responsibilities When a Mortgage Loan is more than 60 days
delinquent, or upon the occurrence of
certain other events, the Servicer will
transfer its servicing responsibilities to
the Special Servicer. Material loan
extensions and modifications will be carried
out by the Special Servicer. The Special
Servicer has the flexibility to modify
Loans, subject to the Servicing Standards
set forth in the Pooling and Servicing
Agreement and subject to certain other
limitations described therein.
See pages S-70 and S-74 of the preliminary
Prospectus Supplement.
Controlling Class: The Controlling Class of Sequential Pay
Certificates is the Class of Sequential Pay
Certificates that has the latest
alphabetical Class designation and that has
a Certificate Balance that is greater that
20% of its original Certificate Balance (or
if no Class of Sequential Pay Certificates
has a Certificate Balance that is greater
than 20% of its original Certificate
Balance, the Class of Sequential Pay
Certificates with the latest alphabetical
Class designation). The holder of the
majority of the Controlling Class will have
certain rights with respect to the selection
and direction of actions of the Special
Servicer.
See pages S-71 and S-75 of the preliminary
Prospectus Supplement.
Appraisal Reductions An appraisal will be obtained by the Special
Servicer if a Mortgage Loan becomes 90 days
delinquent, or upon the occurrence of
certain other events. An Appraisal Reduction
may result, which would have the effect of
reducing the amount of P & I Advances made
by the Servicer.
See page S-91 of the preliminary Prospectus
Supplement.
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
8
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Mortgage Pool Summary
Mortgage Pool The Mortgage Pool will consist of 108 fixed
rate Mortgage Loans on 31 multifamily, 22
office, 32 retail, 14 industrial, 4
healthcare, 3 hospitality, 2 mixed use, 6
mobile home parks, 1 fitness center, 1
parking garage, and 1 self storage with an
Initial Pool Balance of approximately
$612,727,763. See pages 41 through 56 for
more information on the Mortgage Loans. All
statistics presented below and on the
following pages are approximate and are
based on the assumed composition of the
Mortgage Pool.
Cut-off Balance $ 612,727,763
No. of Properties 117
No. of Loans 108
Average Loan Size $ 5,673,405
Minimum Loan Size $ 721,001
Maximum Loan Size $ 26,086,864
WA Coupon 7.978%
WA DSCR 1.40x.
WA LTV at Cut-off 70.95%
WA LTV at Maturity 62.84%
WA Loan Maturity Approximately 114 months.
<TABLE>
<CAPTION>
Loan
per
Wtd. Wtd. s/f,
Avg. Avg. Wtd. Wtd. Unit,
Number Cut-off Cut-off Mortgage Remaining Avg. Avg. Occ. Pad, Avg.
of Balance Balance Rate Terms DSCR LTV % Room Prop.
Property Type Properties ($) (%) (%) (Mos.) (x) (%0 (1) or Bed Size(2)
------------- ---------- ------- ------- -------- -------- ----- ----- ---- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Multifamily 31 $189,891,684 30.99% 7.688% 108 1.32x 74.07% 95% $35,138 331
Office 22 181,986,532 29.70% 7.944% 116 1.45x 70.69% 95% 83 220,388
Retail 32 138,682,743 22.63% 8.182% 117 1.33x 71.04% 96% 146 89,553
Industrial 14 48,030,395 7.84% 8.322% 117 1.32x 70.86% 99% 47 117,311
Hospitality 3 19,259,605 3.14% 8.226% 118 1.87x 51.67% 61% 40,816 210
Fitness Center 1 8,394,533 1.37% 8.950% 119 1.40x 64.57% 100% 106 79,015
Healthcare 4 8,004,455 1.31% 8.013% 111 2.44x 57.41% 81% 16,532 125
Mixed Use 2 7,976,388 1.30% 8.264% 117 1.27x 74.21% 99% 6,166 38,341
Mobile Home Park 6 6,263,010 1.02% 7.807% 117 1.56x 66.34% 97% 13,929 98
Other (Parking 1 2,393,501 0.39% 8.500% 117 1.36x 63.83% 100% 107 22,293
Garage)
Self Storage 1 1,844,916 0.30% 8.420% 117 1.48x 69.62% 95% 48 38,735
---- ---------- ------- ------ ----- ------ ----- --- ------ ------
Totals/Weighted
Average 117 $612,727,763 100.00% 7.978% 114 1.40x 70.95% 95% n/a n/a
==== ============ ======= ====== ===== ====== ====== === ====== ======
</TABLE>
(1) Weighted average of the occupancy percentage for the corresponding
property type determined on the basis of the individual occupancy
percentage set forth on Annex A of the Prospectus Supplement.
(2) Average Property Size refers to total leasable square feet with
respect to retail, office and industrial properties, number of units
with respect to multifamily properties, number of pads with respect
to manufactured housing communities, number of guest rooms with
respect to each hospitality property, number of square feet with
respect to self-storage facilities and number of beds with respect to
Healthcare facilities.
Property Locations Properties are located in 33 states, with
the largest concentrations in Texas
(18.25%), California (11.38%), New York
(7.90%), Maryland (7.27%) and Connecticut
(7.03%). No other state represents a
property concentration in excess of 5%.
Remaining Terms to Approximately 2.77% of the Mortgage
Loans have remaining terms
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
9
<PAGE>
Maturity to maturity/ARD varying between 63-72
months, 1.95% of the Mortgage Loans have
remaining terms to maturity/ARD varying
between 85-96 months, 6.44% of the mortgage
Loans have remaining terms to maturity/ARD
varying between 97-108 months, and the
87.51% of the Mortgage Loans have remaining
terms to maturity/ARD varying between
109-120 months. 1.33% of the Mortgage Loans
have remaining terms to maturity/ARD varying
between 121-139 months.
Balloon Payments 84.88% of the Mortgage Loans require balloon
payments at maturity. The remaining 15.12%
of the Mortgage Loans are hyper amortizing.
Interest Accrual Period 100% of the Mortgage Loans accrue interest
on a Actual/360 basis.
================================================================================
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
10
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Borrower Concentrations
Borrower Concentrations Other than the Associated
Estates Realty Portfolio (7% of the Initial
Pool balance), there are no sponsor
concentrations in excess of 3.5% of the
Initial Pool Balance.
Associated Estates Realty Portfolio (Approx. $42,865,247 -- 7.00% of Initial
Pool). This Portfolio of three Mortgage Loans is secured by three multifamily
communities located in Silver Springs, Maryland, Farmington Hills, Michigan and
Columbus, Ohio. The borrowing entities for these loans are controlled by
Associated Estates Realty Corporation ("AERC"), a publicly traded REIT. AERC is
one of the largest owners of multifamily communities in the United States with
over 35,000 apartments. AERC has over 30 years experience in the business of
developing and managing apartment complexes. The property breakdown is as
follows: Hampton Point (Approx. $18,442,154) which was constructed in 1986, is
located in Silver Springs (Montgomery County), Maryland, approximately 14 miles
north of Washington, DC. The Mortgaged Property is located between U.S. Route 29
and Interstate 95, and provides access to the surrounding Prince George's,
Montgomery and Howard Counties. The complex consists of 352 units garden style
apartments and offers amenities that include a swimming pool, cabana area and
children's playground. The occupancy rate at Hampton Point averaged 96% in 1998
and, as of May 1999, averaged 96%. As of April 1999, the appraised value of the
property was $26,400,000, indicating Cut-Off Date LTV of 69.86%. The
Underwritten Net Cash Flow is $1,907,604, indicating a DSCR of 1.23x. Spring
Valley (Approx. $11,962,178) consists of seventeen two-story buildings
containing 224 one-and two-bedroom units. All units are equipped with full sized
washer/dryer, microwave, self-cleaning oven and have either a patio or balcony.
Selected units also have sunrooms, fireplaces, vaulted ceilings and mini
storage. The complex was built in 1987. The complex is located in Farmington
Hills (Oakland County), Michigan, a suburb of Detroit. Occupancy at Spring
Valley averaged 93% for the trailing three months ending June 1999 and, as of
June 1999 was 93%. As of April 1999, the appraised value of the property was
$15,720,000, indicating Cut-Off Date LTV of 76.10%. The Underwritten Net Cash
Flow is $1,221,573, indicating a DSCR of 1.22x. Saw Mill Village (Approx.
$12,460,915) is located 10 miles northwest of the Columbus central business
district. The complex consists of twelve two- and three-story garden apartment
buildings containing 340 one, two and three bedroom units. The complex was built
in 1987 on a 22.61 acre site. The property's amenities include a clubhouse with
fitness center, racquetball court, indoor pool and jacuzzi, outdoor pool and
jacuzzi and tennis, basketball and volleyball courts. Occupancy for the trailing
twelve month period ending March, 1999 averaged 96. %. As of April 1999, the
appraised value of the property was $17,430,000, indicating Cut-Off Date LTV of
71.49%. The Underwritten Net Cash Flow is $1,377,547, indicating a DSCR of
1.31x.
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
11
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Ten Largest Mortgage Loans
Ten Largest Mortgage Loans The largest Mortgage Loan represents
approximately 4.26% of the Initial Pool
Balance; the three largest Mortgage Loans
represent 11.80%; the ten largest Mortgage
Loans represent 32.00%.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
Percentage
Aggregate of
Cut-off Initial Stated Cut-off LTV
Date Pool Mortgage Remaining Date LTV Ratio at
Property Name Balance Balance Rate Term (mos.) DSCR Ratio Maturity
------------- ------- ------- -------- ----------- ---- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Potomac Heights Apartments 26,086,864 4.26% 6.977 103 1.34 79.78 70.58
Blue Cross Blue Shield
Building 25,288,017 4.13% 7.850 119 1.79 61.78 55.18
Pond View Corporate Center 20,930,804 3.42% 7.790 115 1.25 72.18 63.51
College Square 18,825,623 3.07% 7.980 118 1.25 75.60 66.65
First American Building 18,568,200 3.03% 8.200 118 1.26 76.10 68.55
Hampton Point 18,442,154 3.01% 7.500 115 1.23 69.86 62.02
Lakeside Plaza Office
Center 18,170,833 2.97% 7.950 117 1.27 72.68 65.13
Norport Apartments 3,243,748
Colonial Court 1,362,811
Lee Hall 8,792,361
River Drive Apartments 3,975,198
----------
Virginia Apartment Portfolio 17,374,119 2.84% 8.200 117 1.49 68.99 62.18
Frazier-King Building 16,439,315 2.68% 7.500 114 1.27 71.48 63.51
Tanglewood Apartments 15,969,297 2.61% 7.790 117 1.23 79.85 70.16
- --------------------------------------------------------------------------------------------------------------
</TABLE>
Description
Potomac Heights Apartments (Approx. $26,086,864 -- 4.26% of the Initial Pool).
This Mortgage Loan is secured by the Potomac Heights Apartments complex. The
property is located in Fort Washington (Prince George's County), Maryland. It is
situated approximately three miles south of the Capital Beltway and about seven
miles southwest of Andrews Air Force Base. This 27.82 acre site is improved with
a 606-unit garden complex containing 13 three- and four-story buildings. The
Prince George's County market has remained stable over the past seven years with
occupancy rates exceeding 95%. As of May 1999, the trailing three month
occupancy was approximately 95%. As of March, 1999, the appraised value was
$32,700,000, indicating a Cut-Off Date LTV of 79.78%. The Underwritten Net Cash
Flow is $2,816,555, indicating a DSCR of 1.34x.
Blue Cross Blue Shield Building (Approx. $25,288,017 -- 4.13% of the Initial
Pool). This Mortgage Loan is secured by a 348,410 square foot office building in
Columbia, South Carolina. The property is 100% leased to Blue Cross Blue Shield
of South Carolina. As of May 1999, the appraised value was $40,930,000
indicating a Cut-Off Date LTV of 61.78%. The Underwritten Net Cash Flow is
$3,926,149, indicating a DSCR of 1.79x.
Pond View Corporate Center (Approx. $20,930,804 -- 3.42% of the Initial Pool).
This Mortgage Loan is secured by two multi-tenant office buildings aggregating
232,538 rentable square feet located in Farmington, Connecticut. The Pond View
Corporate Center was built in two phases, in 1986 and 1988. The subject property
was developed by the Fusco Corporation (an affiliate of the borrowing entity).
Fusco Corporation has been in existence over 75 years and is one of the largest
real estate and development companies in the State of Connecticut. Occupancy
average as for the
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
12
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Ten Largest Mortgage Loans
trailing twelve month period ending August, 1999 was 98%. Major tenants include
Kaiser, Allstate, Transamerica, Microsoft, Kelly Services and the law firm of
Levy & Droney. As of March, 1999, the appraised value was $29,000,000,
indicating a Cut-Off Date LTV of 72.18%. The Underwritten Net Cash Flow is
$2,298,790, indicating a DSCR of 1.25x.
College Square (Approx. $18,825,623 -- 3.07% of the Initial Pool). This Mortgage
Loan is secured by a 180,523 square foot shopping center. The property is
located in Cerritos (Los Angeles County), California within the Greater Los
Angeles Area defined as within a 60-mile radius of the Los Angeles Central
Business District. The center is anchored by two investment grade tenants,
Staples and Home Depot, as well as LA Fitness. The subject was built in 1973 and
underwent renovations in 1986, 1992 and 1999. The Staples space is scheduled to
be delivered and Staples is scheduled to take occupancy of its space in November
1999. Pursuant to the lease, rental payments commence 60 days following delivery
of the premises to Staples. The borrower has placed into escrow approximately
$1,700,000 (the "Staples Escrow") of the proceeds of the College Square Loan to
cover certain contingencies with respect to the Staples space. The Staples
Escrow will not be advanced to the borrower if, among other factors, Staples
does not take occupancy or thee borrowers fails to uphold certain covenants in
the lease, but may instead be applied as a prepayment on the Mortgage Loan or
towards scheduled debt service on the College Square Loan. The appraised value
was $24,900,000, indicating a Cut-Off Date LTV of 75.60%. The Underwritten Net
Cash Flow is $2,092,544, indicating a DSCR of 1.25x.
First American Building (Approx. $18,568,200 -- 3.03% of the Initial Pool). This
Mortgage Loan is secured by a 230,700 square foot office building in Dallas,
Texas. The property, which houses the division headquarters and national
operation center of First American Real Estate Tax Service, is a single tenant
office building with an occupancy rate of 100%. The lease expires on June 30,
2012; however, the tenant has the option to terminate on June 30, 2007 upon one
year's prior notice and payment of a $2,286,667 termination fee, the right to
which has been assigned to lender. As of June, 1999 the appraised value was
$24,400,000, indicating a Cut-Off Date LTV of 76.10%. The Underwritten Net Cash
Flow is $2,096,867, indicating a DSCR of 1.26x.
Hampton Point (Approx. $18,442,154-- 3.01% of the Initial Pool). See description
in "Borrower Concentrations" above.
Lakeside Plaza Office Center (Approx. $18,170,833 -- 2.97% of the Initial Pool).
This Mortgage Loan is secured by an office complex in Salt Lake City, Utah. As
of July 1999, the office complex was 100% occupied. Major tenants include
Providian Bancorp Services and United Health Services. As of June, 1999, the
appraised value was $25,000,000 indicating a Cut-Off date LTV of 72.68%. The
Underwritten Net Cash Flow is $2,030,179 indicating a DSCR of 1.27x.
Virginia Apartment Portfolio (Approx. $17,374,119 -- 2.84% of the Initial Pool).
This Mortgage Loan is secured by four separate multi-family developments in the
Hampton Roads and Richmond-St. Petersburg, Virginia area. As of April 13, 1999,
the combined appraised value of all four properties was $25,185,000, indicating
a Cut-Off date LTV of 68.99%. The Underwritten Net Cash Flow for all four
properties is $2,331,033, indicating a DSCR of 1.49x. The property breakdown is
as follows: Lee Hall Apartments. This property, located in Petersburg, Virginia,
consists of 146 two-story and eight single-story apartment buildings. As of
April 1999, the
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
13
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Ten Largest Mortgage Loans
appraised value was $12,855,000. As of May, 1999, the property had a 91%
occupancy rate. Colonial Court. This property, located in Colonial Heights,
Virginia, consists of a 64-unit apartment complex. As of April, 1999, the
appraised value was $1,530,000. As of May 1999, the property had a 94% occupancy
rate. River Drive Apartments. This property, located in Newport News, Virginia,
consists of 44 two-and three-story apartment buildings. As of April 1999, the
appraised value was $5,650,000. As of June, 1999, the property had a 95%
occupancy rate. Norport Apartments. This property, located in Portsmouth,
Virginia, consists of 20 two-story apartment buildings. As of April 1999, the
appraised value was $5,150,000. As of April, 1999 the property had a 89%
occupancy rate.
Frazier/King Building (Approx. $16,439,315 -- 2.68% of the Initial Pool). This
Mortgage Loan is secured by an office complex located within the Las Colinas
area of Irving, Texas. As of April 1999, the office complex was 91% occupied.
Major Tenants include GTE, Fox Sports, Southwest Airlines and Arthur Andersen.
As of April 1999, the appraised value was $23,000,000 indicating a Cut-Off Date
LTV of 71.48%. The Underwritten Net Cash Flow is $1,761,742, indicating a DSCR
of 1.27x.
Tanglewood Apartments (Approx. $15,969,297 -- 2.61% of the Initial Pool). This
Mortgage is secured by the Tanglewood Apartments. The Mortgaged Property is
located in Hammond, Indiana; approximately 20 miles southeast of downtown
Chicago . The 19.71 acre site is improved with 17 three story apartment
buildings containing 408 units. Amenities include laundry facilities, outdoor
swimming pool, sauna, clubhouse, tennis courts, playground, picnic area, and
storage. The Mortgage Property is easily accessible to public transportation and
is within close proximity to Interstate 80. Historical occupancy for the subject
has been 92%, 92%, 93% and 94% for 1996, 1997, 1998, and the trailing 12-month
period respectively. As of June, 1999, the appraised value of the subject was
$20,000,000, indicating a cut-off-date LTV of 79.85%. The underwritten net cash
flow is $1,710,861, indicating a DSCR of 1.23x.
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
14
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Percentage Premiums and Yield Maintenance Charges
Restrictions
100% of the Mortgage Loans have protection against voluntary prepayment during
their terms with varying periods of Lockout, Yield Maintenance and/or Percentage
Premiums until a specified period of time (generally between three and four
months) immediately prior to their respective maturity dates (or, with respect
to ARD Loans, their respective Anticipated Repayment Dates) during which there
are no restrictions on voluntary prepayment.
More generally, 101 loans or 90.25% of the initial pool balance is either locked
out or protected by defeasance, 6 loans or 8.53% pool balance is protected by
lockout followed by a yield maintenance period, and 1 loan or 1.22% of the
initial pool balance is protected by lockout followed by a period of fixed
percentage premiums.
Allocation of Percentage Premiums and Yield Maintenance Charges
Percentage Premiums. 25% of Percentage Premiums will be allocated on any
distribution date, to the Class A, B, C, D, E and F Certificate holders based on
principal distributed to such Class on such distribution date. Only Classes A,
B, C, D, E and F will receive this distribution. All remaining amounts of
Percentage Premiums will be distributed to Class IO. Please see page S-88 of the
Prospectus Supplement for a description of the allocation of Percentage
Premiums.
Yield Maintenance Charges. Substantially all Yield Maintenance Charges are
calculated flat to Treasuries. The fraction of Yield Maintenance Charges
distributed to each eligible principal paying bond class (Classes A, B, C, D, E
and F) is defined by:
(a) The principal distributed to each such class divided by the total principal
distributed to all classes of Certificates
multiplied by
(b) (Bond Coupon - Treasury Rate) / (Mortgage Rate-Treasury Rate),
where (b) is not to exceed 1.0, or be less than zero.
This fraction is multiplied by the Yield Maintenance Charge, to determine the
amount allocated among Classes A, B, C, D, E and F whichever are currently
receiving principal on the distribution date. Class IO will receive the
remainder of any Yield Maintenance Charges.
Please see page S-88 of the Prospectus Supplement for a description of the
allocation of Yield Maintenance Charges.
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
15
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Percentage Premiums and Yield Maintenance Charges
The following table summarizes the amounts and percentages of the Pool Balance
which are subject to a Lockout Period, Yield Maintenance Charge or Percentage
Premium on an annual basis over the life of the Trust (assuming no loan
prepayments, modifications, defaults or extensions).
<TABLE>
<CAPTION>
Percentage Lock-out/Premium Analysis
- --------------------------------------------------------------------------------------------------------
Current 12 Mo. 24 Mo. 36 Mo. 48 Mo. 60 Mo. 72 Mo.
Nov. Nov. Nov. Nov. Nov. Nov. Nov.
Prepayment Restriction 1999 2000 2001 2002 2003 2004 2005
- ---------------------- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Locked Out and/or Defeasance 100.0% 98.8% 97.1% 95.5% 94.2% 90.3% 92.8%
Yield Maintenance 0.0 0.0 1.7 3.2 4.6 7.0 7.2
Percentage Premium
5.00% 0.0 1.2 0.0 0.0 0.0 0.0 0.0
4.00 0.0 0.0 1.2 0.0 0.0 0.0 0.0
3.00 0.0 0.0 0.0 1.2 0.0 0.0 0.0
2.00 0.0 0.0 0.0 0.0 1.2 0.0 0.0
1.00 0.0 0.0 0.0 0.0 0.0 1.2 0.0
Open 0.0 0.0 0.0 0.0 0.0 1.5 0.0
-------- --------- --------- --------- -------- --------- --------
TOTALS 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0%
Mortgage Pool Balance ($ millions) $612.7 $607.6 $601.9 $595.7 $589.0 $581.9 $558.4
% of Initial Pool Balance 100.0% 99.2% 98.2% 97.2% 96.1% 95.0% 91.1%
- --------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Percentage Lock-out/Premium Analysis
- ------------------------------------------------------------------------------------
84 Mo. 96 Mo. 108 Mo. 120 Mo. 132 Mo.
Nov. Nov. Nov. Nov. Nov.
Prepayment Restriction 2006 2007 2008 2009 2010
- ---------------------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Locked Out and/or Defeasance 92.9% 92.7% 89.9% 100.0% 100.0%
Yield Maintenance 7.1 5.9 6.3 0.0 0.0
Percentage Premium
5.00% 0.0 0.0 0.0 0.0 0.0
4.00 0.0 0.0 0.0 0.0 0.0
3.00 0.0 0.0 0.0 0.0 0.0
2.00 0.0 0.0 0.0 0.0 0.0
1.00 0.0 0.0 0.0 0.0 0.0
Open 0.0 1.4 3.8 0.0 0.0
--------- --------- -------- --------- ---------
TOTALS 100.0% 100.0% 100.0% 100.0% 100.0%
Mortgage Pool Balance ($ millions) $550.2 $530.4 $486.6 $ 7.1 $ 6.9
% of Initial Pool Balance 89.8% 86.6% 79.4% 1.2% 1.1%
- ------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Mortgage Loan Prepayment Provisions
- -----------------------------------------------------------------------------------------------
Number Aggregate % of Weighted Average
of Cut-off Initial Stated
Prepayment Restriction (1) Mortgage Date Pool Remaining Term
Loans Balance Balance (mo.)
-------- --------- ------- ----------------
<S> <C> <C> <C> <C>
LO, then D 101 $ 552,957,817 90.25% 116
LO, then YM 6 52,281,526 8.53 103
LO, then PP 1 7,488,420 1.22 65
------- ------------- ------- -------
Total / Wtd. Avg. 108 $ 612,727,763 100.00% 114
======= ============= ======= =======
- -----------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Mortgage Loan Prepayment Provisions
- ------------------------------------------------------------------------------------
Lockout/Defeasance Term Weighted Average #
(mo.)/% of Weighted Average of Months Open to
Prepayment Restriction (1) Stated Remaining Term of Prepayment Prior to
Lockout Maturity/ARD
-------------------------- -------------------
<S> <C> <C> <C>
LO, then D 113 97.48% 3
LO, then YM 40 38.34 4
LO, then PP 5 7.69% 3
-------- --------- --------
Total / Wtd. Avg. 105 92.27% 3
======== ========= ========
- ------------------------------------------------------------------------------------
</TABLE>
(1) LO = Lockout; D = Defeasance; PP = Percentage Premium;
YM = Yield Maintenance
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
16
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Mortgage Loan / Collateral Summary
Mortgage Loans by State
- ------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
State Properties Date Balance Initial Pool Balance
- ----- ---------- ----------------- --------------------
Texas 23 $ 111,830,425 18.25%
California 12 69,728,053 11.38%
New York 11 48,380,931 7.90%
Maryland 2 44,529,018 7.27%
Connecticut 7 43,066,467 7.03%
South Carolina 2 28,933,747 4.72%
Indiana 2 24,936,192 4.07%
Virginia 6 21,285,252 3.47%
Nevada 3 19,544,204 3.19%
Utah 1 18,170,833 2.97%
Other 48 182,322,641 29.76%
-------- ---------------- --------
117 $ 612,727,763 100.00%
======== ================ ========
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Range of Mortgage Rates as of the Cut-off Date
- -----------------------------------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
Range of Mortgage Rates Loans Date Balance Initial Pool Balance
- ----------------------- --------- ----------------- --------------------
<S> <C> <C> <C>
6.977 - 6.999 1 $ 26,086,864 4.26%
7.000 - 7.124 1 9,507,210 1.55%
7.125 - 7.249 1 4,843,129 0.79%
7.250 - 7.374 1 8,503,715 1.39%
7.375 - 7.499 2 19,450,598 3.17%
7.500 - 7.624 6 66,604,470 10.87%
7.625 - 7.749 3 25,802,030 4.21%
7.750 - 7.874 14 104,354,966 17.03%
7.875 - 7.999 10 73,960,275 12.07%
8.000 - 8.124 8 39,767,824 6.49%
8.125 - 8.249 9 62,209,173 10.15%
8.250 - 8.374 8 23,843,137 3.89%
8.375 - 8.499 24 77,589,996 12.66%
8.500 - 8.624 9 28,055,644 4.58%
8.625 - 8.749 2 7,181,544 1.17%
8.750 - 8.874 2 9,285,484 1.52%
8.875 - 8.999 2 15,376,847 2.51%
9.000 - 9.124 1 6,690,463 1.09%
9.125 - 9.249 2 1,720,394 0.28%
9.250 - 9.374 1 797,213 0.13%
9.500 - 9.500 1 1,096,789 0.18%
--------- ------------------ -----------
Total / Wtd. Avg. 108 $ 612,727,763 100.00%
========= ================== ===========
- -----------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
17
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Mortgage Loan / Collateral Summary
<TABLE>
<CAPTION>
Range of Cut-off Date Balances
- ----------------------------------------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
Range of Cut-off Date Balances Loans Date Balance Initial Pool Balance
- ------------------------------ --------- ----------------- --------------------
<S> <C> <C> <C>
$ 721,001 - $ 999,999 6 $ 5,199,857 0.85%
$ 1,000,000 - $ 1,999,999 22 34,897,971 5.70%
$ 2,000,000 - $ 2,999,999 22 51,755,572 8.45%
$ 3,000,000 - $ 3,999,999 8 27,567,589 4.50%
$ 4,000,000 - $ 4,999,999 8 36,933,995 6.03%
$ 5,000,000 - $ 5,999,999 3 16,840,805 2.75%
$ 6,000,000 - $ 6,999,999 12 77,742,701 12.69%
$ 7,000,000 - $ 7,999,999 2 15,471,458 2.53%
$ 8,000,000 - $ 8,999,999 7 59,655,993 9.74%
$ 9,000,000 - $ 9,999,999 3 28,386,930 4.63%
$ 10,000,000 - $ 14,999,999 5 62,179,666 10.15%
$ 15,000,000 - $ 19,999,999 7 123,789,541 20.20%
$ 20,000,000 - $ 24,999,999 1 20,930,804 3.42%
$ 25,000,000 - $ 26,086,864 2 $ 51,374,881 8.38%
-------- ------------- -----------
Total / Wtd. Avg. 108 $ 612,727,763 100.00%
======== ============= ===========
- -----------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Range of Debt Service Coverage Ratios as of the Cut-off Date
- -----------------------------------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
Range of DSCRs Loans Date Balance Initial Pool Balance
- -------------- --------- ----------------- --------------------
<S> <C> <C> <C>
1.20 - 1.29 49 $ 320,253,483 52.27%
1.30 - 1.39 25 129,063,235 21.06%
1.40 - 1.49 15 70,851,307 11.56%
1.50 - 1.59 4 12,301,886 2.01%
1.60 - 1.69 4 22,685,181 3.70%
1.70 - 1.79 5 37,891,220 6.18%
2.00 - 2.49 3 6,021,926 0.98%
2.50 - 2.99 1 4,986,533 0.81%
3.00 - 3.49 1 1,982,529 0.32%
3.50 - 3.89 1 6,690,463 1.09%
-------- ---------------- -----------
Total / Wtd. Avg. 108 $ 612,727,763 100.00%
======== ================ ===========
- -----------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
18
<PAGE>
October 15, 1999
Merrill Lynch Mortgage Investors, Inc. 1999-C1
- --------------------------------------------------------------------------------
Mortgage Loan / Collateral Summary
Range of LTV Ratios as of the Cut-off Date
- --------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
Range of LTV Ratios Loans Date Balance Initial Pool Balance
- ------------------- --------- ----------------- --------------------
40.54 - 50.00 3 $ 9,537,172 1.56%
50.01 - 60.00 8 29,635,456 4.84%
60.01 - 70.00 39 194,762,833 31.79%
70.01 - 79.85 58 378,792,302 61.82%
------- ------------------ ---------
Total / Wtd. Avg. 108 $ 612,727,763 100.00%
======= ================== =========
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Range of LTV Ratios as of the Mortgage Loan Maturity Dates/Anticipated Repayment Dates
- ----------------------------------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
Range of Maturity LTV Ratios Loans Date Balance Initial Pool Balance
- ---------------------------- --------- ----------------- --------------------
<S> <C> <C> <C>
33.90 - 50.00 10 $ 36,924,992 6.03%
50.01 - 60.00 28 124,353,939 20.30%
60.01 - 70.00 60 365,697,232 59.68%
70.01 - 73.18 10 85,751,600 14.00%
------- ------------------ ---------
Total / Wtd. Avg. 108 $ 612,727,763 100.00%
======= ================== =========
- ----------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Range of Remaining Term in Months
- ----------------------------------------------------------------------------------------------------------
Number of Aggregate Cut-off Percentage of
Range of Remaining Terms (Mos.) Loans Date Balance Initial Pool Balance
- ------------------------------- --------- ----------------- ---------------------
<S> <C> <C> <C>
63 - 72 2 $ 16,995,630 2.77%
85 - 96 1 11,962,178 1.95%
97 - 108 3 39,433,708 6.44%
109 - 120 101 536,212,864 87.51%
121 - 139 1 8,123,382 1.33%
------ ------------------- ----------
Total / Wtd. Avg. 108 $ 612,727,763 100.00%
====== =================== ==========
- ----------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
The Underwriters make no representations as to the accuracy or completeness of
the information contained herein. The information contained herein is qualified
in its entirety by the information in the Prospectus and Prospectus Supplement
for this transaction. The information contained herein is preliminary as of the
date hereof and will be superceded by the applicable final Prospectus and
Prospectus Supplement and any other information subsequently filed with the
Securities and Exchange Commission. These materials are subject to change,
completion, or amendment from time to time without notice, and the Underwriters
are under no obligation to keep you advised of such changes. These materials are
not intended as an offer or solicitation with respect to the purchase or sale of
any security. Any investment decision with respect to the securities should be
made by you based upon the information contained in the final Prospectus
Supplement and Prospectus relating to the securities. You should consult your
own counsel, accountant, and other advisors as to the legal, tax, business,
financial and related aspects of a purchase of these securities.
19
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class A-1
Bond Type - Fixed
Settlement Date: 11/4/99 Current Balance: $100,000,000
Next Payment: 12/15/99 Current Coupon: 7.360%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
99-00 7.64 4.33 7.66 4.20 7.66 4.12 7.67 4.07 7.68 3.99
99-04 7.61 7.62 7.63 7.64 7.64
99-08 7.58 7.60 7.60 7.61 7.61
99-12 7.55 7.57 7.57 7.58 7.58
99-16 7.52 4.34 7.54 4.21 7.54 4.13 7.55 4.08 7.55 4.00
99-20 7.49 7.51 7.51 7.52 7.52
99-24 7.47 7.48 7.48 7.48 7.49
99-28 7.44 7.45 7.45 7.45 7.46
100-00 7.41 4.35 7.42 4.22 7.42 4.14 7.42 4.09 7.42 4.02
100-04 7.38 7.39 7.39 7.39 7.39
100-08 7.35 7.36 7.36 7.36 7.36
100-12 7.32 7.33 7.33 7.33 7.33
100-16 7.29 4.36 7.30 4.23 7.30 4.15 7.30 4.11 7.30 4.03
100-20 7.26 7.27 7.27 7.27 7.27
100-24 7.24 7.24 7.24 7.24 7.24
100-28 7.21 7.21 7.21 7.21 7.21
101-00 7.18 4.37 7.18 4.24 7.18 4.16 7.18 4.12 7.18 4.04
101-04 7.15 7.15 7.15 7.15 7.15
101-08 7.12 7.12 7.12 7.12 7.12
101-12 7.09 7.09 7.09 7.09 7.09
101-16 7.07 4.37 7.06 4.25 7.06 4.17 7.06 4.13 7.06 4.05
101-20 7.04 7.04 7.03 7.03 7.03
101-24 7.01 7.01 7.00 7.00 7.00
101-28 6.98 6.98 6.97 6.97 6.96
102-00 6.95 4.38 6.95 4.26 6.95 4.18 6.94 4.14 6.93 4.06
Wtd. Avg. Life 5.64 5.47 5.37 5.31 5.20
1st Prin 12/15/99 12/15/99 12/15/99 12/15/99 12/15/99
Mat. 6/15/08 6/15/08 6/15/08 5/15/08 3/15/08
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class A-2
Bond Type - Fixed
Settlement Date: 11/4/99 Current Balance: $350,354,000
Next Payment: 12/15/99 Current Coupon: 7.540%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
99-00 7.77 6.61 7.77 6.60 7.77 6.59 7.77 6.58 7.77 6.50
99-04 7.75 7.75 7.75 7.75 7.75
99-08 7.73 7.73 7.73 7.73 7.73
99-12 7.71 7.71 7.71 7.71 7.71
99-16 7.69 6.62 7.69 6.61 7.69 6.60 7.69 6.59 7.69 6.51
99-20 7.67 7.67 7.67 7.67 7.67
99-24 7.65 7.65 7.65 7.65 7.65
99-28 7.63 7.63 7.63 7.63 7.63
100-00 7.62 6.63 7.62 6.62 7.62 6.61 7.62 6.60 7.61 6.52
100-04 7.60 7.60 7.60 7.60 7.60
100-08 7.58 7.58 7.58 7.58 7.58
100-12 7.56 7.56 7.56 7.56 7.56
100-16 7.54 6.64 7.54 6.63 7.54 6.62 7.54 6.61 7.54 6.53
100-20 7.52 7.52 7.52 7.52 7.52
100-24 7.50 7.50 7.50 7.50 7.50
100-28 7.48 7.48 7.48 7.48 7.48
101-00 7.47 6.65 7.47 6.64 7.47 6.63 7.46 6.62 7.46 6.54
101-04 7.45 7.45 7.45 7.45 7.44
101-08 7.43 7.43 7.43 7.43 7.42
101-12 7.41 7.41 7.41 7.41 7.41
101-16 7.39 6.66 7.39 6.65 7.39 6.64 7.39 6.63 7.39 6.55
101-20 7.37 7.37 7.37 7.37 7.37
101-24 7.35 7.35 7.35 7.35 7.35
101-28 7.34 7.34 7.34 7.33 7.33
102-00 7.32 6.67 7.32 6.66 7.32 6.65 7.32 6.64 7.31 6.56
Wtd. Avg. Life 9.60 9.59 9.57 9.55 9.37
1st Prin 6/15/08 6/15/08 6/15/08 5/15/08 3/15/08
Mat. 9/15/09 9/15/09 9/15/09 8/15/09 6/15/09
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class B
Bond Type - Minimum of NWAC or Fixed
Settlement Date: 11/4/99 Current Balance: $33,700,000
Next Payment: 12/15/99 Current Coupon: 7.690%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
98-16 8.00 6.67 8.00 6.67 8.00 6.67 8.00 6.66 8.00 6.58
98-20 7.98 7.98 7.98 7.98 7.98
98-24 7.96 7.96 7.96 7.96 7.96
98-28 7.94 7.94 7.94 7.94 7.94
99-00 7.92 6.68 7.92 6.68 7.92 6.68 7.92 6.67 7.92 6.59
99-04 7.90 7.90 7.90 7.90 7.90
99-08 7.88 7.88 7.88 7.88 7.88
99-12 7.86 7.86 7.86 7.86 7.86
99-16 7.84 6.69 7.84 6.69 7.84 6.69 7.84 6.68 7.84 6.60
99-20 7.83 7.83 7.83 7.83 7.83
99-24 7.81 7.81 7.81 7.81 7.81
99-28 7.79 7.79 7.79 7.79 7.79
100-00 7.77 6.70 7.77 6.70 7.77 6.70 7.77 6.69 7.77 6.61
100-04 7.75 7.75 7.75 7.75 7.75
100-08 7.73 7.73 7.73 7.73 7.73
100-12 7.71 7.71 7.71 7.71 7.71
100-16 7.70 6.71 7.70 6.71 7.70 6.71 7.70 6.70 7.69 6.62
100-20 7.68 7.68 7.68 7.68 7.68
100-24 7.66 7.66 7.66 7.66 7.66
100-28 7.64 7.64 7.64 7.64 7.64
101-00 7.62 6.72 7.62 6.72 7.62 6.72 7.62 6.71 7.62 6.63
101-04 7.60 7.60 7.60 7.60 7.60
101-08 7.58 7.58 7.58 7.58 7.58
101-12 7.57 7.57 7.57 7.57 7.56
101-16 7.55 6.73 7.55 6.73 7.55 6.73 7.55 6.72 7.54 6.64
Wtd. Avg. Life 9.86 9.86 9.86 9.84 9.66
1st Prin 9/15/09 9/15/09 9/15/09 8/15/09 6/15/09
Mat. 9/15/09 9/15/09 9/15/09 9/15/09 7/15/09
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class C
Bond Type - Minimum of NWAC or Fixed
Settlement Date: 11/4/99 Current Balance: $27,573,000
Next Payment: 12/15/99 Current Coupon: 7.900%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
98-09 8.25 6.60 8.25 6.60 8.25 6.60 8.25 6.60 8.25 6.55
98-13 8.23 8.23 8.23 8.23 8.23
98-17 8.21 8.21 8.21 8.21 8.21
98-21 8.19 8.19 8.19 8.19 8.19
98-25 8.17 6.61 8.17 6.61 8.17 6.61 8.17 6.61 8.17 6.56
98-29 8.15 8.15 8.15 8.15 8.15
99-01 8.13 8.13 8.13 8.13 8.13
99-05 8.11 8.11 8.11 8.11 8.11
99-09 8.09 6.62 8.09 6.62 8.09 6.62 8.09 6.62 8.09 6.57
99-13 8.07 8.07 8.07 8.07 8.08
99-17 8.06 8.06 8.06 8.06 8.06
99-21 8.04 8.04 8.04 8.04 8.04
99-25 8.02 6.63 8.02 6.63 8.02 6.63 8.02 6.63 8.02 6.58
99-29 8.00 8.00 8.00 8.00 8.00
100-01 7.98 7.98 7.98 7.98 7.98
100-05 7.96 7.96 7.96 7.96 7.96
100-09 7.94 6.64 7.94 6.64 7.94 6.64 7.94 6.64 7.94 6.59
100-13 7.92 7.92 7.92 7.92 7.92
100-17 7.91 7.91 7.91 7.91 7.90
100-21 7.89 7.89 7.89 7.89 7.89
100-25 7.87 6.65 7.87 6.65 7.87 6.65 7.87 6.65 7.87 6.60
100-29 7.85 7.85 7.85 7.85 7.85
101-01 7.83 7.83 7.83 7.83 7.83
101-05 7.81 7.81 7.81 7.81 7.81
101-09 7.79 6.66 7.79 6.66 7.79 6.66 7.79 6.66 7.79 6.61
Wtd. Avg. Life 9.86 9.86 9.86 9.86 9.75
1st Prin 9/15/09 9/15/09 9/15/09 9/15/09 7/15/09
Mat. 9/15/09 9/15/09 9/15/09 9/15/09 8/15/09
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class D
Bond Type - Minimum of NWAC or Fixed
Settlement Date: 11/4/99 Current Balance: $9,191,000
Next Payment: 12/15/99 Current Coupon: 7.900%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
97-09 8.40 6.58 8.40 6.58 8.40 6.58 8.40 6.58 8.40 6.54
97-13 8.38 8.38 8.38 8.38 8.38
97-17 8.36 8.36 8.36 8.36 8.36
97-21 8.34 8.34 8.34 8.34 8.35
97-25 8.32 6.59 8.32 6.59 8.32 6.59 8.32 6.59 8.33 6.55
97-29 8.30 8.30 8.30 8.30 8.31
98-01 8.29 8.29 8.29 8.29 8.29
98-05 8.27 8.27 8.27 8.27 8.27
98-09 8.25 6.60 8.25 6.60 8.25 6.60 8.25 6.60 8.25 6.56
98-13 8.23 8.23 8.23 8.23 8.23
98-17 8.21 8.21 8.21 8.21 8.21
98-21 8.19 8.19 8.19 8.19 8.19
98-25 8.17 6.61 8.17 6.61 8.17 6.61 8.17 6.61 8.17 6.58
98-29 8.15 8.15 8.15 8.15 8.15
99-01 8.13 8.13 8.13 8.13 8.13
99-05 8.11 8.11 8.11 8.11 8.11
99-09 8.09 6.62 8.09 6.62 8.09 6.62 8.09 6.62 8.09 6.59
99-13 8.07 8.07 8.07 8.07 8.07
99-17 8.06 8.06 8.06 8.06 8.06
99-21 8.04 8.04 8.04 8.04 8.04
99-25 8.02 6.63 8.02 6.63 8.02 6.63 8.02 6.63 8.02 6.60
99-29 8.00 8.00 8.00 8.00 8.00
100-01 7.98 7.98 7.98 7.98 7.98
100-05 7.96 7.96 7.96 7.96 7.96
100-09 7.94 6.64 7.94 6.64 7.94 6.64 7.94 6.64 7.94 6.61
Wtd. Avg. Life 9.86 9.86 9.86 9.86 9.78
1st Prin 9/15/09 9/15/09 9/15/09 9/15/09 8/15/09
Mat. 9/15/09 9/15/09 9/15/09 9/15/09 8/15/09
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class E
Bond Type - Minimum of NWAC or Fixed
Settlement Date: 11/4/99 Current Balance: $21,446,000
Next Payment: 12/15/99 Current Coupon: 7.900%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
94-03 8.91 6.51 8.91 6.51 8.91 6.51 8.91 6.51 8.91 6.50
94-07 8.89 8.89 8.89 8.89 8.89
94-11 8.87 8.87 8.87 8.87 8.87
94-15 8.85 8.85 8.85 8.85 8.85
94-19 8.83 6.52 8.83 6.52 8.83 6.52 8.83 6.52 8.83 6.51
94-23 8.81 8.81 8.81 8.81 8.81
94-27 8.79 8.79 8.79 8.79 8.79
94-31 8.77 8.77 8.77 8.77 8.77
95-03 8.75 6.53 8.75 6.53 8.75 6.53 8.75 6.53 8.75 6.52
95-07 8.73 8.73 8.73 8.73 8.73
95-11 8.71 8.71 8.71 8.71 8.71
95-15 8.69 8.69 8.69 8.69 8.69
95-19 8.67 6.54 8.67 6.54 8.67 6.54 8.67 6.54 8.67 6.53
95-23 8.65 8.65 8.65 8.65 8.65
95-27 8.63 8.63 8.63 8.63 8.63
95-31 8.61 8.61 8.61 8.61 8.61
96-03 8.59 6.55 8.59 6.55 8.59 6.55 8.59 6.55 8.59 6.54
96-07 8.57 8.57 8.57 8.57 8.57
96-11 8.55 8.55 8.55 8.55 8.55
96-15 8.53 8.53 8.53 8.53 8.53
96-19 8.51 6.56 8.51 6.56 8.51 6.56 8.51 6.56 8.51 6.55
96-23 8.49 8.49 8.49 8.49 8.49
96-27 8.47 8.47 8.47 8.47 8.47
96-31 8.45 8.45 8.45 8.45 8.45
97-03 8.43 6.58 8.43 6.58 8.43 6.58 8.43 6.58 8.43 6.56
Wtd. Avg. Life 9.86 9.86 9.86 9.86 9.84
1st Prin 9/15/09 9/15/09 9/15/09 9/15/09 8/15/09
Mat. 9/15/09 9/15/09 9/15/09 9/15/09 9/15/09
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
<PAGE>
Computational Materials
MLMI, Series 1999-C1
- --------------------------------------------------------------------------------
Price/Yield to Maturity Table
Bond Sensitivities
Class F
Bond Type - Minimum of NWAC or Fixed
Settlement Date: 11/4/99 Current Balance: $7,659,000
Next Payment: 12/15/99 Current Coupon: 7.900%
<TABLE>
<CAPTION>
--------------------------------------------------------------
0% CPR While Subject to Lockout or Yield Maintenance*
--------------- --------------------------------------------------------------
0.00% CPR 25.00% CPR 50.00% CPR 75.00% CPR 100.00% CPR
Price Yield Dur Yield Dur Yield Dur Yield Dur Yield Dur
------ --------------- --------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
88-31 9.78 6.39 9.78 6.39 9.78 6.39 9.78 6.39 9.78 6.39
89-03 9.76 9.76 9.76 9.76 9.76
89-07 9.73 9.73 9.73 9.73 9.73
89-11 9.71 9.71 9.71 9.71 9.71
89-15 9.69 6.40 9.69 6.40 9.69 6.40 9.69 6.40 9.69 6.40
89-19 9.67 9.67 9.67 9.67 9.67
89-23 9.65 9.65 9.65 9.65 9.65
89-27 9.63 9.63 9.63 9.63 9.63
89-31 9.60 6.41 9.60 6.41 9.60 6.41 9.60 6.41 9.60 6.41
90-03 9.58 9.58 9.58 9.58 9.58
90-07 9.56 9.56 9.56 9.56 9.56
90-11 9.54 9.54 9.54 9.54 9.54
90-15 9.52 6.42 9.52 6.42 9.52 6.42 9.52 6.42 9.52 6.42
90-19 9.50 9.50 9.50 9.50 9.50
90-23 9.47 9.47 9.47 9.47 9.47
90-27 9.45 9.45 9.45 9.45 9.45
90-31 9.43 6.43 9.43 6.43 9.43 6.43 9.43 6.43 9.43 6.43
91-03 9.41 9.41 9.41 9.41 9.41
91-07 9.39 9.39 9.39 9.39 9.39
91-11 9.37 9.37 9.37 9.37 9.37
91-15 9.35 6.45 9.35 6.45 9.35 6.45 9.35 6.45 9.35 6.45
91-19 9.33 9.33 9.33 9.33 9.33
91-23 9.30 9.30 9.30 9.30 9.30
91-27 9.28 9.28 9.28 9.28 9.28
91-31 9.26 6.46 9.26 6.46 9.26 6.46 9.26 6.46 9.26 6.46
Wtd. Avg. Life 9.86 9.86 9.86 9.86 9.86
1st Prin 9/15/09 9/15/09 9/15/09 9/15/09 9/15/09
Mat. 9/15/09 9/15/09 9/15/09 9/15/09 9/15/09
</TABLE>
- --------------------------------------------------------------------------------
* Assumes required application of prepayment penalties allocated to bondholders
- --------------------------------------------------------------------------------
These tables have been based upon the assumptions described above. These
assumptions will most likely not represent the actual experience of the Mortgage
Pool in the future.
The tables are intended to illustrate variations in yield on the Offered
Securities under such assumptions.
No representation is made herein as to the actual rate or timing of principal
payments on any of the underlying Mortgage Loans in the Mortgage Pool or the
performance characteristics of the Offered Securities.
