<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 4, 1999
GMAC Commercial Mortgage Securities, Inc.
- -------------------------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 333-64963 23-2811925
- -------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION (COMMISSION) (I.R.S. EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
650 Dresher Road, Horsham, Pennsylvania 19044
- -------------------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code (215) 328-3164
Not Applicable
- -------------------------------------------------------------------------------
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
Exhibit Index Located on Page 5
<PAGE>
ITEM 5. OTHER EVENTS.
On or about February 9, 1999, the Registrant will cause the issuance
and sale of approximately $1,334,328,273 initial principal amount of Mortgage
Pass-Through Certificates, Series 1999-C1, Class X, Class A-1, Class A-2, Class
B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K,
Class R-I, Class R-II and Class R-III (the "Certificates") pursuant to a
Pooling and Servicing Agreement to be dated as of February 1, 1999, among the
Registrant, GMAC Commercial Mortgage Corporation, as Servicer, and Norwest Bank
Minnesota, National Association, as Trustee. In connection with the sale of the
Class X, Class A-1, Class A-2, Class B, Class C, Class D and Class E
Certificates (the "Publicly Offered Certificates"), the Registrant has been
advised by Goldman, Sachs & Co., Deutsche Bank Securities Inc. and Donaldson,
Lufkin & Jenrette Securities Corporation (together, the "Underwriters"), that
the Underwriters have furnished to prospective investors certain written
descriptions of the securities to be offered that set forth the name of the
issuer, the size of the potential offering, the structure of the offering (e.g.
the number of classes, seniority, interest rate) and miscellaneous similar
items (the "Structural Term Sheets") with respect to the Publicly Offered
Certificates following the effective date of Registration Statement No.
333-64963 but prior to the availability of a final Prospectus relating to the
Publicly Offered Certificates. In connection with the sale of the Publicly
Offered Certificates, the Registrant also has been informed by the Underwriters
that the Underwriters have furnished to prospective investors certain
descriptive information regarding the mortgage loans (the "Mortgage Loans")
underlying the Certificates that set forth the number of Mortgage Loans, the
principal balance of the Mortgage Loans, information regarding the mortgage
rates thereon and miscellaneous similar items (the "Collateral Term Sheets")
following the effective date of Registration Statement No. 333-64963 but prior
to the availability of a final Prospectus relating to the Publicly Offered
Certificates. The Structural Term Sheets and Collateral Term Sheets are being
filed as an exhibit to this report.
The Structural Term Sheets and Collateral Term Sheets attached hereto
have been provided by the Underwriters. The information in the Structural Term
Sheets and Collateral Term Sheets is preliminary and may be superseded by the
Prospectus Supplement relating to the Publicly Offered Certificates and by any
other information subsequently filed with the Securities and Exchange
Commission.
2
<PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
List below the financial statements, pro forma financial information
and exhibits, if any, filed as part of this report.
(a) Financial Statements of Businesses Acquired.
Not applicable
(b) Pro Forma Financial Information.
Not applicable
(c) Exhibits.
99.1 Structural Term Sheets and Collateral Term
Sheets prepared by the Underwriters in
connection with the sale of the Publicly
Offered Certificates of the Registrant.
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 thereunto duly authorized.
GMAC COMMERCIAL MORTGAGE SECURITIES,
INC., Registrant
By: /s/ David Lazarus
-----------------------------
Name: David Lazarus
Title: Vice President
Dated: February 5, 1999
4
<PAGE>
INDEX OF EXHIBITS
Exhibit Description
------- -----------
99.1 Structural Term Sheets and Collateral Term Sheets
prepared by the Underwriters in connection with
the sale of the Publicly Offered Certificates of
the Registrant.
5
<PAGE>
EXHIBIT 99.1
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
<TABLE>
<CAPTION>
<S> <C>
$1,160,865,000 (APPROXIMATE) FEBRUARY 2, 1999
GMAC COMMERCIAL MORTGAGE SECURITIES, INC.
MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 1999-C1
</TABLE>
APPROXIMATE SECURITIES STRUCTURE:
EXPECTED
APPROXIMATE EXPECTED WEIGHTED
EXPECTED FACE/NOTIONAL CREDIT AVERAGE EXPECTED
CLASS RATING AMOUNT SUPPORT LIFE PAYMENT
(A) (S&P/FITCH) (MM) (% OF UPB) (YEARS) (B) WINDOW
- ---------------------------------------------------------------
PUBLICLY OFFERED CLASSES
X AAAr/AAA $1,334.3 (c) 9.48 03/99-01/19
A1 AAA /AAA 240.0 31.00% 5.40 03/99-05/08
A2 AAA /AAA 680.7 31.00 9.73 05/08-01/09
B AA/AA 66.7 26.00 9.93 01/09-01/09
C A /A 66.7 21.00 9.93 01/09-01/09
D BBB/BBB 86.7 14.50 9.97 01/09-03/09
E BBB-/BBB- 20.0 13.00 10.14 03/09-04/09
PRIVATELY OFFERED CLASSES (D)
- ---------------------------------------------------------------
F - - - - -
G - - - - -
H - - - - -
J - - - - -
K - - - - -
TOTAL SECURITIES: $1,334.3
- ---------------------------------------------------------------
(a) Class A1 has a fixed rate. Classes A2, B and C have a fixed rate subject to
a cap equal to the weighted average Net Mortgage Rate. Classes D and E have
a coupon equal to the weighted average Net Mortgage Rate.
(b) Calculated at 0% CPR, no balloon extension and Hyperamortization Loans pay
in full on Anticipated Repayment Dates.
(c) Notional amount on interest only class.
(d) Not offered hereby.
KEY FEATURES
Lead Manager: Goldman, Sachs & Co.
Co-Managers: Deutsche Bank Securities
Donaldson, Lufkin & Jenrette
Mortgage Loan Seller: GMAC Commercial Mortgage Corporation
Master Servicer: GMAC Commercial Mortgage Corporation
Special Servicer: GMAC Commercial Mortgage Corporation
Trustee: Norwest Bank Minnesota, N.A.
Launch: Late January/Early February
Pricing: Early February
Closing: Early/Mid February
Cut-Off Date: February 1, 5 and 10, 1999
Distribution Date: 15th of each month, or following
business day (commencing March 1999)
Payment Delay: 14 days
ERISA Eligible: Classes A1, A2, and X are expected
to be ERISA eligible subject to
certain conditions for eligibility.
SMMEA Eligible: Classes A1, A2, X and B are
expected to be SMMEA eligible
subject to certain conditions for
eligibility.
Structure: Sequential pay
Day Count: 30/360
Tax Treatment: REMIC
Rated Final Distribution
Date: May 15, 2033
Clean up Call: 1.0%
Minimum Denominations: Publicly Offered Classes except
Class X: $25,000 & $1
Class X: $1,000,000 Notional Amount
& $1
Delivery: DTC
<PAGE>
COLLATERAL FACTS:
Initial Pool Balance: $1,334,328,273
Number of Mortgage Loans: 228
Number of Mortgaged Properties: 266
Average Cut-Off Date Balance: $5,016,272
Weighted Average Current Mortgage Rate: 6.985%
Weighted Average U/W DSCR: 1.47x
Weighted Average Cut-Off Date LTV Ratio: 69.84%
Weighted Average Remaining Term to Maturity 125.6
(months):
Weighted Average Remaining Amortization Term 336.9
(months):
Weighted Average Seasoning (months): 3.2
Balloon Loans as % of Total (a): 96.1%
Ten Largest Loans or Related Loans as % of Total: 35.3%
(a) Includes 18 hyperamortizing loans totaling $109.6mm and 8.2% of the pool
cut-off date balance.
TEN LARGEST LOANS OR RELATED LOANS
LOAN BALANCE % BY UPB LTV DSCR PROPERTY TYPE
- --------------------------------------------------------------------
AMD Corporate $68,211,566 5.11% 74.96% 1.31 Office
Headquarters
The Zalkind Loans (a) 65,350,220 4.90 75.91 1.27 Multifamily
The Meringoff Loan 62,804,289 4.71 72.23 1.24 Office
Hudson Valley Mall 58,566,075 4.39 67.54 1.39 Retail
Uniprop Portfolio (b) 52,398,996 3.93 52.95 1.99 Mobile Home
Park
Randall Portfolio (c) 39,970,831 3.00 77.73 1.23 Multifamily
The Mills Building & 36,000,000 2.70 46.75 1.89 Office
333 Pine Street
211 W. Fort Street 31,874,231 2.39 66.40 1.43 Office
Bowers Portfolio (d) 30,056,317 2.25 70.28 2.68 Healthcare
Monterra & 25,500,000 1.91 61.76 1.28 Multifamily
Chandler's Apts.
TOTAL $470,732,523 35.28%
- ------------------------------------------------------------------
(a) 7 loans with affiliated borrowers make up this group of loans.
(b) 2 cross-collateralized loans with the same borrower and 5 loans with
affiliated borrowers make up this group of loans.
(c) 3 loans with affiliated borrowers make up this group of loans.
(d) 2 cross-collateralized loans with the same borrower and 1 loan with an
affiliated borrower make up this group of loans.
SELECTED LOAN DATA:
NUMBER OF
GEOGRAPHIC MORTGAGED CUT-OFF DATE BALANCE
DISTRIBUTIONS PROPERTIES (MM) % BY UPB WTD. AVG. DSCR
- -----------------------------------------------------------------
California 39 $294.7 22.09% 1.44x
New York 27 166.7 12.49 1.36
Florida 26 101.0 7.57 1.44
Texas 21 79.5 5.96 2.09
Michigan 10 76.5 5.73 1.49
Other (a) 143 615.9 46.16 1.43
--- ----- -----
TOTAL/WTD. AVG. 266 $1,334.3 100.00% 1.47X
- -----------------------------------------------------------------
(a) Includes 30 states and District of Columbia.
NUMBER OF
MORTGAGED CUT-OFF DATE BALANCE
-------------------------------------
PROPERTY TYPE PROPERTIES (MM) % BY UPB WTD. AVG. DSCR
- -----------------------------------------------------------------
Multifamily 95 $426.1 31.94% 1.35x
Office 45 378.7 28.38 1.38
Retail 46 214.8 16.10 1.35
Industrial 21 71.5 5.36 1.42
Hospitality 12 57.2 4.29 1.68
Mobile Home Park 14 56.4 4.23 1.96
Skilled Nursing 9 35.7 2.68 2.32
Congregate Care 8 32.9 2.46 2.45
Assisted Living 5 19.5 1.46 1.24
Facility
Mixed Use 2 16.5 1.24 1.50
Other 9 25.0 1.88 1.95
- ---- ----
TOTAL/WTD. AVG. 266 $1,334.3 100.00% 1.47X
- -----------------------------------------------------------------
PREPAYMENT RESTRICTIONS (MM) % BY UPB WTD. AVG. DSCR
- -----------------------------------------------------------------
Lockout/Defeasance $1,279.2 95.87% 1.46x
Lockout/Greater of YM 46.9 3.51 1.36
or 1% (a)
Lockout/Open 8.2 0.62 3.17
--- ----
TOTAL/WTD. AVG. $1,334.3 100.00% 1.47X
- -----------------------------------------------------------------
Includes 7 loans with the provision "(Greater of YM or 1%) + (25% on the Loan
Balance)".
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
STRUCTURAL OVERVIEW
- -------------------------------------------------------------------------------
o For purposes of calculating principal distributions of the
Certificates:
o Available principal will be allocated sequentially to the
Class A1, A2, B, C, D, E, F, G, H, J, K certificates.
o In case the principal balance of the Class K, J, H, G, F, E,
D, C, B, in that order, have been reduced to zero due to the
allocation of principal losses, then A1 and A2 will be
allocated principal pro rata.
o Class X will be entitled to receive payments of interest only and will
not receive any payments of principal. Class X will be entitled to
payments of interest pro rata (based on interest entitlements) with the
Class A1 and A2 Certificates each month.
o Each class will be subordinate to the Class A1, A2, and X and to each
class with an earlier alphabetic designation than such class. Each of
the Class A1, A2, and X Certificates will be of equal priority.
o All classes will pay interest on a 30/360 basis.
o Principal Losses will be allocated in reverse alphabetical order to
Class K, J, H, G, F, E, D, C, B, and then pro rata to Class A1 and A2.
o The Master Servicer will cover net prepayment interest shortfalls,
provided that with respect to any loans with due dates on or preceding
the related determination date the Master Servicer will only cover net
prepayment interest shortfalls up to the Master Servicing fee equal to
2 basis points per annum on the principal balance of such loans. Net
prepayment interest shortfalls (after application of prepayment
interest excesses and other Servicer coverage from the Master Servicing
Fee) will be allocated pro-rata (based on interest entitlements) to all
regular Certificates.
o Shortfalls resulting from Master Servicer and Special Servicer
modifications, Special Servicer compensation or other extraordinary
trust fund expenses will be allocated in reverse alphabetical order to
classes of outstanding regular Certificates other than to the Class X.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
ALLOCATION OF PREPAYMENT PREMIUMS (A)
- -------------------------------------------------------------------------------
ALLOCATION OF PREPAYMENT PREMIUMS:
Prepayment premiums and yield maintenance amounts with respect to all loans will
be allocated between the related Certificates then entitled to principal
distributions and the Class X Certificates as follows:
o A percentage of all prepayment premiums (yield maintenance amounts)
with respect to all loans will be allocated to each class of the
Certificates then entitled to principal distributions, which percentage
will be equal to the product of (a) the percentage of the total
principal distribution that such Class receives, and (b) a percentage
(which can be no greater than 100%), the numerator of which is the
excess, if any, of the Pass-Through Rate of the Class of the
Certificates currently receiving principal over the relevant Discount
Rate, and the denominator of which is the excess, if any, of the
Mortgage Rate of the related Mortgage Loan over the Discount Rate.
---------------------------------------------------------------
Prepayment (Pass-Through Rate - Discount Rate)
Premium Allocation = ---------------------------------
Percentage (Mortgage Rate - Discount Rate)
---------------------------------------------------------------
o The remaining percentage of such prepayment premiums and yield
maintenance amounts will be allocated to the Class X Certificates.
o In general, this formula provides for an increase in the allocation of
prepayment premiums and yield maintenance premiums to the Certificates
then entitled to principal distributions relative to the Class X
Certificates as Discount Rates decrease and a decrease in the
allocation to such Classes as Discount Rates rise.
Allocation of Prepayment Premiums Example
Discount Rate Fraction Methodology:
Mortgage Rate = 8%
Bond Class Rate = 6%
Treasury Rate = 5%
% of Principal Distributed to Class = 100%
<TABLE>
<CAPTION>
BOND CLASS ALLOCATION CLASS X ALLOCATION
------------------------------------------------------------------------
<S> <C> <C>
6% - 5% x 100% = 33 1/3% Receives excess premiums = 66 2/3% thereof
-------
8% - 5%
</TABLE>
(a) For further information regarding the allocation of prepayment
premiums, refer to the Prospectus Supplement.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
PREPAYMENT PROVISIONS
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
PREPAYMENT LOCK-OUT/ PREPAYMENT PREMIUM ANALYSIS / DEFEASANCE
PERCENTAGE OF MORTGAGE POOL BY PREPAYMENT RESTRICTION ASSUMING NO PREPAYMENT OF PRINCIPAL (A)(B)
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
PREPAYMENT FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY
RESTRICTIONS 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Locked out 96.49% 96.48% 21.58% 4.09% 0.28% 0.00% 0.00% 0.00% 0.00% 0.00%
Defeasance 0.00 0.00 74.89 92.19 95.99 96.01 94.97 95.94 95.93 92.19
Yield Maintenance 3.51 3.52 3.53 3.55 3.56 3.57 3.58 3.64 3.65 2.71
- -----------------------------------------------------------------------------------------------------------------------------------
SUBTOTAL 100.00% 100.00% 100.00% 99.83% 99.83% 99.58% 98.55% 99.58% 99.59% 94.90%
Open 0.00% 0.00% 0.00% 0.17% 0.17% 0.42% 1.45% 0.42% 0.41% 5.10%
- -----------------------------------------------------------------------------------------------------------------------------------
TOTAL 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 1,334.33 1,318.35 1,301.18 1,276.33 1,255.84 1,233.78 1,209.99 1,169.12 1,142.23 1,109.16
% OF INITIAL UPB 100.00% 98.80% 97.52% 95.65% 94.12% 92.46% 90.68% 87.62% 85.60% 83.12%
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
PREPAYMENT FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY FEBRUARY
RESTRICTIONS 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
- -----------------------------------------------------------------------------------------------------------------------------------
Locked Out 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Defeasance 67.95 98.37 98.00 98.07 96.33 94.21 92.81 93.50 94.59 77.42
Yield Maintenance 9.93 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
- -----------------------------------------------------------------------------------------------------------------------------------
SUBTOTAL 77.87% 98.37% 98.00% 98.07% 96.33% 94.21% 92.81% 93.50% 94.59% 77.42%
Open 22.13% 1.63% 2.00% 1.93% 3.67% 5.79% 7.19% 6.50% 5.41% 22.58%
- -----------------------------------------------------------------------------------------------------------------------------------
TOTAL 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 209.74 135.43 101.80 95.22 88.56 24.24 16.13 13.78 11.30 6.75
% OF INITIAL UPB 15.72% 10.15% 7.63% 7.14% 6.64% 1.82% 1.21% 1.03% 0.85% 0.51%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) Table calculated using modeling assumptions.
(b) Differences in totals may exist due to rounding.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
AVERAGE LIFE TABLE (IN YEARS)
(PREPAYMENTS LOCKED OUT THROUGH LOCK OUT PERIOD, DEFEASANCE AND YIELD MAINTENANCE, THEN RUN AT THE INDICATED CPRS)
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
PREPAYMENT ASSUMPTIONS (CPR)
0% CPR 25% CPR 50% CPR 75% CPR 100% PP*
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
X 9.48 9.44 9.41 9.37 9.18
A1 5.40 5.34 5.31 5.29 5.23
A2 9.73 9.70 9.66 9.61 9.36
B 9.93 9.93 9.93 9.92 9.68
C 9.93 9.93 9.93 9.93 9.72
D 9.97 9.95 9.93 9.93 9.85
E 10.14 10.12 10.08 10.00 9.93
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
*"PP" means 100% of each loan prepays when it becomes freely prepayable.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
DISTRIBUTION OF CUT-OFF DATE BALANCES
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
PERCENTAGE AVERAGE WEIGHTED
OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE AVERAGE WEIGHTED AVERAGE TERM TO CUT-OFF
RANGE OF CUT-OFF DATE MORTGAGE CUT-OFF DATE CUT-OFF CUT-OFF DATE AVERAGE MORTGAGE MATURITY DATE LTV
BALANCES LOANS BALANCE DATE BALANCE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
$298,646 - 999,999 8 $6,010,786 0.45% $751,348 1.69x 6.949% 115.2 57.94%
1,000,000 - 1,999,999 57 87,504,852 6.56 1,535,173 1.59 6.725 135.9 67.12
2,000,000 - 2,999,999 41 103,789,798 7.78 2,531,458 1.42 6.727 132.1 70.48
3,000,000 - 3,999,999 29 101,711,593 7.62 3,507,296 1.45 6.955 141.4 67.25
4,000,000 - 4,999,999 23 102,203,557 7.66 4,443,633 1.46 6.835 131.9 73.14
5,000,000 - 5,999,999 16 89,945,191 6.74 5,621,574 1.59 6.739 115.6 69.13
6,000,000 - 6,999,999 9 58,650,629 4.40 6,516,737 1.58 7.017 118.0 71.69
7,000,000 - 7,999,999 9 67,264,133 5.04 7,473,793 1.36 6.787 117.6 69.87
8,000,000 - 8,999,999 6 52,037,839 3.90 8,672,973 1.57 7.145 131.5 67.01
9,000,000 - 9,999,999 4 39,307,192 2.95 9,826,798 1.47 7.003 116.7 76.32
10,000,000 - 13,999,999 5 60,346,815 4.52 12,069,363 1.34 6.818 112.2 78.83
14,000,000 - 16,999,999 5 78,961,055 5.92 15,792,211 1.42 7.143 134.0 71.80
17,000,000 - 19,999,999 5 89,609,574 6.72 17,921,915 1.54 6.970 117.4 72.56
20,000,000 - 24,999,999 4 88,433,697 6.63 22,108,424 1.30 7.255 120.0 75.05
25,000,000 - 29,999,999 2 51,095,401 3.83 25,547,700 1.71 5.996 118.5 53.90
30,000,000 - 39,999,999 2 67,874,231 5.09 33,937,115 1.67 7.357 145.3 55.98
40,000,000 - 59,999,999 1 58,566,075 4.39 58,566,075 1.39 7.680 119.0 67.54
60,000,000 - 68,211,566 2 131,015,855 9.82 65,507,927 1.28 7.382 118.0 73.65
----- ----------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE WEIGHTED REMAINING AVERAGE
NUMBER OF OF AGGREGATE WEIGHTED AVERAGE TERM TO CUT-OFF
MORTGAGED CUT-OFF DATE CUT-OFF DATE AVERAGE CUT-OFF AVERAGE MORTGAGE MATURITY DATE LTV
STATE PROPERTIES BALANCE BALANCE DATE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
California 39 $294,724,360 22.09% $7,557,035 1.44x 7.014% 125.5 67.56%
New York 27 166,708,740 12.49 6,174,398 1.36 7.250 121.3 69.28
Florida 26 100,975,716 7.57 3,883,681 1.44 7.076 124.0 70.67
Texas 21 79,469,832 5.96 3,784,278 2.09 7.162 118.0 70.49
Michigan 10 76,512,898 5.73 7,651,290 1.49 6.940 144.2 68.70
Nevada 6 56,588,974 4.24 9,431,496 1.44 6.927 119.3 64.78
Georgia 11 51,515,170 3.86 4,683,197 1.50 6.799 121.1 74.00
Washington 10 46,156,438 3.46 4,615,644 1.28 6.513 115.3 72.62
Connecticut 10 40,497,082 3.04 4,049,708 1.37 7.606 124.9 70.92
Missouri 5 39,847,166 2.99 7,969,433 1.28 6.920 112.3 68.14
Illinois 9 35,961,570 2.70 3,995,730 1.71 6.606 103.6 72.30
Colorado 11 32,157,060 2.41 2,923,369 1.69 6.385 131.5 67.56
Iowa 8 30,532,846 2.29 3,816,606 1.35 6.708 140.1 73.43
Pennsylvania 6 28,987,281 2.17 4,831,214 1.33 7.082 151.4 75.05
Oregon 4 28,649,490 2.15 7,162,372 1.30 7.263 127.0 74.24
Arizona 8 24,657,070 1.85 3,082,134 1.43 6.791 114.5 68.85
District of Columbia 4 20,435,721 1.53 5,108,930 1.40 7.161 141.2 67.72
New Jersey 7 20,122,031 1.51 2,874,576 1.50 6.588 116.1 68.33
Utah 2 19,040,266 1.43 9,520,133 1.34 6.606 146.9 76.63
Louisiana 5 16,524,191 1.24 3,304,838 1.30 6.985 123.9 71.90
Ohio 5 15,327,641 1.15 3,065,528 1.47 7.044 158.5 71.73
North Carolina 4 15,133,957 1.13 3,783,489 1.45 6.937 119.3 75.27
Virginia 6 11,916,448 0.89 1,986,075 1.47 6.892 137.3 66.21
South Carolina 3 11,552,995 0.87 3,850,998 1.33 7.321 116.1 75.43
Nebraska 2 10,529,860 0.79 5,264,930 1.41 6.647 116.5 77.20
Tennessee 3 10,456,661 0.78 3,485,554 1.17 7.582 161.8 76.38
New Mexico 2 10,362,854 0.78 5,181,427 1.47 6.211 120.3 62.98
Maryland 2 9,138,985 0.68 4,569,493 1.38 6.375 117.0 74.31
Vermont 1 8,972,241 0.67 8,972,241 1.79 6.875 116.0 59.81
Kentucky 1 4,961,608 0.37 4,961,608 1.00 6.970 223.0 96.34
Minnesota 2 4,602,931 0.34 2,301,465 1.89 6.543 119.4 54.64
South Dakota 2 3,543,520 0.27 1,771,760 1.50 6.481 116.4 71.24
Mississippi 1 2,877,645 0.22 2,877,645 1.26 6.970 115.0 71.94
Kansas 1 2,391,268 0.18 2,391,268 1.57 6.125 116.0 79.71
Arkansas 1 1,397,368 0.10 1,397,368 1.61 7.840 118.0 63.52
Idaho 1 1,098,390 0.08 1,098,390 2.27 6.800 178.0 41.45
----- --------- ----
TOTAL/WTD. AVG. 266 $1,334,328,273 100.00% $5,016,272 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
[MAP OF U.S.]
WA 3.46% CO 2.41% MN 0.34% MI 5.73% VA 0.89%
OR 2.15% NM 0.78% IA 2.29% OH 1.15% NC 1.13%
CA 22.09% SD 0.27% MO 2.99% KY 0.37% SC 0.87%
ID 0.08% NE 0.79% AR 0.10% TN 0.78% GA 3.86%
NV 4.24% KS 0.18% MS 0.22% VT 0.67% FL 7.57%
UT 1.43% OK LA 1.24% NY 12.49% CT 3.04%
AZ 1.85% TX 5.96% IL 2.70% PA 2.17% NJ 1.51%
MD 0.68%
D.C. 1.53%
[PIE CHART]
Other (a) 38.06%
California 22.09%
New York 12.49%
Florida 7.57%
Texas 5.96%
Michigan 5.73%
Nevada 4.24%
Georgia 3.86%
(a) Includes 28 states and District of Columbia.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
- -------------------------------------------------------------------------------
[PIE CHART]
Hospitality 4.29%
Mobile Home Park 4.23%
Skilled Nursing 2.68%
Congregate Care 2.46%
Assisted Living Facility 1.46%
Mixed Use 1.24%
Other 1.88%
Multifamily 31.94%
Office 28.38%
Retail 16.10%
Industrial 5.36%
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE WEIGHTED REMAINING AVERAGE
NUMBER OF OF AGGREGATE WEIGHTED AVERAGE TERM TO CUT-OFF
MORTGAGED CUT-OFF DATE CUT-OFF DATE AVERAGE CUT-OFF AVERAGE MORTGAGE MATURITY DATE LTV
PROPERTY TYPE PROPERTIES BALANCE BALANCE DATE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Multifamily 95 $426,139,670 31.94% $4,485,681 1.35x 6.758% 120.8 73.64%
Office 45 378,717,021 28.38 8,415,934 1.38 7.238 126.3 69.22
Retail 46 214,764,532 16.10 4,668,794 1.35 7.054 137.4 70.54
Industrial 21 71,462,831 5.36 3,402,992 1.42 6.828 126.9 71.30
Hospitality 12 57,217,962 4.29 4,768,164 1.68 7.233 129.7 64.40
Mobile Home Park 14 56,432,789 4.23 4,030,914 1.96 6.272 121.0 54.16
Skilled Nursing 9 35,730,526 2.68 3,970,058 2.32 7.229 102.0 68.01
Congregate Care 8 32,861,130 2.46 4,107,641 2.45 7.332 121.0 69.32
Assisted Living 5 19,491,609 1.46 3,898,322 1.24 7.056 119.0 78.52
Facility
Mixed Use 2 16,489,414 1.24 8,244,707 1.50 7.309 119.0 61.64
Other 9 25,020,790 1.88 2,780,088 1.95 6.831 145.4 54.00
----- ---------- ----
TOTAL/WTD. AVG. 266 $1,334,328,273 100.00% $5,016,272 1.47X 6.985% 125.6 69.84%
===== ================== ==============
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
DISTRIBUTION OF UNDERWRITTEN NCF DEBT SERVICE COVERAGE RATIOS
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE OF WEIGHTED REMAINING AVERAGE
RANGE OF DEBT NUMBER OF AGGREGATE WEIGHTED AVERAGE TERM TO CUT-OFF
SERVICE COVERAGE MORTGAGE CUT-OFF DATE CUT-OFF DATE AVERAGE CUT-OFF AVERAGE MORTGAGE MATURITY DATE LTV
RATIOS LOANS BALANCE BALANCE DATE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1.00 - 1.09x (a) 12 $50,283,589 3.77% $4,190,299 1.05x 6.933% 155.8 72.56%
1.10 - 1.19 (a) 7 39,875,231 2.99 5,696,462 1.17 6.879 131.8 76.13
1.20 - 1.24 5 107,303,597 8.04 21,460,719 1.23 7.09 118.8 72.28
1.25 - 1.29 31 217,742,938 16.32 7,023,966 1.27 6.903 123.2 74.57
1.30 - 1.34 35 256,348,567 19.21 7,324,245 1.32 7.196 121.7 74.42
1.35 - 1.39 25 144,733,192 10.85 5,789,328 1.38 7.092 125.2 70.59
1.40 - 1.49 35 170,044,675 12.74 4,858,419 1.43 6.884 129.0 71.79
1.50 - 1.59 31 100,879,314 7.56 3,254,171 1.53 6.996 140.9 66.94
1.60 - 1.79 18 66,115,785 4.95 3,673,099 1.67 6.669 119.3 66.01
1.80 - 1.89 7 61,236,066 4.59 8,748,009 1.88 7.241 125.2 52.81
1.90 - 2.19 10 73,881,594 5.54 7,388,159 2.07 6.596 122.6 54.88
2.20 - 4.99 12 45,883,726 3.44 3,823,644 2.96 6.849 107.0 56.69
---- ---------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) There are 10 credit-tenant loans in this pool of which some are
included in this range.
- -------------------------------------------------------------------------------
DISTRIBUTION OF CUT-OFF DATE LOAN TO VALUE AT ORIGINATION RATIOS
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE WEIGHTED REMAINING AVERAGE
NUMBER OF OF AGGREGATE AVERAGE WEIGHTED AVERAGE TERM TO CUT-OFF
RANGE OF CUT-OFF DATE MORTGAGE CUT-OFF DATE CUT-OFF DATE CUT-OFF DATE AVERAGE MORTGAGE MATURITY DATE LTV
LOAN TO VALUE RATIOS LOANS BALANCE BALANCE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
30.1 - 50.0% 18 $109,347,944 8.19% $6,074,886 2.13x 6.841% 119.5 45.59%
50.1 - 60.0 25 89,378,208 6.70 3,575,128 1.64 6.966 127.3 55.73
60.1 - 65.0 18 71,064,931 5.33 3,948,052 1.41 6.487 129.3 62.68
65.1 - 70.0 33 236,371,680 17.71 7,162,778 1.55 7.064 129.6 67.66
70.1 - 75.0 65 435,697,214 32.65 6,703,034 1.35 7.145 125.1 72.98
75.1 - 80.0 (a) 62 365,077,947 27.36 5,888,354 1.35 6.885 121.5 78.31
80.1 - 85.0 (a) 4 18,745,606 1.40 4,686,401 1.21 7.064 144.9 84.25
85.1 - 90.0 (a) 1 2,095,657 0.16 2,095,657 1.05 7.450 173.0 87.32
90.1 - 95.0 (a) 1 1,587,479 0.12 1,587,479 1.05 5.730 213.0 93.38
95.1 - 100.0 (a) 1 4,961,608 0.37 4,961,608 1.00 6.970 223.0 96.34
----- --------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) There are 10 credit-tenant loans in this pool of which some are
included in this range.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- -------------------------------------------------------------------------------
DISTRIBUTION OF MORTGAGE INTEREST RATES
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE AVERAGE WEIGHTED AVERAGE TERM TO CUT-OFF
RANGE OF MORTGAGE CUT-OFF DATE CUT-OFF DATE CUT-OFF DATE AVERAGE MORTGAGE MATURITY DATE LTV
MORTGAGE RATES LOANS BALANCE BALANCE BALANCE DSCR RATE (MOS) RATIO
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
5.501 - 6.000% 16 $59,567,418 4.46% $3,722,964 1.58x 5.784% 124.3 62.76%
6.001 - 6.250 29 117,593,567 8.81 4,054,951 1.57 6.163 127.6 69.04
6.251 - 6.500 26 146,273,178 10.96 5,625,891 1.56 6.377 124.2 67.34
6.501 - 6.750 25 102,614,509 7.69 4,104,580 1.55 6.643 124.5 71.22
6.751 - 7.000 46 283,934,998 21.28 6,172,500 1.37 6.929 132.8 71.40
7.001 - 7.250 42 199,032,064 14.92 4,738,859 1.50 7.186 117.0 72.04
7.251 - 7.500 25 181,890,306 13.63 7,275,612 1.34 7.395 126.5 73.60
7.501 - 7.750 6 115,441,281 8.65 19,240,213 1.55 7.673 122.4 59.72
7.751 - 8.000 9 113,363,091 8.50 12,595,899 1.36 7.819 126.3 73.44
8.001 - 9.000 4 14,617,861 1.10 3,654,465 1.64 8.302 125.3 65.14
----- ---------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTION OF REMAINING AMORTIZATION TERMS
- -----------------------------------------------------------------------------------------------------------------------------------
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE OF WEIGHTED REMAINING AVERAGE
RANGE OF NUMBER OF AGGREGATE AVERAGE WEIGHTED AVERAGE TERM TO CUT-OFF
AMORTIZATION TERMS MORTGAGE CUT-OFF DATE CUT-OFF DATE CUT-OFF DATE AVERAGE MORTGAGE MATURITY DATE LTV
(MONTHS) LOANS BALANCE BALANCE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
85 - 120 1 $4,589,669 0.34% $4,589,669 1.01x 7.25% 117.0 75.24%
121 - 180 12 35,717,679 2.68 2,976,473 1.22 6.742 153.7 67.90
181 - 240 15 54,494,984 4.08 3,632,999 2.01 7.167 162.4 67.10
241 - 300 49 194,139,610 14.55 3,962,033 1.59 7.039 123.9 71.50
301 - 360 149 1,042,971,465 78.16 6,999,808 1.42 6.972 123.1 69.74
361 - 380 2 2,414,867 0.18 1,207,434 1.99 6.988 117.1 59.91
----- --------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTION OF ORIGINAL TERMS TO MATURITY
- -----------------------------------------------------------------------------------------------------------------------------------
WEIGHTED
PERCENTAGE AVERAGE WEIGHTED
OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE AVERAGE WEIGHTED AVERAGE TERM TO CUT-OFF
RANGE OF ORIGINAL TERMS MORTGAGE CUT-OFF DATE CUT-OFF CUT-OFF DATE AVERAGE MORTGAGE MATURITY DATE LTV
TO MATURITY (MONTHS) LOANS BALANCE DATE BALANCE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
36 - 84 3 $25,267,656 1.89% $8,422,552 1.92x 6.810% 68.3 67.08%
101 - 120 170 1,029,974,271 77.19 6,058,672 1.45 7.004 117.0 70.64
121 - 140 12 89,721,881 6.72 7,476,823 1.76 6.847 122.6 59.61
141 - 180 28 143,357,802 10.74 5,119,922 1.40 7.010 167.3 69.97
181 - 240 15 46,006,664 3.45 3,067,111 1.30 6.830 225.4 72.91
---- ---------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTION OF REMAINING TERMS TO MATURITY
- -----------------------------------------------------------------------------------------------------------------------------------
WEIGHTED
PERCENTAGE AVERAGE WEIGHTED
OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE AVERAGE AVERAGE TERM TO CUT-OFF
RANGE OF REMAINING TERMS MORTGAGE CUT-OFF DATE CUT-OFF CUT-OFF DATE WEIGHTED MORTGAGE MATURITY DATE-LTV
TO MATURITY (MONTHS) LOANS BALANCE DATE BALANCE BALANCE AVERAGE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
36 - 84 3 $25,267,656 1.89% $8,422,552 1.92x 6.810% 68.3 67.08%
101 - 120 173 1,039,401,129 77.90 6,008,099 1.45 7.008 117.0 70.53
121 - 140 10 88,867,675 6.66 8,886,767 1.71 6.822 125.1 61.03
141 - 180 27 134,785,150 10.10 4,992,043 1.40 6.998 169.1 69.76
181 - 240 15 46,006,664 3.45 3,067,111 1.30 6.830 225.4 72.91
---- ---------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
STRUCTURAL AND COLLATERAL TERM SHEET
- ------------------------------------------------------------------------------
DISTRIBUTION OF AMORTIZATION TYPES
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
PERCENTAGE AVERAGE WEIGHTED
OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE AVERAGE AVERAGE TERM TO CUT-OFF
MORTGAGE CUT-OFF DATE CUT-OFF CUT-OFF DATE WEIGHTED MORTGAGE MATURITY DATE LTV
AMORTIZATION TYPE LOANS BALANCE DATE BALANCE BALANCE AVERAGE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balloon 191 $1,172,118,436 87.84% $6,136,746 1.44x 7.005% 123.2 70.83%
Hyperamortizing 18 109,586,927 8.21 6,088,163 1.80 6.782 120.6 59.62
Fully Amortizing 19 52,622,910 3.94 2,769,627 1.23 6.948 191.3 69.06
---- ---------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTION OF PREPAYMENT PROVISIONS
- -----------------------------------------------------------------------------------------------------------------------------------
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE WEIGHTED REMAINING AVERAGE
NUMBER OF OF AGGREGATE AVERAGE AVERAGE TERM TO CUT-OFF
MORTGAGE CUT-OFF DATE CUT-OFF DATE CUT-OFF DATE WEIGHTED MORTGAGE MATURITY DATE LTV
PREPAYMENT PROVISION LOANS BALANCE BALANCE BALANCE AVERAGE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Lockout/Defeasance 215 $1,279,221,650 95.87% $5,949,868 1.46x 6.962% 126.3 70.01%
Lockout/Greater of YM or 11 46,899,052 3.51 4,263,550 1.36 7.588 120.2 68.42
1% (a)
Lockout/Open 2 8,207,571 0.62 4,103,786 3.17 7.041 54.3 51.85
--- --------- ----
TOTAL/WTD. AVG. 228 $1,334,328,273 100.00% $5,852,317 1.47X 6.985% 125.6 69.84%
=== ============== =======
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) Includes 7 loans with the provision "(Greater of YM or 1%) + (25% on
the loan balance)".
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
- -------------------------------------------------------------------------------
COLLATERAL TERM SHEET
AMD CORPORATE HEADQUARTERS
- -------------------------------------------------------------------------------
LOAN INFORMATION
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE: $68,250,000 $68,211,566
ORIGINATION DATE: December 22, 1998
INTEREST RATE: 7.78%
AMORTIZATION: 30 years
MATURITY DATE: January 10, 2009
BORROWER/SPONSOR: Delaware CHIP, LLC, a special purpose
entity.
CALL PROTECTION: Prepayment lockout; U.S. Treasury
defeasance permitted as of the 2 year
anniversary of REMIC securitization.
CROSS-COLLATERALIZATION/ No/No
DEFAULT:
ADDITIONAL FINANCING: None
PROPERTY INFORMATION
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Office
LOCATION: California
YEARS BUILT: 1980 / 1995
THE COLLATERAL: Two office buildings located in
Silicon Valley containing a
total of 362,000 square feet
that serve as the corporate
headquarters for Advanced Micro
Devices ("AMD").
Both buildings are 100% occupied by AMD subject
to a NNN lease expiring November 30, 2018. A
security deposit in the amount of $10 million
security is additional collateral for the loan.
OCCUPANCY (12/1/98): 100%
UNDERWRITTEN NET CASH FLOW: $7,817,635
APPRAISED VALUE: $91,000,000
APPRAISAL DATE: October 20, 1998
CUT-OFF DATE LOAN/SQ. FT.: $188
CUT-OFF DATE LTV: 74.96%
BALLOON LTV: 65.66%
UWNCF DSCR: 1.31x
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
- -------------------------------------------------------------------------------
COLLATERAL TERM SHEET
THE ZALKIND LOANS
- -------------------------------------------------------------------------------
LOAN INFORMATION
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE (1): $65,450,000 $65,350,220
ORIGINATION DATE: Varies from August 13, 1998 to
December 18, 1998.
INTEREST RATE: Varies from 6.77% to 7.35%
AMORTIZATION: 30 years
MATURITY DATE: September 1, 2008 to January 5, 2009
BORROWER/SPONSOR: 7 separate special purpose entities
affiliated with Steven Zalkind and
Donald Love.
CALL PROTECTION: Prepayment lockout; U.S. Treasury
defeasance permitted as of the 2 year
anniversary of REMIC securitization.
CROSS-COLLATERALIZATION/ No/No
DEFAULT:
ADDITIONAL FINANCING: 3 of the loans are subject to
subordinate mortgages (GMAC4300,
GMAC4570 and GMAC4310) which are
subject to subordination and
standstill agreements.
----------------------------------------------------------------
(1) 7 loans with affiliated borrowers make up this group of loans.
PROPERTY INFORMATION
SINGLE ASSET/PORTFOLIO: Portfolio of 7 assets
PROPERTY TYPE: Multifamily
LOCATION: Florida, Tennessee, North
Carolina, South Carolina, Georgia
and Virginia.
YEARS BUILT/RENOVATED: Varies from 1968 to 1990 / 1987 to
1998
THE COLLATERAL: 7 multifamily complexes located in
various states.
PROPERTY MANAGEMENT: An affiliate of the borrower
OCCUPANCY: Varies from 90% to 96%
UNDERWRITTEN NET CASH FLOW: $6,944,123
APPRAISED VALUE: $86,005,000
APPRAISAL DATE: Varies from June 17, 1998 to
November 16, 1998
CUT-OFF DATE LOAN/UNIT: $41,972
CUT-OFF DATE LTV: 75.91%
BALLOON LTV: 65.99%
UWNCF DSCR: 1.27x
<TABLE>
<CAPTION>
LOAN DETAILS
CUT-OFF DATE UWNCF
LOAN # PROPERTY NAME LOCATION PRINCIPAL BALANCE CUT-OFF DATE LTV DSCR
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
GMAC4300 Camden at Palmer Ranch Sarasota, FL $22,452,347 75.54% 1.26x
GMAC4570 Balmoral Village Apartments Fayette, GA 18,488,292 75.46 1.25
GMAC4310 Park Palace Apartments Shelby, TN 6,541,673 72.97 1.25
GMAC4340 Greenbryre Apartments Mecklenberg, NC 5,493,008 79.84 1.40
GMAC4350 Seasons Chase Apartments Guilord, NC 4,793,898 79.90 1.30
GMAC4330 Pelham Ridge Apartments Greenville, SC 4,294,533 73.60 1.29
GMAC1420 Copper Croft Apartments Roanoke, VA 3,286,469 77.33 1.26
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
- -------------------------------------------------------------------------------
COLLATERAL TERM SHEET
THE MERINGOFF LOAN
- -------------------------------------------------------------------------------
LOAN INFORMATION
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE: $62,950,000 $62,804,289
ORIGINATION DATE: October 23, 1998
INTEREST RATE: 6.95%
AMORTIZATION: 30 years
MATURITY DATE: November 10, 2008
BORROWER: Special purpose entities affiliated
with Stephen Meringoff and Jay Shidler.
CALL PROTECTION: Prepayment lockout; U.S. Treasury
defeasance permitted as of the 2 year
anniversary of REMIC securitization.
CROSS-COLLATERALIZATION/ No/No
DEFAULT:
ADDITIONAL FINANCING: The borrower's interest in 8 of the
mortgage properties consists of
leasehold interests encumbered by fee
mortgages. SNDAs were entered into by
the various Meringoff borrowers and
the respective fee mortgagees which
grant non-disturbance protection to
the Meringoff borrowers.
PROPERTY INFORMATION
SINGLE ASSET/PORTFOLIO: Portfolio of 9 assets
PROPERTY TYPE: Office
LOCATION: New York
YEARS BUILT/RENOVATED: Varies from 1891 to 1922
THE COLLATERAL: 9 office-with-retail buildings
located in Manhattan.
PROPERTY MANAGEMENT: Meringoff Properties, Inc.
OCCUPANCY (10/23/1998): Varies from 92% to 100%
UNDERWRITTEN NET CASH FLOW: $6,260,015
APPRAISAL VALUE: $86,950,000
APPRAISAL DATE: July 1, 1998
CUT-OFF DATE LOAN/SF: $82
CUT-OFF DATE LTV: 72.23%
BALLOON LTV: 62.21%
UWNCF DSCR: 1.24x
<TABLE>
<CAPTION>
PROPERTY DETAIL
ORIGINAL
ALLOCATED APPRAISED
PROPERTY ADDRESS LOAN AMOUNT VALUE ORIGINAL LTV (%) U/W DSCR
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
401 Park Avenue South $30,650,000 $36,600,000 83.74% 1.27x
462 Broadway 7,150,000 11,100,000 64.41 1.24
400 Eighth Avenue 6,835,000 9,800,000 69.74 1.21
88 University Place 5,400,000 7,400,000 72.97 1.14
12 West 27th Street 4,000,000 6,500,000 61.54 1.23
30 West 26th Street 3,790,000 5,900,000 64.24 1.16
12 West 21st Street 2,980,000 4,950,000 60.20 1.30
686 Lexington Avenue 1,485,000 2,100,000 70.71 1.18
681 Lexington Avenue 660,000 2,600,000 25.38 1.27
$62,950,000 $86,950,000 72.40% 1.24X
</TABLE>
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
- -------------------------------------------------------------------------------
COLLATERAL TERM SHEET
HUDSON VALLEY MALL
- -------------------------------------------------------------------------------
LOAN INFORMATION
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE: $58,600,000 $58,566,075
ORIGINATION DATE: December 31, 1998
INTEREST RATE: 7.68%
AMORTIZATION: 30 years
MATURITY DATE: January 10, 2009
BORROWER/SPONSOR: PCK Development Company, LLC, a special purpose entity
affiliated with the Pyramid Companies.
CALL PROTECTION: Prepayment lockout; U.S. Treasury
defeasance permitted as of the 2 year
anniversary of REMIC securitization.
CROSS-COLLATERALIZATION/ No/No
DEFAULT:
ADDITIONAL FINANCING: None
PROPERTY INFORMATION
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Retail
LOCATION: New York
YEARS BUILT/RENOVATED: 1981/1989, 1995, 1997
THE COLLATERAL: A 644,265 sf regional mall located
in Hudson Valley, NY, anchored by
Filene's, Sears and JC Penney.
PROPERTY MANAGEMENT: Pyramid Management Group, Inc.
OCCUPANCY (11/24/98): 85%
UNDERWRITTEN NET CASH FLOW: $7,046,731
APPRAISAL VALUE: $79,900,000
APPRAISAL DATE: November 27, 1998
CUT-OFF DATE LOAN/SF: $91
CUT-OFF DATE LTV: 67.54%
BALLOON LTV: 64.07%
UWNCF DSCR: 1.39x
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
- -------------------------------------------------------------------------------
COLLATERAL TERM SHEET
UNIPROP PORTFOLIO
- -------------------------------------------------------------------------------
LOAN INFORMATION
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE (1): $ 52,615,000 $52,398,996
ORIGINATION DATE: August 20, 1998 and September 23, 1998
INTEREST RATE: Varies from 6.06% to 6.37%
AMORTIZATION: 30 years
MATURITY DATE: March 10, 2009 and April 10, 2009
BORROWERS: 6 separate special purpose entities
affiliated with Uniprop, Inc.
CALL PROTECTION: Prepayment lockout; U.S. Treasury
defeasance permitted as of the 2 year
anniversary of REMIC securitization.
CROSS-COLLATERALIZATION/ Yes/Yes
DEFAULTED (2):
ADDITIONAL FINANCING: Permitted if secured solely by manufactured homes
located on the related property; also, unsecured or
"soft" secured financing permitted up to 5% of the
initial principal balance of the related loan.
(1) 2 cross-collateralized loans with the same borrower and 5 loans with
affiliated borrowers make up this group of loans.
(2) GMAC2990 and 2940 are cross-collateralized and cross-defaulted.
PROPERTY INFORMATION
SINGLE ASSET/PORTFOLIO: Portfolio of 12 assets
PROPERTY TYPE: Manufactured Housing
LOCATION: Nevada, Michigan, Minnesota, New
Mexico, Colorado, Florida, North
Carolina
YEARS BUILT/RENOVATED: Varies from 1968 to 1995
THE COLLATERAL: 12 mobile home park communities
located in various states.
PROPERTY MANAGEMENT: Uniprop, Inc.
OCCUPANCY (3): Varies from 91% - 100%
UNDERWRITTEN NET CASH FLOW: Fund II Loans: $5,012,295
Other Loans: $255,389 - $1,005,654
APPRAISAL VALUE: Fund II Loans: $66,550,000
Other Loans: $3,200,000 - $12,250,000
APPRAISAL DATE: Varies from March 1, 1998 to June 11, 1998
CUT-OFF DATE LOAN/PAD: Fund II Loans: $12,431
Other Loans: $13,699 - $20,496
CUT-OFF DATE LTV: Fund II Loans: 45.04%
Other Loans: 54.90% - 69.56%
BALLOON LTV: Fund II Loans: 37.83%
Other Loans: 45.69% - 58.22%
UWNCF DSCR: Fund II Loans: 2.21x
Other Loans: 1.45x - 2.04x
- ------------------------------------------------------------------
(3) As of date varies from March to June 1998.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
<PAGE>
ALL INFORMATION IN THIS TERM SHEET, WHETHER REGARDING THE ASSETS BACKING ANY
SECURITIES DISCUSSED HEREIN OR OTHERWISE, WILL BE SUPERSEDED BY THE INFORMATION
CONTAINED IN ANY FINAL PROSPECTUS FOR ANY SECURITIES ACTUALLY SOLD TO YOU.
<TABLE>
<CAPTION>
CUT-OFF DATE
LOAN # PROPERTY NAME LOCATION PRINCIPAL BALANCE CUT-OFF DATE LTV UWNCF DSCR
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
GMAC2940 Uniprop Manufactured Housing Various (6) $25,595,401 46.08% 2.13x
Comm. Income Fund II (a)
GMAC2930 Vista Del Sol - Uniprop NCII Bernalillo, NM 7,373,851 69.56 1.45
GMAC2920 Valley View - Uniprop NCII Adams, CO 6,725,097 54.90 2.04
GMAC2990 Sunshine Village (a) Broward County, FL 4,270,878 38.83 2.70
GMAC2910 Swan Meadow Village - Uniprop NCII Summit, CO 3,586,718 64.05 1.61
GMAC2900 River Walk - Uniprop NCII Wake, NC 2,764,762 65.83 1.67
GMAC2890 Mill Run - Uniprop NCII Wake, NC 2,082,289 65.07 1.67
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) The Uniprop Fund II loans.
This material is for your private information and we are not soliciting any
action based upon it. This material is not to be construed as an offer to sell
or the solicitation of any offer to buy any security in any jurisdiction where
such an offer or solicitation would be illegal. This material is based on
information that we consider reliable, but we do not represent that it is
accurate or complete and it should not be relied upon as such. By accepting this
material the recipient agrees that it will not distribute or provide the
material to any other person. The information contained in this material may be
based on assumptions regarding market conditions and other matters as reflected
therein. We make no representations regarding the reasonableness of such
assumptions or the likelihood that any of such assumptions will coincide with
actual market conditions or events, and this material should not be relied upon
for such purposes. We and our affiliates, officers, directors, partners and
employees, including persons involved in the preparation or issuance of this
material may, from time to time, have long or short positions in, and buy and
sell, the securities mentioned therein or derivatives thereof (including
options). This material may be filed with the Securities and Exchange Commission
(the "SEC") and incorporated by reference into an effective registration
statement previously filed with the SEC under Rule 415 of the Securities Act of
1933, including in cases where the material does not pertain to securities that
are ultimately offered for sale pursuant to such registration statement.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supersedes all prior information regarding such
assets. All information in this Term Sheet, whether regarding the assets backing
any securities discussed herein or otherwise, will be superseded by the
information contained in any final prospectus for any securities actually sold
to you.
This material is furnished to you by Goldman, Sachs & Co. and not by the issuer
of the securities. Goldman, Sachs & Co. is acting as the sole lead underwriter
and not acting as agent for the issuer or its affiliates in connection with the
proposed transaction. The issuer has not prepared or taken part in the
preparation of these materials.
