<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) August 24, 1999
GMAC Commercial Mortgage Securities, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
333-64963 23-2811925
(Commission File Number) (I.R.S. Employer Identification No.)
650 Dresher Road, Horsham, Pennsylvania 19044
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(215) 328-3164
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
Not Applicable
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS.
On or about August 9, 1999, the Registrant will cause the issuance and
sale of approximately $1,031,057,000 initial principal amount of Mortgage
Pass-Through Certificates, Series 1999-C3, Class X, Class A-1-a, Class A-1-b,
Class A-2, Class B, Class C, Class D, Class E, Class F, Class G, Class H,
Class J, Class K, Class L, Class M, Class N, Class R-I, Class R-II and Class
R-III (the "Certificates") pursuant to a Pooling and Servicing Agreement to be
dated as of September 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-a, Class A-1-b,
Class A-2, Class B, Class C, Class D, Class E and Class F Certificates to the
public (the "Publicly Offered Certificates"), the Registrant has been advised by
Deutsche Bank Securities Inc. and Goldman, Sachs & Co., (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 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 the 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 Business 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 hereunto duly authorized.
GMAC COMMERCIAL MORTGAGE SECURITIES, INC.
(Registrant)
Dated: August 25, 1999 By: /s/ David Lazarus
--------------------------------------
Name: David Lazarus
Title: Vice President
-4-
<PAGE>
INDEX TO EXHIBITS
Exhibit
No. Document 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>
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
$1,031,057,000 (APPROXIMATE BALANCE)
GMAC COMMERCIAL MORTGAGE SECURITIES, INC.
MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 1999-C3
AUGUST 24, 1999
APPROXIMATE SECURITIES STRUCTURE:
<TABLE>
<CAPTION>
EXPECTED EXPECTED
APPROXIMATE CREDIT WEIGHTED EXPECTED
EXPECTED RATING FACE/NOTIONAL SUPPORT AVERAGE LIFE PAYMENT
CLASS (a) MOODY'S/FITCH AMOUNT (MM) (% OF UPB) (YEARS)(b) WINDOW
- ----------------------------------------------------------------------------------
Publicly Offered Classes
<S> <C> <C> <C> <C> <C>
X (c) Aaa / AAA $1,152.0 N/A N/A 10/99 - 3/16
A1a Aaa / AAA 50.0 27.00 5.8 10/99 - 5/08
A1b Aaa / AAA 191.0 27.00 9.7 5/08 - 8/09
A2 Aaa / AAA 600.0 27.00 8.9 10/99 - 8/09
B Aa2 / AA 51.8 22.50 9.9 8/09 - 8/09
C A2 / A 57.6 17.50 9.9 8/09 - 8/09
D A3 / A- 20.2 15.75 9.9 8/09 - 8/09
E Baa2 / BBB 37.4 12.50 9.9 8/09 - 8/09
F Baa3 / BBB- 23.0 10.50 9.9 8/09 - 8/09
</TABLE>
PRIVATELY OFFERED CLASSES (d)
- --------------------------------------------------------------
G
H
J
K
L
M
TOTAL SECURITIES: $1,152.0
- --------------------------------------------------------------
(a) Class A1a is expected to have a fixed pass-through rate. Classes A1b
through D and G through M are expected to have a fixed pass-through rate
subject to a cap equal to the weighted average Net Mortgage Pass-Through
Rate. Classes E and F are expected to have a pass-through rate equal to the
weighted average Net Mortgage Pass-Through Rate.
(b) Calculated at 0% CPR, assuming no balloon payment extension and that ARD
Loans pay in full on Anticipated Repayment Dates.
(c) Notional amount on interest only class.
(d) Not offered hereby.
KEY FEATURES:
Lead Managers: Deutsche Banc Alex. Brown
Goldman, Sachs & Co.
Selling Group: Newman and Associates, Inc.
Mortgage Loan Sellers (a): GMAC Commercial Mortgage
Corporation (57.14%)
German American Capital Corporation
(21.50%)
Goldman Sachs Mortgage Company
(21.36%)
Master Servicer: GMAC Commercial Mortgage Corporation
Special Servicer: GMAC Commercial Mortgage Corporation
Trustee: Norwest Bank National Association
Launch: August 25, 1999
Pricing: August 26, 1999
Anticipated Settlement: On or about September 9, 1999
Cut-Off Date: September 1, September 5 and
September 10, 1999
Distribution Date: 15th of each month, or following
business day (commencing September
1999)
Payment Delay: 14 days
ERISA Eligible: Classes A1a, A1b, A2, and X are expected
to be ERISA eligible subject to certain conditions
for eligibility.
SMMEA Eligible: Classes A1a, A1b, A2, X and B are expected
to be SMMEA securities upon issuance.
Structure: Sequential pay
Day Count: 30/360
Tax Treatment: REMIC
Rated Final Distribution
Date: July, 2032
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
(a)Percentages represent the portion of the Aggregate Cut-Off Date Principal
Balance contributed by each Mortgage Loan Seller.
- --------------------------------------------------------------------------------
COLLATERAL FACTS:
Initial Pool Balance: $1,152,022,048
Number of Mortgage Loans: 138
Number of Mortgaged Properties: 177
Average Cut-Off Date Balance: $8,347,986
Weighted Average Current Mortgage Rate: 7.896%
Weighted Average U/W DSCR (a): 1.37x
Weighted Average Cut-Off Date LTV Ratio (a): 68.84%
Weighted Average Remaining Term to Maturity (months): 117.4 months
Weighted Average Remaining Amortization Term (months): 342.1 months
Weighted Average Seasoning (months): 3.50 months
CTL Loans as a % of Total 0.13%
Balloon Loans as % of Total (b): 99.87%
Single Largest Loan as % of Total: 6.94%
Five Largest Loans as % of Total: 23.22%
Ten Largest Loans as % of Total: 34.96%
(a) All DSCR and LTV information presented herein is generally calculated as
though any related earnout reserve had been applied to reduce or defease
the primary balance of the mortgage loan.
(b) Includes 28 ARD loans totaling $431 mm and 37.4% of the pool Cut-Off date
balance.
TEN LARGEST LOANS OR SPONSORS
<TABLE>
<CAPTION>
CURRENT
LOAN BALANCE % BY UPB LTV DSCR PROPERTY TYPE
- -------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Biltmore Fashion Park $80,000,000 6.94% 60.38 %1.43x Anchored Retail
Prime Outlets at Niagara Falls 62,835,426 5.45 72.73 1.36 Anchored Retail
Equity Inns Portfolio 48,428,074 4.20 49.26 1.90 Hospitality
One Colorado Place 42,628,093 3.70 72.25 1.25 Anchored Retail
Comerica Bank Building 33,640,510 2.92 65.19 1.43 Office
120 Monument Circle 28,955,362 2.51 74.44 1.23 Office
125 Maiden Lane 28,500,000 2.47 73.83 1.31 Office
Texas Development Portfolio 26,926,701 2.34 72.03 1.34 Multifamily
Sherman Plaza 25,984,904 2.26 68.38 1.24 Office
Alliance TP Portfolio 24,888,157 2.16 86.42 1.19 Multifamily
---------- ---- ----- ----
TOTAL/WTD. AVG. $402,787,227 34.96% 67.49 %1.40x
- -------------------------------------------------------------------------------------
</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 Deutsche Bank Securities, Inc. and Goldman,
Sachs & Co. and not by the issuer of the securities. Deutsche Bank Securities,
Inc. and Goldman, Sachs & Co. are acting as the lead managers and neither of
these parties are acting as agent for the issuer or its affiliates in connection
with the proposed transaction. Neither the issuer nor any of its affiliates has
prepared or taken part in the preparation of these materials and neither makes
any representation as to the accuracy 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
SELECTED LOAN DATA:
NUMBER OF CUT-OFF DATE BALANCE
MORTGAGED ------------------------------------
GEOGRAPHIC DISTRIBUTION PROPERTIES (MM) % BY UPB WTD. AVG. DSCR
- -------------------------------------------------------------------------
California 33 $257.5 22.4% 1.34x
Texas 32 171.0 14.8 1.37
New York 12 135.8 11.8 1.34
Arizona 7 106.2 9.2 1.47
Indiana 5 68.6 6.0 1.29
Other (a) 88 413.0 35.9 1.39
-- ----- ---- ----
TOTAL/WTD. AVG. 177 $1,152.0 100.0% 1.37x
- -------------------------------------------------------------------------
PROPERTY TYPE
- -------------------------------------------------------------------------
Retail (b) 34 $350.7 30.4% 1.36x
Office 36 322.1 28.0 1.33
Multifamily 55 260.0 22.6 1.29
Hospitality 25 105.8 9.2 1.65
Industrial 21 99.1 8.6 1.42
Mobil Home Park 2 4.4 0.4 1.40
Special Purpose 1 3.9 0.3 1.26
Self Storage 1 3.2 0.3 2.17
Mixed Use 2 3.1 0.3 1.42
- --- --- ----
TOTAL/WTD. AVG. 177 $1,152.0 100.0% 1.37x
- -------------------------------------------------------------------------
PREPAYMENT RESTRICTIONS
- ------------------------------------------------------------------------
Defeasance 135 1,102.6 95.7% 1.36x
> YM or 1% UPB 2 38.6 3.4 1.43
> YM or 1% & Defeasance 1 10.9 0.9 1.90
- ---- --- ----
TOTAL/WTD. AVG. 138 1,152.0 100.0% 1.37x
- -------------------------------------------------------------------------
(a) Includes 30 states.
(b) 17 properties representing 25.14% of the Aggregate Cut-Off Date Balance are
Anchored Retail properties; 17 properties representing 5.30% of the
Aggregate Cut-Off Date Balance are Unanchored Retail properties.
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 Deutsche Bank Securities, Inc. and Goldman,
Sachs & Co. and not by the issuer of the securities. Deutsche Bank Securities,
Inc. and Goldman, Sachs & Co. are acting as the lead managers and neither of
these parties are acting as agent for the issuer or its affiliates in connection
with the proposed transaction. Neither the issuer nor any of its affiliates has
prepared or taken part in the preparation of these materials and neither makes
any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
MORTGAGE POOL OVERVIEW
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
- ----------------------------------------------- -------------------- -------------------- --------------------
COLLATERAL FACTS LOAN GROUP 1 LOAN GROUP 2 AGGREGATE
- ----------------------------------------------- -------------------- -------------------- --------------------
<S> <C> <C> <C>
INITIAL POOL BALANCE: $892,242,246 $259,779,802 $1,152,022,048
NUMBER OF MORTGAGE LOANS: 99 39 138
NUMBER OF MORTGAGE PROPERTIES 122 55 177
AVERAGE CUT-OFF DATE BALANCE: $9,012,548 $6,661,021 $8,347,986
WEIGHTED AVERAGE CURRENT MORTGAGE RATE: 7.976% 7.619% 7.896%
WEIGHTED AVERAGE U/W DSCR: 1.39x 1.29x 1.37x
WEIGHTED AVERAGE CUT-OFF DATE LTV RATIO: 66.64% 76.41% 68.84%
WEIGHTED AVERAGE REMAINING TERM TO MATURITY: 117.2 118.0 117.4
WEIGHTED AVERAGE REMAINING AMORTIZATION TERM: 341.6 343.5 342.1
WEIGHTED AVERAGE SEASONING: 3.27 4.29 3.50
BALLOON/ARD LOANS AS % OF TOTAL: 99.84% 100.00% 99.87%
FIVE LARGEST LOANS AS % OF TOTAL: 29.98% 40.39% 23.22%
- ----------------------------------------------- -------------------- -------------------- --------------------
</TABLE>
[THE NARRATIVE AND/OR TABULAR INFORMATION BELOW IS A FAIR AND ACCURATE
DESCRIPTION OF GRAPHIC OR IMAGE MATERIAL OMITTED FOR THE
PURPOSE OF EDGAR FILING.]
--------------- ---------------
Loan Group I Loan Group II
--------------- ---------------
|\ |
| \ | 100%
| \ 61% |
39%| \ |
| \ |
| \ ---------------------------
---------------------------
A-1a A-2 X
-------------------
A-1b ---------------------------
--------------------------------------------
B
--------------------------------------------
C
X --------------------------------------------
D
--------------------------------------------
E
--------------------------------------------
F
--------------------------------------------
Non-Investment Grade Tranches
---------------------------------------------------
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
STRUCTURAL OVERVIEW
- --------------------------------------------------------------------------------
|X| Loan Group 1 is comprised of all 99 of the non-multifamily Loans with an
aggregate Cut-Off Date Principal Balance of $892 million. Loan Group 2 is
comprised of all 39 of the multifamily loans with an aggregate Cut-Off Date
Principal Balance of $260 million.
|X| Principal and Interest payments will be made from Group 1 in the following
manner:
- 39.00% of Interest to A1 Class and 61.00% of Interest to A2 Class,
- 39.00% of Principal sequentially to A1a and A1b and 61.00% to the A2
Class until retired.
- After A1 Classes are retired Principal to A2 until all Class A
certificates are retired.
- Interest and Principal sequentially to Classes B, C, D, E, F, G, H, J,
K, L and M.
|X| Principal and Interest payments will be made from Group 2 in the following
manner:
- Interest and Principal to A2, and upon the retirement of the A2, all
cash flow will be combined with Group 1 and applied as set forth
above.
|X| Principal Losses will be allocated in reverse alphabetical order to Class
M, L, K, J, H, G, F, E, D, C, B, and then pro rata to Classes A1a, A1b and
A2 regardless of Loan Group.
|X| Each Class will be subordinate to the Class A1a, A1b, 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.
|X| 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 of 2 basis points 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.
|X| 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.
|X| All Classes will pay Interest on a 30/360 basis.
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
ALLOCATION OF PREPAYMENT PREMIUMS
- -------------------------------------------------------------------------------
PREPAYMENT PREMIUM EXAMPLE:
|X| The Yield Maintenance prepayment premium will generally be equal to the
present value of the reduction in Interest payments as a result of the
prepayment through the maturity of the prepaid Mortgage Loan, discounted at
the yield of a Treasury security of similar maturity in most cases
(converted from semi-annual to monthly pay). The following example reflects
that method.
GENERAL YIELD MAINTENANCE EXAMPLE FOR GROUP 1 MORTGAGE LOAN:
Assuming the structure presented in the beginning of this memo, that a Loan
Group 1 Mortgage Loan prepays, so Class A1a and Class A2 are the only
classes entitled to principal and the following assumptions: Mortgage Loan
Characteristics of Loan Group 1 Mortgage Loan being prepaid:
Balance $10,000,000
Coupon 7.80%
Maturity 10 yrs (August 1, 2009)
Treasury Rate (monthly) 6.00%
Certificate Characteristics
Class A1a Coupon 7.40%
Class A2 Coupon 7.40%
Discount Rate Fraction Example:
<TABLE>
<CAPTION>
------------------------------------------------ ------------------------- ------------------------ --------------------------
CLASS A1a CERTIFICATES CLASS A2 CERTIFICATES CLASS X CERTIFICATES
------------------------------------------------ ------------------------- ------------------------ --------------------------
<S> <C> <C> <C>
PRINCIPAL PAYMENT $3,900,000 $6,100,000 N/A
------------------------------------------------ ------------------------- ------------------------ --------------------------
DISCOUNT RATE FRACTION CALCULATION (7.40 - 6.00%) / (7.40% - 6.00%) / 100.00% - 77.78% = 22.22%
(7.80% - 6.00%) = 77.78% (7.80% - 6.00%) = 77.78%
------------------------------------------------ ------------------------- ------------------------ --------------------------
% TOTAL PRINCIPAL DISTRIBUTION 39.00% 61.00% N/A
------------------------------------------------ ------------------------- ------------------------ --------------------------
% PREMIUM ALLOCATED 39.00% * 77.78% = 30.33% 61.00% * 77.78% = 47.44% 22.22%
------------------------------------------------ ------------------------- ------------------------ --------------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
ALLOCATION OF PREPAYMENT PREMIUMS
- --------------------------------------------------------------------------------
GENERAL YIELD MAINTENANCE EXAMPLE FOR LOAN GROUP 2 MORTGAGE LOAN:
Assuming the structure presented in the beginning of this memo, that a Loan
Group 2 Mortgage Loan prepays, so Class A2 is the only class entitled to
principal and the following assumptions: Mortgage Loan Characteristics of
Loan Group 2 Mortgage Loan being prepaid:
Balance $10,000,000
Coupon 7.80%
Maturity 10 yrs (August 1, 2009)
Treasury Rate (monthly) 6.00%
Certificate Characteristics
Class A1a Coupon 7.40%
Class A2 Coupon 7.40%
Discount Rate Fraction Example:
<TABLE>
<CAPTION>
------------------------------------------------ ------------------------- ------------------------ --------------------------
CLASS A1a CERTIFICATES CLASS A2 CERTIFICATES CLASS X CERTIFICATES
------------------------------------------------ ------------------------- ------------------------ --------------------------
<S> <C> <C> <C>
PRINCIPAL PAYMENT $0 $10,000,000 N/A
------------------------------------------------ ------------------------- ------------------------ --------------------------
DISCOUNT RATE FRACTION CALCULATION (7.40 - 6.00%) / (7.40% - 6.00%) / 100.00% - 77.78% = 22.22%
(7.80% - 6.00%) = 77.78% (7.80% - 6.00%) = 77.78%
------------------------------------------------ ------------------------- ------------------------ --------------------------
% TOTAL PRINCIPAL DISTRIBUTION 0% 100% N/A
------------------------------------------------ ------------------------- ------------------------ --------------------------
% PREMIUM ALLOCATED 0% 100% * 77.78% = 77.78% 22.22%
------------------------------------------------ ------------------------- ------------------------ --------------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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 SHET
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
PREPAYMENT PROFILES
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
|X| AGGREGATE POOL
- ----------------------------------------------------------------------------------------------------
PREPAYMENT OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER
RESTRICTIONS 1999 2000 2001 2002 2003 2004 2005
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Locked out 99.06% 99.05% 33.44% 8.18% 1.60% 0.00% 0.00%
Defeasance 0.00 0.00 66.56 88.90 95.07 96.67 96.68
Yield Maintenance 0.94 0.95 0.00 2.92 3.33 3.33 3.32
- ----------------------------------------------------------------------------------------------------
Sub Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
Open 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
- ----------------------------------------------------------------------------------------------------
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 1,152.02 1,142.74 1,131.83 1,119.79 1,106.73 1,092.68 1,077.22
% of Initial UPB 100.00% 99.19% 98.25% 97.20% 96.07% 94.85% 93.51%
- ----------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------
PREPAYMENT OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER
RESTRICTIONS 2006 2007 2008 2009 2010 2011
- ----------------------------------------------------------------------------------------------------
Locked out 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Defeasance 96.63 93.59 98.26 100.00 100.00 100.00
Yield Maintenance 3.37 3.36 0.00 0.00 0.00 0.00
- ----------------------------------------------------------------------------------------------------
Sub Total 100.00% 96.95% 98.26% 100.00% 100.00% 100.00%
Open 0.00% 3.05% 1.74% 0.00% 0.00% 0.00%
- ----------------------------------------------------------------------------------------------------
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 1,045.10 1,027.36 901.09 27.56 24.99 23.93
% of Initial UPB 90.72% 89.18% 78.22% 2.39% 2.17% 2.08%
- ----------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
|X| LOAN GROUP 1
- ----------------------------------------------------------------------------------------------------
PREPAYMENT OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER
RESTRICTIONS 1999 2000 2001 2002 2003 2004 2005
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Locked out 98.78% 98.77% 33.61% 6.83% 1.64% 0.00% 0.00%
Defeasance 0.00 0.00 66.39 89.41 94.60 96.24 96.24
Yield Maintenance 1.22 1.23 0.00 3.76 3.76 3.76 3.76
- ----------------------------------------------------------------------------------------------------
Sub Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
Open 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
- ----------------------------------------------------------------------------------------------------
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 892.24 885.52 877.42 868.41 858.64 848.08 836.44
% of Initial UPB 100.00% 99.25% 98.34% 97.33% 96.23% 95.05% 93.75%
- ----------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------
PREPAYMENT OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER
RESTRICTIONS 2006 2007 2008 2009 2010 2011
- ----------------------------------------------------------------------------------------------------
Locked out 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Defeasance 96.17 96.17 97.93 100.00 100.00 100.00
Yield Maintenance 3.83 3.83 0.00 0.00 0.00 0.00
- ----------------------------------------------------------------------------------------------------
Sub Total 100.00% 100.00% 97.93% 100.00% 100.00% 100.00%
Open 0.00% 0.00% 2.07% 0.00% 0.00% 0.00%
- ----------------------------------------------------------------------------------------------------
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 808.45 795.16 715.72 16.65 14.71 14.32
% of Initial UPB 90.61% 89.12% 80.22% 1.87% 1.65% 1.61%
- ----------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
|X| LOAN GROUP 2
- ----------------------------------------------------------------------------------------------------
PREPAYMENT OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER
RESTRICTIONS 1999 2000 2001 2002 2003 2004 2005
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Locked out 100.00% 100.00% 32.84% 12.84% 1.47% 0.00% 0.00%
Defeasance 0.00 0.00 67.16 87.16 96.69 98.18 98.20
Yield Maintenance 0.00 0.00 0.00 0.00 1.84 1.82 1.80
- ----------------------------------------------------------------------------------------------------
Sub Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
Open 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
- ----------------------------------------------------------------------------------------------------
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 259.78 257.22 254.41 251.37 248.09 244.60 240.78
% of Initial UPB 100.00% 99.01% 97.93% 96.76% 95.50% 94.16% 92.69%
- ----------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------
PREPAYMENT OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER OCTOBER
RESTRICTIONS 2006 2007 2008 2009 2010 2011
- ----------------------------------------------------------------------------------------------------
Locked out 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Defeasance 98.22 84.75 99.52 100.00 100.00 100.00
Yield Maintenance 1.78 1.76 0.00 0.00 0.00 0.00
- ----------------------------------------------------------------------------------------------------
Sub Total 100.00% 86.51% 99.52% 100.00% 100.00% 100.00%
Open 0.00% 13.49% 0.48% 0.00% 0.00% 0.00%
- ----------------------------------------------------------------------------------------------------
Total 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
UPB ($MM) 236.65 232.20 185.36 10.91 10.29 9.61
% of Initial UPB 91.10% 89.38% 71.35% 4.20% 3.96% 3.70%
- ----------------------------------------------------------------------------------------------------
</TABLE>
(a) All tables 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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
AVERAGE LIFE TABLE (IN YEARS) - AGGREGATE POOL
(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% CPR
- -------- ------------ -------------- -------------- ------------- -------------
A1a 5.8 5.8 5.8 5.8 5.7
A1b 9.7 9.6 9.6 9.6 9.4
A2 8.9 8.8 8.8 8.8 8.6
B 9.9 9.9 9.9 9.9 9.7
C 9.9 9.9 9.9 9.9 9.7
D 9.9 9.9 9.9 9.9 9.7
E 9.9 9.9 9.9 9.9 9.7
F 9.9 9.9 9.9 9.9 9.8
- -------- ------------ -------------- ------------- ------------- --------------
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DISTRIBUTION OF CUT-OFF DATE BALANCES
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
PERCENTAGE AVERAGE WEIGHTED
OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE WEIGHTED AVERAGE TERM TO CUT-OFF
RANGE OF CUT-OFF DATE MORTGAGE CUT-OFF DATE CUT-OFF AVERAGE CUT-OFF AVERAGE MORTGAGE MATURITY DATE LTV
BALANCES LOANS BALANCE DATE BALANCE DATE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
$500,000 - 999,999 1 $869,138 0.08% $869,138 1.21x 8.260% 118.0 79.01%
1,000,000 - 1,999,999 22 34,711,286 3.01 1,577,786 1.41 7.853 119.2 68.32
2,000,000 - 2,999,999 15 36,295,522 3.15 2,419,701 1.30 7.934 122.0 73.67
3,000,000 - 3,999,999 18 61,584,647 5.35 3,421,369 1.37 8.067 117.0 70.17
4,000,000 - 4,999,999 18 83,234,257 7.23 4,624,125 1.37 7.719 115.6 70.31
5,000,000 - 5,999,999 7 39,941,631 3.47 5,705,947 1.25 8.036 118.3 74.68
6,000,000 - 6,999,999 11 71,315,608 6.19 6,483,237 1.36 8.051 119.3 70.97
7,000,000 - 7,999,999 8 59,364,057 5.15 7,420,507 1.32 7.976 115.9 66.24
8,000,000 - 8,999,999 3 25,726,434 2.23 8,575,478 1.38 8.068 118.3 65.96
9,000,000 - 9,999,999 5 47,365,594 4.11 9,473,119 1.42 8.031 128.0 68.83
10,000,000 - 11,999,999 6 65,173,851 5.66 10,862,309 1.43 7.822 108.6 69.85
12,000,000 - 13,999,999 5 65,367,148 5.67 13,073,430 1.31 7.989 129.8 70.87
14,000,000 - 16,999,999 4 60,679,367 5.27 15,169,842 1.42 8.191 112.8 67.86
17,000,000 - 19,999,999 2 35,370,331 3.07 17,685,165 1.23 7.808 116.5 72.53
20,000,000 - 24,999,999 4 89,040,863 7.73 22,260,216 1.29 7.556 114.9 70.36
25,000,000 - 49,999,999 7 233,146,887 20.24 33,306,698 1.42 7.987 116.0 66.70
50,000,000 - 80,000,000 2 142,835,426 12.40 71,417,713 1.40 7.647 117.1 65.81
- ----------- ----- ---------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
==========================================================================================================
- -----------------------------------------------------------------------------------------------------------------------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
- --------------------------------------------------------------------------------
[THE NARRATIVE AND/OR TABULAR INFORMATION BELOW IS A FAIR AND ACCURATE
DESCRIPTION OF GRAPHIC OR IMAGE MATERIAL OMITTED FOR THE
PURPOSE OF EDGAR FILING.]
OR 0.46% MO 1.79% NH 1.38%
ID 0.23% MS 2.00% NY 11.79%
NV 0.52% WI 0.53% PA 1.07%
CA 22.35% IL 1.05% VA 1.07%
AZ 9.22% MI 1.40% NC 3.28%
HI 0.68% IN 5.96% SC 0.97%
CO 1.08% TN 1.00% MA 1.20%
NE 0.41% AL 0.42% CT 0.36%
KS 0.35% OH 4.25% NJ 2.80%
OK 1.15% WV 0.18% DE 0.28%
TX 14.84% GA 0.67% MD 0.85%
MN 0.28% FL 4.14%
Indiana 5.96% Ohio 4.25%
Arizona 9.22% California 22.35%
New York 11.79% Other(a) 31.60%
Texas 14.84%
----------
(a) Includes 29 states.
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE (a)
- --------------------------------------------------------------------------------
<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 33 $257,522,409 22.35% $7,803,709 1.34x 7.815% 116.0 68.47%
Texas 32 170,965,037 14.84 5,342,657 1.37 8.001 120.3 71.30
New York 12 135,788,097 11.79 11,315,675 1.34 7.847 117.3 67.02
Arizona 7 106,162,273 9.22 15,166,039 1.47 7.779 118.0 59.99
Indiana 5 68,623,517 5.96 13,724,703 1.29 7.698 108.0 75.27
Ohio 7 48,960,798 4.25 6,994,400 1.38 8.086 133.3 70.74
Florida 10 47,748,245 4.14 4,774,824 1.25 7.916 118.2 74.77
North Carolina 6 37,752,413 3.28 6,292,069 1.42 7.887 117.3 66.07
New Jersey 9 32,244,153 2.80 3,582,684 1.44 8.086 118.1 62.95
Mississippi 2 23,067,864 2.00 11,533,932 1.38 7.893 118.9 72.68
Missouri 4 20,637,328 1.79 5,159,332 1.30 7.944 118.7 70.14
Michigan 4 16,094,862 1.40 4,023,715 1.30 7.460 118.3 80.40
New Hampshire 1 15,949,087 1.38 15,949,087 1.28 8.529 116.0 72.50
Massachusetts 2 13,790,736 1.20 6,895,368 1.49 8.256 119.0 66.60
Oklahoma 3 13,288,731 1.15 4,429,577 1.37 7.700 117.6 77.99
Colorado 2 12,427,897 1.08 6,213,948 1.32 8.130 117.0 64.58
Virginia 4 12,380,850 1.07 3,095,213 1.51 8.078 117.7 59.83
Pennsylvania 3 12,334,523 1.07 4,111,508 1.29 7.614 114.5 70.70
Illinois 1 12,098,410 1.05 12,098,410 1.19 7.320 119.0 86.42
Tennessee 4 11,502,989 1.00 2,875,747 1.73 7.956 112.2 57.34
South Carolina 1 11,191,325 0.97 11,191,325 1.40 8.750 83.0 70.39
Maryland 3 9,771,141 0.85 3,257,047 1.31 8.089 129.7 71.56
Hawaii 2 7,833,417 0.68 3,916,709 1.38 7.836 117.0 75.94
Georgia 3 7,734,324 0.67 2,578,108 1.26 8.170 138.6 65.75
Wisconsin 1 6,082,695 0.53 6,082,695 1.45 8.250 80.0 70.73
Nevada 1 5,937,441 0.52 5,937,441 1.25 8.110 119.0 78.12
Oregon 1 5,286,058 0.46 5,286,058 1.90 8.370 118.0 49.51
Alabama 1 4,894,842 0.42 4,894,842 1.24 8.050 118.0 79.59
Nebraska 5 4,673,453 0.41 934,691 1.45 6.760 104.0 71.03
Connecticut 2 4,123,922 0.36 2,061,961 1.25 7.961 117.5 79.31
Kansas 2 3,993,245 0.35 1,996,622 1.90 8.370 118.0 49.51
Minnesota 1 3,244,511 0.28 3,244,511 1.90 8.370 118.0 49.51
Delaware 1 3,240,153 0.28 3,240,153 2.17 7.490 117.0 60.79
Idaho 1 2,653,725 0.23 2,653,725 1.32 7.810 119.0 72.31
West Virginia 1 2,021,580 0.18 2,021,580 1.90 8.370 118.0 49.51
- --------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 177 $1,152,022,048 100.00% $6,508,599 1.37x 7.896% 117.4 68.84%
===============================================================================================================
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) If a Mortgage Loan is secured by properties in multiple states, it is
treated as multiple Mortgage Loans each of which is allocated a cut-off
balance based on the allocated loan amount.
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
DISTRIBUTION OF PROPERTY TYPES
- --------------------------------------------------------------------------------
[THE NARRATIVE AND/OR TABULAR INFORMATION BELOW IS A FAIR AND ACCURATE
DESCRIPTION OF GRAPHIC OR IMAGE MATERIAL OMITTED FOR THE
PURPOSE OF EDGAR FILING.]
Industrial 8.60%
Hospitality 9.19%
Multi-family 22.55%
Office 27.96%
Retail:
Anchored 25.14%
Unanchored 5.30%
Total 30.44%
Other 1.26%
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE WEIGHTED REMAINING AVERAGE
NUMBER OF OF AGGREGATE AVERAGE WEIGHTED AVERAGE TERM TO CUT-OFF
MORTGAGED CUT-OFF DATE CUT-OFF DATE CUT-OFF DATE AVERAGE MORTGAGE MATURITY DATE LTV
PROPERTY TYPE PROPERTIES BALANCE BALANCE BALANCE DSCR RATE (MOS) RATIO
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Retail
Anchored 17 $289,664,493 25.14% $17,039,088 1.36x 7.886% 121.1 68.72%
Unanchored 17 61,018,568 5.30 3,589,328 1.37 8.249 118.4 66.48
-- ---------- ---- --------- ---- ----- ----- -----
Retail Subtotal 34 $350,683,061 30.44% $10,314,208 1.36x 7.949% 120.6 68.33%
Office 36 $322,053,842 27.96% $8,945,940 1.33x 7.794% 115.1 67.84%
Multifamily 55 259,779,802 22.55 4,723,269 1.29 7.619 118.0 76.41
Hospitality 25 105,832,139 9.19 4,233,286 1.65 8.498 112.0 58.93
Industrial 21 99,126,076 8.60 4,720,289 1.42 8.128 117.9 64.93
Mobile Home Park 2 4,356,188 0.38 2,178,094 1.40 7.326 113.8 69.98
Special Purpose 1 3,896,785 0.34 3,896,785 1.26 8.460 119.0 67.19
Self-Storage 1 3,240,153 0.28 3,240,153 2.17 7.490 117.0 60.79
Mixed Use 2 3,054,003 0.27 1,527,001 1.42 8.118 116.1 69.09
- --------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 177 $1,152,022,048 100.00% $6,508,599 1.37x 7.896% 117.4 68.84%
=============================================================================================================
- -----------------------------------------------------------------------------------------------------------------------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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 - 1.10 (a) 1 $1,451,189 0.13% $1,451,189 1.01x 7.720% 198.0 82.93%
1.11 - 1.20 15 130,279,657 11.31 8,685,310 1.20 7.808 118.5 76.39
1.21 - 1.30 56 391,759,719 34.01 6,995,709 1.25 8.032 120.2 71.42
1.31 - 1.40 25 258,609,503 22.45 10,344,380 1.35 7.754 113.7 72.33
1.41 - 1.50 23 222,532,097 19.32 9,675,309 1.44 7.716 113.0 65.34
1.51 - 1.60 6 28,383,013 2.46 4,730,502 1.58 7.828 117.5 61.46
1.61 - 1.70 5 40,516,247 3.52 8,103,249 1.66 8.473 132.3 53.94
1.71 - 1.80 2 11,027,927 0.96 5,513,964 1.78 7.651 117.7 60.88
1.81 - 1.90 4 64,222,542 5.57 16,055,635 1.89 8.169 117.2 50.00
2.11 - 2.20 1 3,240,153 0.28 3,240,153 2.17 7.490 117.0 60.79
- --------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
===========================================================================================================
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) Includes one CTL loan.
- --------------------------------------------------------------------------------
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 5 $83,798,666 7.27% $16,759,733 1.68x 8.204% 118.2 47.59%
50.1 - 60.0 12 96,596,121 8.38 8,049,677 1.62 8.088 124.7 56.24
60.1 - 65.0 13 137,388,972 11.93 10,568,382 1.39 7.841 117.8 61.73
65.1 - 70.0 21 146,107,917 12.68 6,957,520 1.34 7.836 114.9 67.24
70.1 - 75.0 52 455,684,003 39.56 8,763,154 1.32 7.910 116.6 72.68
75.1 - 80.0 28 182,886,438 15.88 6,531,658 1.28 7.786 116.1 78.30
80.1 - 85.0 6 24,671,775 2.14 4,111,962 1.22 7.890 122.2 80.63
85.1 - 90.0 1 24,888,157 2.16 24,888,157 1.19 7.320 119.0 86.42
- ---------- ---- ---------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
===========================================================================================================
- ----------------------------------------------------------------------------------------------------------------------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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>
6.5001 - 6.7500 2 $6,649,512 0.58% $3,324,756 1.46x 6.737% 107.0 60.46%
6.7501 - 7.0000 3 34,940,407 3.03 11,646,802 1.35 6.913 103.7 75.22
7.0001 - 7.2500 8 43,519,970 3.78 5,439,996 1.37 7.122 106.5 73.39
7.2501 - 7.5000 13 99,706,616 8.65 7,669,740 1.30 7.380 116.7 75.63
7.5001 - 7.7500 17 278,931,993 24.21 16,407,764 1.41 7.625 116.2 66.48
7.7501 - 8.0000 27 192,797,827 16.74 7,140,660 1.31 7.902 116.5 69.21
8.0001 - 8.2500 35 218,686,328 18.98 6,248,181 1.31 8.130 117.9 71.04
8.2501 - 8.5000 22 203,060,046 17.63 9,230,002 1.45 8.355 121.7 64.44
8.5001 - 8.7500 9 60,364,119 5.24 6,707,124 1.38 8.638 127.3 69.69
8.7501 - 9.0000 2 13,365,230 1.16 6,682,615 1.46 8.818 118.7 61.93
- ---------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
=============================================================================================================
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
DISTRIBUTION OF REMAINING AMORTIZATION TERMS (a)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
AVERAGE WEIGHTED
PERCENTAGE OF WEIGHTED REMAINING AVERAGE
RANGE OF REMAINING 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>
Interest Only 1 $10,875,000 0.94% $10,875,000 1.90x 7.540% 119.0 52.28%
191 - 210 1 1,451,189 0.13 1,451,189 1.01 7.720 198.0 82.93
231 - 250 2 17,215,427 1.49 8,607,714 1.35 8.098 161.3 64.94
271 - 290 2 9,832,983 0.85 4,916,491 1.64 7.168 105.5 56.12
291 - 310 23 156,293,506 13.57 6,795,370 1.56 8.336 113.6 61.74
331 - 360 109 956,353,943 83.02 8,773,889 1.33 7.832 117.2 70.37
--- ----------- ----- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
=============================================================================================================
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) 58 loans representing 35.90% of the Aggregate Cut-Off Date Balance accrue
interest on an Actual/360 basis but have a monthly payment calculated on a
30/360 schedule. Accordingly, the actual amortization term is longer for
these loans than the stated amortization term reflected in the table above.
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
DISTRIBUTION OF ORIGINAL TERMS TO MATURITY
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
WEIGHTED
PERCENTAGE AVERAGE WEIGHTED
OF WEIGHTED REMAINING AVERAGE
NUMBER OF AGGREGATE AVERAGE AVERAGE TERM TO CUT-OFF
RANGE OF ORIGINAL 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>
83 - 83 months 1 $6,082,695 0.53% $6,082,695 1.45x 8.250% 80.0 70.73%
84 - 120 months 130 1,105,509,111 95.96 8,503,916 1.37 7.882 115.8 68.78
121 - 180 months 6 38,979,053 3.38 6,496,509 1.35 8.236 164.5 69.79
181 - 240 months 1 1,451,189 0.13 1,451,189 1.01 7.720 198.0 82.93
- --------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
=======================================================================================================
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
DISTRIBUTION OF REMAINING TERMS TO MATURITY
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
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>
71 - 90 2 $17,274,020 1.50% $8,637,010 1.42x 8.574% 81.9 70.51%
91 - 110 16 138,555,213 12.03 8,659,701 1.39 7.251 104.0 71.05
111 - 120 114 962,072,092 83.51 8,439,229 1.37 7.958 117.8 68.49
131 - 150 1 1,799,078 0.16 1,799,078 1.30 8.125 131.0 71.96
171 - 190 4 30,870,456 2.68 7,717,614 1.36 8.460 178.8 68.20
191 - 210 1 1,451,189 0.13 1,451,189 1.01 7.720 198.0 82.93
- --------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
=======================================================================================================
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
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 109 $720,311,290 62.53% $6,608,360 1.34x 7.954% 119.7 69.15%
Hyperamortizing 28 430,259,568 37.35 15,366,413 1.41 7.800 113.3 68.28
Fully Amortizing 1 1,451,189 0.13 1,451,189 1.01 7.720 198.0 82.93
- --------- ---- --------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
=======================================================================================================
- ----------------------------------------------------------------------------------------------------------------------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
DISTRIBUTION OF PREPAYMENT PROVISIONS
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
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>
Defeasance 135 $1,102,593,023 95.71% $ 8,167,356 1.36x 7.915% 117.8 69.16%
> of YM or 1% UPB 2 38,554,025 3.35 19,277,012 1.43 7.448 104.3 64.52
> of YM or 1% and Defeasance 1 10,875,000 0.94 10,875,000 1.90 7.540 119.0 52.28
- ---------- ---- ---------- ---- ----- ----- -----
TOTAL/WTD. AVG. 138 $1,152,022,048 100.00% $8,347,986 1.37x 7.896% 117.4 68.84%
=====================================================================================================
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
BILTMORE FASHION PARK
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
LOAN INFORMATION
- --------------------------------------------------------------------------------
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE (a): $80,000,000 $80,000,000
% OF POOL BY UPB 6.94%
NOTE DATE: June 16, 1999
INTEREST RATE: 7.68%
AMORTIZATION: 30 years
ARD DATE: 7/10/09
BORROWER/SPONSOR: The Borrower is a single purpose, bankruptcy remote
entity sponsored by the Taubman Realty Group Limited
Partnership, an affiliate of Taubman Centers, Inc., a
publicly traded Real Estate Investment Trust (NYSE:
TCO).
CALL PROTECTION: Prepayment lockout; U.S. Treasury defeasance.
CROSS-COLLATERALIZATION/
DEFAULT: No/No
ADDITIONAL FINANCING: The Borrower is permitted to incur up to $3,000,000
of indebtedness that relates solely to financing
capital improvements, compliance with legal
requirements, tenant improvements, leasing costs and
equipment related to the Biltmore Fashion Park
property, but only if that indebtedness remains
unsecured or secured by capital leases.
CASH MANAGEMENT: Soft Lockbox in place springing to a Hard Lockbox at
the ARD date or either upon an Event of Default or
if the DSCR falls below 1.30x.
MONTHLY RESERVES: All reserves are waived unless the Soft Lockbox has
converted to a Hard Lockbox.
- -------------------------------------------------------------------------------
PROPERTY INFORMATION
- -------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Anchored Retail
LOCATION: Phoenix, Arizona
YEAR(S) BUILT/RENOVATED: 1963-1996 / 1999
THE COLLATERAL: An outdoor, regional shopping mall situated on
28.59 acres. The mall has a total of 550,949
square feet of gross leaseable area, of which
398,449 square feet serve as collateral for the
Loan. The mall is anchored by a Saks Department
Store and a Macy's Department Store. The
building containing the Macy's is not part of
the collateral for the Loan.
PROPERTY MANAGEMENT: Taubman Centers, Inc.
CURRENT OCCUPANCY (6/15/99): 96%
UNDERWRITTEN NET CASH FLOW: $9,894,954
APPRAISED VALUE: $132,500,000
APPRAISAL DATE: May 5, 1999
CUT-OFF DATE LOAN/SF: $145.20
CUT-OFF DATE LTV: 60.38%
ARD BALLOON LTV: 53.79%
UWNCF DSCR: 1.43x
- -------------------------------------------------------------------------------
THREE LARGEST TENANTS
<TABLE>
<CAPTION>
- -------------------------- ------------------ ---------------------- ---------------------
SQUARE PERCENTAGE OF DATE OF
TENANT FOOTAGE LEASED TOTAL LEASEABLE AREA LEASE EXPIRATION
- -------------------------- ------------------ ---------------------- ---------------------
<S> <C> <C> <C>
Macy's (a) 152,500 27.68% 01/31/2013
- -------------------------- ------------------ ---------------------- ---------------------
Saks Fifth Avenue 90,114 16.36% 10/31/2017
- -------------------------- ------------------ ---------------------- ---------------------
Borders Books 33,416 6.07% 01/31/2004
- -------------------------- ------------------ ---------------------- ---------------------
</TABLE>
(a) The Macy's building is not part of the collateral for
the loan.
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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
PRIME OUTLETS AT NIAGARA FALLS
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
LOAN INFORMATION
- -------------------------------------------------------------------------------
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE (a): $63,000,000 $62,835,426
% OF POOL BY UPB 5.45%
NOTE DATE: April 27, 1999
INTEREST RATE: 7.60%
AMORTIZATION: 30 years
ARD DATE: May 10, 2009
BORROWER/SPONSOR: The Borrower is a single purpose, bankruptcy remote
entity affiliated with Prime Retail, Inc., a publicly
traded Real Estate Investment Trust
(NYSE: PRT).
CALL PROTECTION: Prepayment lockout; U.S. Treasury defeasance.
CROSS-COLLATERALIZATION/
DEFAULT: No/No
ADDITIONAL FINANCING: None.
CASH MANAGEMENT: Soft Lockbox in place springing to a Hard Lockbox at
the ARD Date or upon an Event of Default.
MONTHLY RESERVES: TI/LC - $61,741
Replacement - $6,665
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
PROPERTY INFORMATION
- -------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Anchored Retail
LOCATION: Niagara Falls, New York
YEAR BUILT/RENOVATED: 1960,1983 - 1995 / 1996
THE COLLATERAL: A partially enclosed, factory outlet center
located on 41.3 acres. The property has a total
of 533,192 net rentable square feet and also
includes a food court. Diverse tenant mix
includes Old Navy, Saks Off Fifth Avenue, Gap,
Polo/Ralph Lauren, among others.
PROPERTY MANAGEMENT: Prime Retail, Inc.
CURRENT OCCUPANCY (3/01/99): 96%
UNDERWRITTEN NET CASH FLOW: $7,361,978
APPRAISED VALUE: $86,400,000
APPRAISAL DATE: January 30, 1999
CUT-OFF DATE LOAN/SF: $117.85
CUT-OFF DATE LTV: 72.73%
ARD BALLOON LTV: 63.59%
UWNCF DSCR: 1.36x
- -------------------------------------------------------------------------------
THREE LARGEST TENANTS
<TABLE>
<CAPTION>
- -------------------------- ------------------ ---------------------- ---------------------
SQUARE PERCENTAGE OF DATE OF
TENANT FOOTAGE LEASED TOTAL LEASEABLE AREA LEASE EXPIRATION
- -------------------------- ------------------ ---------------------- ---------------------
<S> <C> <C> <C>
Linens N' Things 27,175 5.10% 09/30/2005
- ----------------------------- ------------------ ---------------------- ------------------
Marshall's 27,000 5.06% 11/30/2000
- ----------------------------- ------------------ ---------------------- ------------------
Off 5th/Saks Fifth Avenue 20,359 3.82% 08/31/2010
- ----------------------------- ------------------ ---------------------- ------------------
</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 Deutsche Bank Securities, Inc. and
Goldman, Sachs & Co. and not by the issuer of the securities. Deutsche Bank
Securities, Inc. and Goldman, Sachs & Co. are acting as the lead managers and
neither of these parties are acting as agent for the issuer or its affiliates in
connection with the proposed transaction. Neither the issuer nor any of its
affiliates has prepared or taken part in the preparation of these materials and
neither makes any representation as to the accuracy 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
EQUITY INNS
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
LOAN/PARTICIPATION INFORMATION
- -------------------------------------------------------------------------------
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE
LOAN: $97,020,000 $96,856,149
PARTICIPATION: $48,510,000 $48,428,074
(% OF LOAN) (50%) (50%)
% OF POOL BY UPB: 4.20%
NOTE DATE: June 16, 1999
INTEREST RATE: 8.37%
AMORTIZATION: 25 years
ARD DATE: July 1, 2009
BORROWER/SPONSOR: Two single purpose, bankruptcy remote entities
affiliated with Equity Inns Inc., a publicly traded
Real Estate Investment Trust (NYSE: ENN).
CALL PROTECTION: Prepayment lockout; U.S. Treasury defeasance.
RELEASE PRICE: After the lockout period, Borrowers may partially
defease the Loan to obtain the release of an
individual property. To release a property, the
Borrowers must defease 125% of the loan amount
originally allocated to the property. Further, the
UWDSCR for the remaining properties must be greater
than or equal to 1.90x.
CROSS-COLLATERALIZATION/
DEFAULT: Yes/Yes.
ADDITIONAL FINANCING: None.
CASH MANAGEMENT: Hard Lockbox.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
PROPERTY INFORMATION
- -------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Portfolio
PROPERTY TYPE: Hospitality
THE COLLATERAL: 5 AmeriSuites, 3 Homewood Suites, 6 Hampton Inns
and 5 Residence Inns Hospitality properties
containing a total of 2,453 rooms and located in
13 states. Each of the properties is leased to
and managed by an affiliate of either Prime
Hospitality Corp. or Interstate Hotels
Management, Inc.
SUBSTITUTION: The Borrowers may substitute "like-kind"
collateral without penalty after the prepayment
lockout period. Substitution is limited to $25
million in collateral value per substitution and
$50 million in the aggregate. Any substitution
is also subject to maintenance of a minimum LTV
of 55% and receipt of confirmation from the
Rating Agencies that such substitution will not
effect the ratings for any Class.
LESSEES: Five of the properties are leased by an
affiliate of Prime Hospitality Corp., a publicly
traded company (NYSE: PDQ), which owns, manages
and franchises hotels. The Prime affiliate
manages each of the five properties.
The remaining 14 properties are leased by
affiliates of Interstate Hotels Management, Inc.,
a publicly traded company (NASDAQ: IHCO). The
Interstate affiliates manage all but three of the
properties, which are managed under contract by a
third party.
UNDERWRITTEN NET CASH
FLOW
LOAN/PARTICIPATION: $17,808,512 / $8,904,256
APPRAISED VALUE
LOAN/PARTICIPATION: $196,800,000 / $98,400,000
APPRAISAL DATE: April 1, 1999
CUT-OFF DATE LOAN/ROOM
LOAN/PARTICIPATION: $39,485 / $19,742
CUT-OFF DATE LTV: 49.26%
BALLOON LTV: 40.31%
UWNCF DSCR: 1.90x
- -------------------------------------------------------------------------------
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 Deutsche Bank Securities, Inc. and Goldman,
Sachs & Co. and not by the issuer of the securities. Deutsche Bank Securities,
Inc. and Goldman, Sachs & Co. are acting as the lead managers and neither of
these parties are acting as agent for the issuer or its affiliates in connection
with the proposed transaction. Neither the issuer nor any of its affiliates has
prepared or taken part in the preparation of these materials and neither makes
any representation as to the accuracy 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
EQUITY INNS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------
COLLATERAL DETAILS
--------------------------------------------------------------------------------------------------------------
ALLOCATED CUT-OFF DATE ALLOCATED CUT-OFF
---------------------- -----------------
PROPERTY CITY STATE # UNITS PARTICIPATION AMOUNT DATE LOAN AMOUNT
--------------------- --------------- --------------- --------- ----------------------- ----------------------
<S> <C> <C> <C> <C> <C>
Residence Inn Portland Oregon 168 $5,286,057.59 $10,572,115.17
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Residence Inn Princeton New Jersey 208 $4,976,581.13 $9,953,162.25
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Homewood Suites Phoenix Arizona 124 $3,558,979.28 $7,117,958.56
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Residence Inn Eagan Minnesota 120 $3,244,511.27 $6,489,022.53
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Amerisuites Glen Allen Virginia 126 $2,700,431.68 $5,400,863.37
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Residence Inn Tucson Arizona 128 $2,660,499.24 $5,320,998.48
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Hampton Inn Memphis Tennessee 126 $2,370,989.00 $4,741,978.00
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Residence Inn Tinton Falls New Jersey 96 $2,346,031.22 $4,692,062.45
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Amerisuites Columbus Ohio 126 $2,321,073.44 $4,642,143.89
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Hampton Inn Northville Michigan 125 $2,216,250.77 $4,432,501.55
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Hampton Inn Overland Park Kansas 134 $2,201,276.11 $4,402,552.21
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Homewood Suites San Antonio Texas 123 $2,066,504.10 $4,133,008.20
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Hampton Inn Morgantown West Virginia 108 $2,021,580.10 $4,043,160.19
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Amerisuites Indianapolis Indiana 126 $1,916,757.44 $3,833,514.88
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Hampton Inn Kansas City Missouri 120 $1,806,943.20 $3,613,886.39
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Amerisuites Overland Park Kansas 126 $1,791,968.53 $3,583,937.06
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Amerisuites Memphis Tennessee 128 $1,727,078.30 $3,454,156.61
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Homewood Suites Sharonville Ohio 111 $1,657,196.52 $3,314,393.05
--------------------- --------------- --------------- --------- ----------------------- ----------------------
Hampton Inn Richardson Texas 130 $1,557,365.41 $3,114,730.82
--------------------- --------------- --------------- --------- ----------------------- ----------------------
</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 Deutsche Bank Securities, Inc. and Goldman,
Sachs & Co. and not by the issuer of the securities. Deutsche Bank Securities,
Inc. and Goldman, Sachs & Co. are acting as the lead managers and neither of
these parties are acting as agent for the issuer or its affiliates in connection
with the proposed transaction. Neither the issuer nor any of its affiliates has
prepared or taken part in the preparation of these materials and neither makes
any representation as to the accuracy 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
ONE COLORADO PLACE RETAIL-OFFICE
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
LOAN INFORMATION
- -------------------------------------------------------------------------------
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE (a): $42,670,000 $42,628,093
% OF POOL BY UPB 3.70%
NOTE DATE: June 17, 1999
INTEREST RATE: 8.29%
AMORTIZATION: 30 years
ARD DATE: May 10, 2009
BORROWER/SPONSOR: The Borrower is a single purpose, bankruptcy remote
entity.
CALL PROTECTION: Prepayment lockout; U.S. Treasury defeasance.
CROSS-COLLATERALIZATION/
DEFAULT: No/No
MEZZANINE LOAN: There is a $4.13 million mezzanine loan made by GMAC
Commercial Mortgage to the Borrower. The mezzanine
loan is secured by a pledge of the membership
interests in the Borrower.
CASH MANAGEMENT: Hard Lockbox in place converting to a
Soft Lockbox once the Mezzanine Loan has been repaid
in full. The Soft Lockbox will revert to a Hard
Lockbox at the ARD Date or upon an Event of Default.
MONTHLY RESERVES: TI/LC - $22,850
Replacement - $2,313
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
PROPERTY INFORMATION
- --------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Anchored Retail / Office
LOCATION: Pasadena, California
YEAR(S) BUILT / RENOVATED: 1890-1930 / 1991-1992
THE COLLATERAL: An outdoor retail shopping, office and
entertainment complex located in the Old Town
district of Pasadena, CA. The buildings in the
complex were originally constructed during the
1890's and 1920's, and all subsequently
underwent comprehensive structural and seismic
upgrades. The complex contains 277,536 of net
rentable square feet, with major tenants
including The Gap, Banana Republic, Armani
Exchange, and AMC Theatres. In addition to the
retail and office space, the collateral also
includes a parking garage.
PROPERTY MANAGEMENT: An affiliate of the Borrower
CURRENT OCCUPANCY (5/17/99): 91%
UNDERWRITTEN NET CASH FLOW: $4,887,329
APPRAISED VALUE: $59,000,000
APPRAISAL DATE: June 10, 1999
CUT-OFF DATE LOAN/SF: $153.59
CUT-OFF DATE LTV: 72.25%
BALLOON LTV: 63.98%
UWNCF DSCR: 1.25x
- --------------------------------------------------------------------------------
THREE LARGEST TENANTS
<TABLE>
<CAPTION>
- -------------------------- ------------------ ---------------------- ---------------------
SQUARE PERCENTAGE OF DATE OF
TENANT FOOTAGE LEASED TOTAL LEASEABLE AREA LEASE EXPIRATION
- -------------------------- ------------------ ---------------------- ---------------------
<S> <C> <C> <C>
AMC Theaters 47,883 17.25% 11/19/2006
- ----------------------------- ------------------ ---------------------- ------------------
Crate & Barrel 26,839 9.67% 01/31/2009
- ----------------------------- ------------------ ---------------------- ------------------
The Gap 15,279 5.51% 11/30/2007
- ----------------------------- ------------------ ---------------------- ------------------
</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 Deutsche Bank Securities, Inc. and Goldman,
Sachs & Co. and not by the issuer of the securities. Deutsche Bank Securities,
Inc. and Goldman, Sachs & Co. are acting as the lead managers and neither of
these parties are acting as agent for the issuer or its affiliates in connection
with the proposed transaction. Neither the issuer nor any of its affiliates has
prepared or taken part in the preparation of these materials and neither makes
any representation as to the accuracy 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
COMERICA BANK BUILDING
- --------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
LOAN INFORMATION
- -------------------------------------------------------------------------------
ORIGINAL CUT-OFF DATE
-------- ------------
PRINCIPAL BALANCE (a): $34,000,000 $33,640,510
% OF POOL BY UPB 2.92%
NOTE DATE: April 30, 1998
INTEREST RATE: 7.55%
AMORTIZATION: 30 years
MATURITY DATE: May 1, 2008
BORROWER/SPONSOR: Macanan Investments, LP, a special purpose entity
whose principals directly manage the subject.
CALL PROTECTION: Prepayment lockout; Greater of 1% or Yield
Maintenance.
CROSS-COLLATERALIZATION/
DEFAULT: No/No
MEZZANINE LOAN: There is a $4.2 million mezzanine loan made by
German American Capital Corporation to the
principals of the Borrower and Vanderson
Construction, Inc. The mezzanine loan is secured by
a pledge of partnership interests in the Borrower
and a pledge of shareholder interests in the general
partner of the Borrower.
CASH MANAGEMENT: Hard Lockbox in place.
MONTHLY RESERVES: TI/LC - $29,214
Replacement - $3,662
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
PROPERTY INFORMATION
- -------------------------------------------------------------------------------
SINGLE ASSET/PORTFOLIO: Single Asset
PROPERTY TYPE: Office
LOCATION: San Jose, California
YEAR BUILT: 1983
THE COLLATERAL: A twelve-story, 213,575 square foot office tower
with an attached parking garage located in San
Jose, California. The two largest tenants are
Comerica Bank and the State of California, with
the 29 remaining tenants reflecting a diverse
mix of professional, service, and
technology-oriented businesses. In addition to
the office building, the collateral also
includes a parking garage.
PROPERTY MANAGEMENT: Macanan Marketing, Inc., an affiliate of the
Borrower.
CURRENT OCCUPANCY (4/30/99): 99%
UNDERWRITTEN NET CASH FLOW: $4,103,369
APPRAISED VALUE: $51,600,000
APPRAISAL DATE: April 29, 1999
CUT-OFF DATE LOAN/SF: $157.51
CUT-OFF DATE LTV: 65.19%
BALLOON LTV: 58.31%
UWNCF DSCR: 1.43x
- -------------------------------------------------------------------------------
THREE LARGEST TENANTS
<TABLE>
<CAPTION>
- -------------------------- ------------------ ---------------------- ---------------------
SQUARE PERCENTAGE OF DATE OF
TENANT FOOTAGE LEASED TOTAL LEASEABLE AREA LEASE EXPIRATION
- -------------------------- ------------------ ---------------------- ---------------------
<S> <C> <C> <C>
Comerica Bank 43,213 20.23% 01/31/2003
- ----------------------------- ------------------ ---------------------- ------------------
State of California 32,424 15.18% 09/30/2011
- ----------------------------- ------------------ ---------------------- ------------------
Ferrari, Olsen and Ottoboni 14,924 6.99% 03/31/2002
- ----------------------------- ------------------ ---------------------- ------------------
</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 Deutsche Bank Securities, Inc. and Goldman,
Sachs & Co. and not by the issuer of the securities. Deutsche Bank Securities,
Inc. and Goldman, Sachs & Co. are acting as the lead managers and neither of
these parties are acting as agent for the issuer or its affiliates in connection
with the proposed transaction. Neither the issuer nor any of its affiliates has
prepared or taken part in the preparation of these materials and neither makes
any representation as to the accuracy of these materials.
