UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM ABS-15G
ASSET-BACKED
SECURITIZER
Report Pursuant to Section 15G of
the Securities Exchange Act of 1934
Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:
[_] Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period
to
Date of Report (Date of earliest event reported)
Commission File Number of securitizer:
Central Index Key Number of securitizer:
Name
and telephone number, including area code, of the person to contact in connection with this filing |
Indicate
by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1) [_]
Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i)
[_]
Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii)
[_]
[✔] Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)
Central Index Key Number of depositor: 0001013454
KNDL
2019-KNSQ Mortgage Trust
(Exact name of issuing entity as specified in its charter)
Central
Index Key Number of issuing entity (if applicable): N/A
Central Index Key Number of underwriter (if applicable): Not applicable
Helaine M. Kaplan, (212) 250-5270 |
Name
and telephone number, including area code, of the person to contact in connection with this filing |
INFORMATION TO BE INCLUDED IN THE REPORT
FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer
Attached as Exhibit 1 hereto is an agreed-upon procedures report, dated May 1, 2019, of PricewaterhouseCoopers LLP, obtained by the depositor, which report sets forth the findings and conclusions, as applicable, of PricewaterhouseCoopers LLP with respect to certain agreed-upon procedures performed by PricewaterhouseCoopers LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 1, 2019 | DEUTSCHE MORTGAGE
& ASSET RECEIVING CORPORATION (Depositor) | |
By: | /s/ Natalie Grainger | |
Name: Natalie Grainger | ||
Title: Director (senior officer in charge of securitization of the depositor) | ||
By: | /s/ Matt Smith | |
Name: Matt Smith | ||
Title: Director (senior officer in charge of securitization of the depositor) | ||
Exhibit 1 Agreed-upon procedures report, dated May 1, 2019, of PricewaterhouseCoopers LLP.
Exhibit 1
Report of Independent Accountants on Applying
Agreed-Upon Procedures
Deutsche Mortgage & Asset Receiving Corporation (the “Company”)
60 Wall Street
New York, NY 10005
Ladies and Gentlemen:
We (“us” or “PwC”) have performed the procedures enumerated below, which were agreed to by the Company, Deutsche Bank Securities Inc., Deutsche Bank AG, New York Branch, Goldman Sachs Mortgage Company, Goldman Sachs & Co. LLC, Citi Real Estate Funding Inc., and Citigroup Global Markets Inc., who are collectively referred to herein as the “Specified Parties”, solely to assist you with the procedures enumerated below with respect to KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates (the “Transaction”). The Company (the “Responsible Party”) is responsible for the accuracy of the information contained in the Final Data File (defined below). The sufficiency of these procedures is solely the responsibility of the Specified Parties. Consequently, we make no representation regarding the sufficiency of the procedures described below, either for the purpose for which this report has been requested, or for any other purpose.
Procedures and Findings
In connection with the Transaction, the Specified Parties have requested that the procedures be performed on a single loan secured by three (3) properties, herein referred to as the “Underlying Collateral”, which represents the entire population of collateral within the Transaction.
This agreed-upon procedures engagement was not conducted for the purpose of satisfying any criteria for due diligence published by a nationally recognized statistical rating organization.
In addition, PwC should not be regarded as having in any way warranted or given any assurance as to the following items:
• | The completeness, accuracy, appropriateness, quality or integrity of any of the information provided by the Responsible Party, or any other party for purposes of PwC performing the procedures agreed to by the Specified Parties. The procedures performed would not necessarily reveal any material misstatement of the amounts, balances, ratios, percentages or other relationships of the information included in the data provided to us; |
• | The conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements; |
• | The value of collateral securing such assets; and |
• | The compliance of the originator of the assets with federal, state, and local laws and regulations. |
We have not performed any procedures with respect to the fair value of the securities being offered in the Transaction and PwC expresses no opinion on the current fair value of these securities. PwC should not be regarded as having performed any procedures other than those detailed in this report.
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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With respect to any terms or requirements of the Transaction documents that do not appear in the exhibits, we performed no procedures and, accordingly, the procedures we performed would not ensure that any requirements are satisfied. Further, we have performed only the following agreed-upon procedures and therefore make no representations regarding the adequacy of disclosures or whether any material facts have been omitted from the Transaction documents.
It should be understood that we make no representations as to:
• | The interpretation of Transaction documents (including, but not limited to, indenture agreements or offering documents) included in connection with our procedures; |
• | Your compliance with Rule 15Ga-2 of the Securities Exchange Act of 1934; and |
• | The reasonableness of any of the assumptions provided by the Company. |
These procedures should not be taken to supplant any additional inquiries or procedures that the Specified Parties would undertake in consideration of the Transaction.
For the purposes of this report:
• | The phrase “Cut-off Date” refers to the date of May 30, 2019. |
• | The phrase “LIBOR Assumption” refers to the rate of 2.5000% |
• | The following Microsoft Excel (“Excel”) file, which was provided to us by the Company, and includes certain attributes related to the Underlying Collateral as of the Cut-off Date, shall be herein referred to as the “Final Data File”: |
° | KNDL 2019-KNSQ Accounting Tape.xlsx |
• | The fields in the Final Data File shall be herein referred to as “Specified Attributes”. |
• | The phrase “Source Document” refers to the documents provided to us by the Company related to the information contained in the Final Data File. |
• | The phrase “Loan File” refers to any Source Document or collection of Source Documents provided to us by the Company, and used by us in performing the procedures enumerated below. |
• | The phrase “compared and agreed,” as used hereinafter, refers to the comparison of one or more Specified Attributes to Source Documents for which the Specified Attributes and the Source Documents have been found to be in agreement, unless otherwise indicated. |
• | The phrase “recalculation,” as used hereinafter, refers to a recomputation using the Specified Attributes included in the Final Data File. |
• | Capitalized terms used, but not defined herein, shall have the meanings ascribed to them in the Final Data File and related Source Documents. |
Source Documents included in the Loan File:
• | The phrase “Appraisal Report” refers to a signed appraisal document. |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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• | The phrase “Settlement Statement” refers to the signed borrower and lender mortgage loan settlement statements indicating the sources and uses of dispersed funds. |
• | The phrase “Environmental Report” refers to a signed environmental report. |
• | The phrase “Engineering Report” refers to a signed engineering report. |
• | The phrase “Guaranty Agreement” refers to the signed guaranty agreement, and/or any riders thereof. |
• | The “Ground Lease Agreement” refers to the ground lease estoppel and/or any lease agreements thereof. |
• | The phrase “Interest Rate Cap Agreement” refers to the signed interest rate cap agreement, or the equivalent, and/or any assumptions or riders thereof. |
• | The phrase “Loan Agreement” refers to the signed loan agreement, or the equivalent, and/or any assumptions or riders thereof. |
• | The phrase “Mezzanine Loan Agreement” refers to the signed mezzanine loan agreement, or the equivalent, and/or any assumptions or riders thereof. |
• | The phrase “Non-Consolidation Agreement” refers to the signed non-consolidation opinion. |
• | The phrase “Promissory Note” refers to the signed promissory note, or the equivalent, and/or any assumptions or riders thereof. |
• | The phrase “Title Policy” refers to the signed title policy. |
• | The phrase “Fee Schedule” refers to the administrative fee schedule, as provided by the Company. |
• | The phrase “Underwriting File” refers to the historical and pro-forma cash flow statements, which includes property information and unit mixes (“Unit Mix”), prepared by the Company’s underwriting team. |
Our procedures and results thereof are as follows:
From April 16, 2019 through May 1, 2019, the Company provided us with the Source Documents related to the Underlying Collateral for which we (i) compared and agreed certain Specified Attributes set forth in the Final Data File to the corresponding Source Documents (the “Compared Attributes”) or (ii) recalculated and agreed certain Specified Attributes set forth in the Final Data File, and found them to be in agreement (the “Recalculated Attributes”). The procedures associated with the Compared Attributes were applied as indicated in Exhibit A. The procedures associated with the Recalculated Attributes were applied as indicated in Exhibit B. For each procedure where a calculation was performed, the underlying attributes utilized within the calculation were agreed to the corresponding Source Documents. For the purpose of our procedures, any differences within the defined tolerance level (if any) listed in Exhibit A or B are considered to be in agreement. We did not perform any procedures with respect to the Specified Attribute(s) relating to the Underlying Collateral as set forth on the attached Exhibit C.
This agreed-upon procedures engagement was conducted in accordance with attestation standards
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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established by the American Institute of Certified Public Accountants. We were not engaged to, and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the Final Data File. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.
This report is intended solely for the information and use of the Specified Parties (including for purposes of substantiating the Specified Parties’ "due diligence defense" under the Securities Act of 1933), and is not intended to be and should not be used by anyone other than the Specified Parties.
If a party has obtained, or has access to, this report without having executed an agreement with PwC wherein such party accepts responsibility for the sufficiency of the procedures performed (such party is herein referred to as a "Non-Specified Party"), that Non-Specified Party cannot:
i) | Rely upon this report, and any use of this report by that Non-Specified Party is its sole responsibility and at its sole and exclusive risk; and |
ii) | Acquire any rights or claims against PwC, and PwC assumes no duties or obligations to such Non-Specified Party. |
A Non-Specified Party may not disclose or distribute this report or any of the report’s contents to any other party (including but not limited to electronic distribution and/or posting to a website pursuant to Rule 17g-5 of the Securities Exchange Act of 1934).
The procedures enumerated above were performed as of the date of this report, and we disclaim any consideration of any events and circumstances occurring after the date of this report. Further, we have no obligation to update this report because of events occurring, or data or information coming to our attention, subsequent to the date of this report.
New York, NY
May 1, 2019
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates | |
Exhibits |
Exhibit A – Compared Attributes
Exhibit B – Recalculated Attributes
Exhibit C – Specified Attributes Provided by the Company (not subject to procedures)
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Compared Attributes |
Exhibit A |
# | Specified Attribute | Source Document | Tolerance Level |
1 | Primary Type | Appraisal Report | None |
2 | Secondary Type | Appraisal Report | None |
3 | Properties per Loan | Appraisal Report | None |
4 | Address | Appraisal Report | None |
5 | City | Appraisal Report | None |
6 | State | Appraisal Report | None |
7 | Zip Code | Appraisal Report | None |
8 | Year Built | Appraisal Report | None |
9 | Latest Renovation | Appraisal Report | None |
10 | Aggregate "As-is" Appr. Value | Appraisal Report | None |
11 | "As-is" Value Date | Appraisal Report | None |
12 | Appraisal Firm | Appraisal Report | None |
13 | FIRREA | Appraisal Report | None |
14 | Date of Seismic Report | Engineering Report | None |
15 | Seismic Firm | Engineering Report | None |
16 | Located in Seismic Zone (Yes/No) | Engineering Report | None |
17 | PML (%) | Engineering Report | None |
18 | Date of Engineering Report | Engineering Report | None |
19 | Engineering Firm | Engineering Report | None |
20 | Date of Phase I Report | Environmental Report | None |
21 | Environmental Firm | Environmental Report | None |
22 | Material Recognized Environmental Concern (Y/N) | Environmental Report | None |
23 | Phase II Recommended (Yes/No) | Environmental Report | None |
24 | Date of Phase II Report | Environmental Report | None |
25 | Market | Appraisal Report | None |
26 | Submarket | Appraisal Report | None |
27 | Office/Lab Collateral SF | Appraisal Report | None |
28 | Primary Unit of Measure | Underwriting File | None |
29 | Occupancy | Underwriting File | None |
30 | Occupancy Date | Underwriting File | None |
31 | Largest Tenant | Underwriting File | None |
32 | Largest Tenant Leased SF | Underwriting File | None |
33 | Largest Tenant Lease Expiration | Underwriting File | None |
34 | 2nd Largest Tenant | Underwriting File | None |
35 | 2nd Largest Tenant Leased SF | Underwriting File | None |
36 | 2nd Largest Tenant Lease Expiration | Underwriting File | None |
37 | 3rd Largest Tenant | Underwriting File | None |
38 | 3rd Largest Tenant Leased SF | Underwriting File | None |
39 | 3rd Largest Tenant Lease Expiration | Underwriting File | None |
40 | Single Tenant | Underwriting File | None |
41 | Total Debt Original Balance | Loan Agreement | None |
42 | 1st Mortgage Original Balance | Loan Agreement | None |
43 | Mezzanine A Original Balance | Loan Agreement | None |
44 | Mezzanine B Original Balance | Loan Agreement | None |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Compared Attributes |
Exhibit A |
# | Specified Attribute | Source Document | Tolerance Level |
45 | Total Debt Current Balance | Loan Agreement | None |
46 | 1st Mortgage Current Balance | Loan Agreement | None |
47 | Mezzanine A Current Balance | Loan Agreement | None |
48 | Mezzanine B Current Balance | Loan Agreement | None |
49 | Total Debt Balloon Balance | Loan Agreement | None |
50 | 1st Mortgage Balloon Balance | Loan Agreement | None |
51 | Mezzanine A Balloon Balance | Loan Agreement | None |
52 | Mezzanine B Balloon Balance | Loan Agreement | None |
53 | LIBOR Setting | Loan Agreement | None |
54 | LIBOR Reset Frequency | Loan Agreement | None |
55 | LIBOR Rounding | Loan Agreement | None |
56 | 1st Mortgage LIBOR Floor | Loan Agreement | None |
57 | Mezzanine A Floor | Loan Agreement | None |
58 | Mezzanine B Floor | Loan Agreement | None |
59 | Effective LIBOR 1st Mortgage | Loan Agreement | None |
60 | Effective LIBOR Mezzanine | Loan Agreement | None |
61 | Mezzanine A Margin | Loan Agreement | None |
62 | Mezzanine B Margin | Loan Agreement | None |
63 | 1st Mortgage Margin | Loan Agreement | None |
64 | Debt Service Check | Loan Agreement | None |
65 | LIBOR Cap | Interest Rate Cap Agreement | None |
66 | LIBOR Cap Expiration | Interest Rate Cap Agreement | None |
67 | LIBOR Cap Provider | Interest Rate Cap Agreement | None |
68 | LIBOR Cap Guarantor Ratings (S/M/F) | Interest Rate Cap Agreement | None |
69 | Note Date | Promissory Note | None |
70 | Borr. Legal Name | Loan Agreement | None |
71 | Recourse Carve Out Guarantees (Yes/No) | Loan Agreement | None |
72 | Recourse Guarantee Warm Body (Yes/No) | Loan Agreement | None |
73 | Recourse Guarantor Name | Loan Agreement | None |
74 | Loan Purpose | Settlement Statement | None |
75 | Payment Day | Loan Agreement | None |
76 | Interest Accrual Begin | Loan Agreement | None |
77 | Interest Accrual End | Loan Agreement | None |
78 | Rate Type | Loan Agreement | None |
79 | Loan Type | Loan Agreement | None |
80 | 1st Amortization Date | Loan Agreement | None |
81 | Mezz Amort | Loan Agreement | None |
82 | IO Period | Loan Agreement | None |
83 | 1st. IO Date | Loan Agreement | None |
84 | First Pmt Date | Loan Agreement | None |
85 | Maturity Date | Loan Agreement | None |
86 | Original Term | Loan Agreement | None |
87 | Seasoning | Loan Agreement | None |
88 | Remaining Term | Loan Agreement | None |
89 | Exit Fee | Loan Agreement | None |
90 | Extension Option | Loan Agreement | None |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Compared Attributes |
Exhibit A |
# | Specified Attribute | Source Document | Tolerance Level |
91 | Spread Step | Loan Agreement | None |
92 | Fully Extended Maturity | Loan Agreement | None |
93 | Aggregate Extension Options | Loan Agreement | None |
94 | Original Term Extended | Loan Agreement | None |
95 | Remaining Term Extended | Loan Agreement | None |
96 | Prepay Description | Loan Agreement | None |
97 | Partial Prepay Permitted (Provisions) | Loan Agreement | None |
98 | Lockout Period | Loan Agreement | None |
99 | Penalty Period | Loan Agreement | None |
100 | Open Period | Loan Agreement | None |
101 | Lockout Exp Date | Loan Agreement | None |
102 | Prepay Penalty Start Date | Loan Agreement | None |
103 | Prepay Penalty End Date | Loan Agreement | None |
104 | Grace Days Default | Loan Agreement | None |
105 | Grace Days Late Fee | Loan Agreement | None |
106 | Default Rate | Loan Agreement | None |
107 | Late Fee | Loan Agreement | None |
108 | SPE | Loan Agreement | None |
109 | Non Consol | Non-Consolidation Agreement | None |
110 | Ind. Director | Loan Agreement | None |
111 | Partial Release Permitted | Loan Agreement | None |
112 | Partial Release Description | Loan Agreement | None |
113 | Lien Position | Title Policy | None |
114 | Fee Simple / Leasehold | Title Policy | None |
115 | Ground Lease | Ground Lease Agreement | None |
116 | Fully Extended Ground Lease Exp. | Ground Lease Agreement | None |
117 | LockBox Type | Loan Agreement | None |
118 | Cash Management | Loan Agreement | None |
119 | Excess Cash Trap Trigger | Loan Agreement | None |
120 | Initial Tax Reserve | Loan Agreement | None |
121 | Initial Insurance Reserve | Loan Agreement | None |
122 | Initial Replacement Reserve | Loan Agreement | None |
123 | Initial TI/LC Reserve | Loan Agreement | None |
124 | Initial Deferred Maintenance Reserve | Loan Agreement | None |
125 | Initial Environmental Reserve | Loan Agreement | None |
126 | Initial Debt Service Reserve | Loan Agreement | None |
127 | Initial Other Reserve | Loan Agreement | None |
128 | Initial Other Reserve Description | Loan Agreement | None |
129 | Ongoing Tax Escrow | Loan Agreement | None |
130 | Ongoing Insurance Escrow | Loan Agreement | None |
131 | Ongoing Required Replacement Reserves | Loan Agreement | None |
132 | Ongoing Required TI/LC | Loan Agreement | None |
133 | Ongoing Other Reserve | Loan Agreement | None |
134 | Ongoing Other Reserve Description | Loan Agreement | None |
135 | UW EGI | Underwriting File | $1.00 |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Compared Attributes |
Exhibit A |
# | Specified Attribute | Source Document | Tolerance Level |
136 | UW Expenses | Underwriting File | $1.00 |
137 | UW NOI | Underwriting File | $1.00 |
138 | UW Replacement Reserves | Underwriting File | $1.00 |
139 | UW TILC | Underwriting File | $1.00 |
140 | UW NCF | Underwriting File | $1.00 |
141 | Most Recent Financial Statement Date | Underwriting File | None |
142 | Most Recent NCF | Underwriting File | $1.00 |
143 | 2nd Most Recent Financial Statement Date | Underwriting File | None |
144 | 2nd Most Recent NCF | Underwriting File | $1.00 |
145 | 3rd Most Recent Financial Statement Date | Underwriting File | None |
146 | 3rd Most Recent NCF | Underwriting File | $1.00 |
147 | 4th Most Recent Financial Statement Date | Underwriting File | None |
148 | 4th Most Recent NCF | Underwriting File | $1.00 |
149 | Master & Primary Fee Rate | Fee Schedule | None |
150 | Cert Admin / Trustee Fee Rate | Fee Schedule | None |
151 | Operating Advisor Fee | Fee Schedule | None |
152 | EU RR Reporting Admin Fee | Fee Schedule | None |
153 | CREFC Fee | Fee Schedule | None |
154 | Admin Fee Rate | Fee Schedule | None |
155 | Directs Investment (Borrower or Lender) | Loan Agreement | None |
156 | RE Tax | Settlement Statement | None |
157 | Insurance | Settlement Statement | None |
158 | Replacement Reserves | Settlement Statement | None |
159 | TI/LC | Settlement Statement | None |
160 | Immediate Repairs | Settlement Statement | None |
161 | Other Escrows | Settlement Statement | None |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Recalculated Attributes |
Exhibit B |
# | Specified Attribute | Logic or Formula | Tolerance Level |
1 | Appraised Value / Unit | A recalculation based on the Final Data File in which the Aggregate "As-is" Appr. Value was divided by the Office/Lab Collateral SF. | None |
2 | Largest Tenant % of NSF | A recalculation based on the Final Data File in which the Largest Tenant Leased SF was divided by the Office/Lab Collateral SF. For the purposes of the 350 East Kendall Property, the Largest Tenant Leased SF was divided by 344 (which represents the retail SF). | None |
3 | 2nd Largest Tenant % of NSF | A recalculation based on the Final Data File in which the 2nd Largest Tenant Leased SF was divided by the Office/Lab Collateral SF. For the purposes of the 350 East Kendall Property, the 2nd Largest Tenant Leased SF was divided by 344 (which represents the retail SF). | None |
4 | 3rd Largest Tenant % of NSF | A recalculation based on the Final Data File in which the 3rd Largest Tenant Leased SF was divided by the Office/Lab Collateral SF. | None |
5 | 1st Mortgage Current Balance / Unit | A recalculation based on the Final Data File in which the 1st Mortgage Current Balance is divided by the Office/Lab Collateral SF. | None |
6 | Mezzanine A Current Balance / Unit | A recalculation based on the Final Data File in which the Mezzanine A Current Balance is divided by the Office/Lab Collateral SF. | None |
7 | Mezzanine B Current Balance / Unit | A recalculation based on the Final Data File in which the Mezzanine B Current Balance is divided by the Office/Lab Collateral SF. | None |
8 | Total Debt Current Balance / Unit | A recalculation based on the Final Data File in which the Total Debt Current Balance is divided by the Office/Lab Collateral SF. | None |
9 | 1st Mortgage "As Is" Current LTV | A recalculation based on the Final Data File in which the 1st Mortgage Current Balance is divided by the Aggregate "As-is" Appr. Value. | None |
10 | Total Debt "As Is" Current LTV | A recalculation based on the Final Data File in which the Total Debt Current Balance is divided by the Aggregate "As-is" Appr. Value. | None |
11 | 1st Mortgage "As Is" Maturity LTV | A recalculation based on the Final Data File in which the 1st Mortgage Current Balance is divided by the Aggregate "As-is" Appr. Value. | None |
12 | Total Debt "As Is" Maturity LTV | A recalculation based on the Final Data File in which the Total Debt Balloon Balance is divided by the Aggregate "As-is" Appr. Value. | None |
13 | Total Debt Margin | A weighted average recalculation of the Mezzanine A Margin, Mezzanine B Margin, and 1st Mortgage Margin. | None |
14 | Total Debt Coupon | A recalculation based on the Final Data File in which the Total Debt Margin is added to the Effective LIBOR 1st Mortgage. | None |
15 | 1st Mortgage Coupon | A recalculation based on the Final Data File in which the 1st Mortgage Margin is added to the Effective LIBOR 1st Mortgage. | None |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Recalculated Attributes |
Exhibit B |
# | Specified Attribute | Logic or Formula | Tolerance Level |
16 | Mezzanine A Coupon | A recalculation based on the Final Data File in which the Effective LIBOR Mezzanine is added to the Mezzanine A Margin. | None |
17 | Mezzanine B Coupon | A recalculation based on the Final Data File in which the Effective LIBOR Mezzanine is added to the Mezzanine B Margin. | None |
18 | 1st Mortgage Debt Service at LIBOR | A recalculation based on the Final Data File in which the 1st Mortgage Original Balance is multiplied by the 1st Mortgage Coupon and Day Count. | None |
19 | Mezzanine A Debt Service at LIBOR | A recalculation based on the Final Data File in which the Mezzanine A Original Balance is multiplied by the Mezzanine A Coupon and Day Count. | None |
20 | Mezzanine B Debt Service at LIBOR | A recalculation based on the Final Data File in which the Mezzanine B Original Balance is multiplied by the Mezzanine B Coupon and Day Count. | None |
21 | Total Debt, Debt Service at LIBOR | A recalculation based on the Final Data File in which the 1st Mortgage Debt Service at LIBOR, Mezzanine A Debt Service at LIBOR, are added to the Mezzanine B Debt Service at LIBOR. | None |
22 | Total Debt Cap Coupon | A recalculation based on the Final Data File in which the sum of the Total Debt Margin and LIBOR Cap. | None |
23 | 1st Mortgage Cap Coupon | A recalculation based on the Final Data File in which the 1st Mortgage Margin is added to the LIBOR Cap. | None |
24 | Mezzanine A Cap Coupon | A recalculation based on the Final Data File in which the Mezzanine A Margin is added to the LIBOR Cap. | None |
25 | Mezzanine B Cap Coupon | A recalculation based on the Final Data File in which the Mezzanine B Margin is added to the LIBOR Cap. | None |
26 | 1st Mortgage Debt Service at Cap | A recalculation based on the Final Data File in which the 1st Mortgage Original Balance is multiplied by the 1st Mortgage Cap Coupon and Day Count. | None |
27 | Total Debt, Debt Service at Cap | A recalculation based on the Final Data File in which the summation is taken of the 1st Mortgage Debt Service at Cap, Mezzanine A Debt Service at Cap, and Mezzanine B Debt Service at Cap. | None |
28 | Mezzanine A Debt Service at Cap | A recalculation based on the Final Data File in which the Mezzanine A Original Balance is multiplied by the Mezzanine A Cap Coupon and Day Count. | None |
29 | Mezzanine B Debt Service at Cap | A recalculation based on the Final Data File in which the Mezzanine B Original Balance is multiplied by the Mezzanine B Cap Coupon and Day Count. | None |
30 | Total Debt UW NCF DSCR at LIBOR | A recalculation based on the Final Data File in which the UW NCF is divided by the Total Debt, Debt Service at LIBOR. | None |
31 | Total Debt UW NOI DSCR at LIBOR | A recalculation based on the Final Data File in which the UW NOI is divided by the Total Debt, Debt Service at LIBOR. | None |
32 | Total Debt UW NCF DSCR at Cap | A recalculation based on the Final Data File in which the UW NCF is divided by the Total Debt, Debt Service at Cap. | None |
33 | Total Debt UW NOI DSCR at Cap | A recalculation based on the Final Data File in which the UW NOI is divided by the Total Debt, Debt Service at Cap. | None |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Recalculated Attributes |
Exhibit B |
# | Specified Attribute | Logic or Formula | Tolerance Level |
34 | 1st Mortgage UW NCF DSCR at LIBOR | A recalculation based on the Final Data File in which the UW NCF is divided by the 1st Mortgage Debt Service at LIBOR. | None |
35 | 1st Mortgage UW NOI DSCR at LIBOR | A recalculation based on the Final Data File in which the UW NOI is divided by the 1st Mortgage Debt Service at LIBOR. | None |
36 | 1st Mortgage UW NCF DSCR at Cap | A recalculation based on the Final Data File in which the UW NCF is divided by the 1st Mortgage Debt Service at Cap. | None |
37 | 1st Mortgage UW NOI DSCR at Cap | A recalculation based on the Final Data File in which the UW NOI is divided by the 1st Mortgage Debt Service at Cap. | None |
38 | Total Debt UW NOI Debt Yield | A recalculation based on the Final Data File in which the UW NOI is divided by the Total Debt Original Balance. | None |
39 | Total Debt UW NCF Debt Yield | A recalculation based on the Final Data File in which the UW NCF is divided by the Total Debt Original Balance. | None |
40 | 1st Mortgage UW NOI Debt Yield | A recalculation based on the Final Data File in which the UW NOI is divided by the 1st Mortgage Original Balance. | None |
41 | 1st Mortgage UW NCF Debt Yield | A recalculation based on the Final Data File in which the UW NCF is divided by the 1st Mortgage Original Balance. | None |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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KNDL 2019-KNSQ Mortgage Trust, Commercial Mortgage Pass-Through Certificates Specified Attributes Provided by the Company (not subject to procedures) |
Exhibit C |
Below is a list of the additional Specified Attributes provided to us by the Company. These Specified Attributes were not compared to Source Documents, or recalculated, as part of our procedures enumerated in Exhibits A and B.
# | Specified Attribute |
1 | ID |
2 | Loan Flag |
3 | Prop Flag |
4 | Loan Name |
5 | Property Name |
6 | Originator |
7 | Loan Seller |
8 | Cut-off Date |
9 | LIBOR Assumption |
PricewaterhouseCoopers LLP, 300 Madison Avenue New York NY 10017 T: (646) 471-3000, F: 813-286-6000 www.pwc.com/us |
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