| FREE WRITING PROSPECTUS | ||
| FILED PURSUANT TO RULE 433 | ||
| REGISTRATION FILE NO.: 333-227784-05 | ||
| From: | [REDACTED] (UBS SECURITIES LLC) |
| Sent: | Wednesday, December 11, 2019 2:13 PM |
| Subject: | UBSCM 2019-C18 **PRICING DETAILS** PUBLIC |
| NEW ISSUE FIXED RATE CMBS: | $657.127mm UBS Commercial Mortgage Trust 2019-C18 |
| CO-LEAD MANAGERS AND | |
| JOINT BOOKRUNNERS: | UBS SECURITIES LLC, WELLS FARGO SECURITIES, LLC, |
| SG AMERICAS SECURITIES, LLC, & CANTOR FITZGERALD & CO | |
| CO-MANAGERS: | NATIXIS SECURITIES AMERICAS LLC, ACADEMY SECURITIES, INC., |
| BANCROFT CAPITAL, LLC, BREAN CAPITAL, LLC, DREXEL HAMILTON, LLC |
| CLASS | FITCH/KBRA/MOODY'S | SIZE($MM) | WAL(YRS) | SPREAD | YLD% | CPN% | $PRICE |
| A-1 | AAAsf/AAA(sf)/Aaa(sf) | $27.865 | 2.81 | S+45 | 2.0761 | 2.0973 | 100.0000 |
| A-2 | AAAsf/AAA(sf)/Aaa(sf) | $66.250 | 4.88 | S+70 | 2.3301 | 2.9943 | 102.9997 |
| A-SB | AAAsf/AAA(sf)/Aaa(sf) | $34.130 | 7.21 | S+86 | 2.5265 | 2.9872 | 102.9998 |
| A-3 | AAAsf/AAA(sf)/Aaa(sf) | $150.000 | 9.73 | S+94 | 2.6670 | 2.7816 | 102.9997 |
| A-4 | AAAsf/AAA(sf)/Aaa(sf) | $220.351 | 9.96 | S+96 | 2.6933 | 3.0352 | 102.9989 |
| A-S | AAAsf/AAA(sf)/Aa2(sf) | $69.447 | 9.99 | S+130 | 3.0340 | 3.3784 | 102.9987 |
| B | AA-sf/AA(sf)/NR | $32.052 | 9.99 | S+160 | 3.3340 | 3.6811 | 102.9993 |
| C | A-sf/A(sf)/NR | $29.381 | 9.99 | S+215 | 3.8840 | 4.0795 | 100.9387 |
| POOL BALANCE: | $743,567,549 |
| NUMBER OF LOANS/PROPERTIES: | 55/127 |
| WA MORTGAGE RATE: | 3.97% |
| WA UW NCF DSCR: | 2.33x |
| WA CUT-OFF LTV: | 59.5% |
| WA UW NOI DEBT YLD: | 11.4% |
| WA ORIG TERM TO | |
| MATURITY OR ARD: | 114 |
| WA REM AMORTIZING TERM: | 341 |
| LOAN SELLERS: | UBS(45.1%), WFB(14.8%), RREF(13.1%), CCRE(12.9%) NXS(8.4%), SG(5.7%) |
| TOP 5 STATES: | NY(17.1%), CA(15.0%), MO(7.6%), PA(6.5%), GA(5.2%) |
| TOP 5 PROPERTY TYPES: | OF(25.0%), MF(20.7%), HT(20.3%), RT(11.7%), IN(9.2%) |
| AMORTIZATION TYPE: | Interest Only through Maturity Date or ARD (48.6%), Amortization through Maturity Date (28.7%), Interest Only followed by Amortization through Maturity Date (22.8%) |
| MASTER SERVICER: | Wells Fargo Bank, National Association |
| SPECIAL SERVICER: | Rialto Capital Advisors, LLC |
| TRUSTEE: | Wilmington Trust, National Association |
| CERT ADMIN: | Wells Fargo Bank, National Association |
| RISK RETENTION: | RREF, the retaining sponsor, intends to satisfy the U.S. credit risk retention requirement through the purchase by one or more "majority-owned affiliate" (as defined in the credit risk retention rules), from the underwriters and initial purchasers, on the Closing Date, of (i) an "eligible horizontal residual interest" comprised of the Class NR-RR certificates that are not part of the VRR Interest and (ii) and "eligible vertical interest" comprised of a certain percentage of the certificate balance, notional amount, or percentage interest in each class of certificates (other than the Class R certificates)(the "VRR Interest"). |
| EXPECTED SETTLEMENT: | On or about December 20, 2019 |
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The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (‘‘SEC’’)
(SEC File No. 333-227784) for the offering to which this communication relates. Before you invest, you should read the prospectus
in the registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer,
the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.
Alternatively, the issuer, any underwriter, or any dealer participating in the offering will arrange to send you the prospectus
after filing if you request it by calling toll free 1-877-713-1030 (8 a.m. – 5 p.m. EST).
The offered certificates may not be suitable for all investors. Investors are
urged to read the preliminary prospectus related to the offered certificates
prior to making an investment decision and, following availability thereof, the prospectus, relating to the offered certificates
because they contain important information regarding the offering that is not included herein.
The offered certificates referred to in these materials and the asset pool
backing them are subject to modification or revision (including the possibility that one or more classes of certificates may be
split, combined or eliminated at any time prior to issuance or availability of a final prospectus) and are offered on a “when,
as and if issued” basis. You understand that, after you indicate an interest in purchasing any class of offered certificates,
a contract of sale will come into being no sooner than the date on which the relevant class has been priced and we have confirmed
the allocation of certificates to be made to you.
Any “indications of interest” expressed by you, and any “soft circles” generated by the underwriters will
not create binding contractual obligations
for you, on the one hand, or the underwriters, the issuer or any of their
respective affiliates, on the other hand.
The information contained in these materials may be based on assumptions
regarding market conditions and other matters as reflected herein, however,
there is no guaranty that any such assumptions will coincide with actual market conditions or events.
The underwriters and their respective affiliates, officers, directors, partners and employees, including persons involved in the
preparation or issuance of these materials, may, from time to time, have long or short positions in, and buy and sell, the offered
certificates mentioned herein or derivatives thereof (including options). UBS Securities LLC and the other underwriters or any
of their respective affiliates may have an investment or commercial banking relationship with the issuer.
Information in these materials is current as of the date appearing on the
material only. This free writing prospectus is not required to contain all
information that is required to be included in the prospectus. The information in this free writing prospectus is preliminary
and subject to change prior to the time of sale. Information in these materials regarding any offered certificates discussed herein
supersedes all prior information regarding such offered certificates. These materials are not to be construed as an offer to sell
or the solicitation of any offer to buy any offered certificate in any jurisdiction where such an offer or solicitation would
be illegal. You should consult your own counsel, accountant and other advisors as to the legal, tax, business, financial and related
aspects of a purchase of these securities.
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