Unassociated Document

FWP 1 n364_fwpx1.htm FREE WRITING PROSPECTUS Unassociated Document

		FREE WRITING PROSPECTUS
		FILED PURSUANT TO RULE 433
		REGISTRATION FILE NO.: 333-195164-01

Free Writing Prospectus

Preliminary Collateral Term Sheet

$[1,487,599,794]

(Approximate Aggregate Cut-off Date Balance of Mortgage Pool)

WFRBS Commercial Mortgage Trust 2014-C22

as Issuing Entity

Wells Fargo Commercial Mortgage Securities, Inc.

as Depositor

Wells Fargo Bank, National Association

The Royal Bank of Scotland

Rialto Mortgage Finance LLC

Liberty Island Group I LLC

NCB, FSB

C-III Commercial Mortgage LLC

Basis Real Estate Capital II, LLC

Walker & Dunlop Commercial Property Funding I WF, LLC

as Sponsors and Mortgage Loan Sellers

Commercial Mortgage Pass-Through Certificates

Series 2014-C22

August 25, 2014

WELLS FARGO SECURITIES		RBS
Co-Lead Manager and Co-Bookrunner		Co-Lead Manager and Co-Bookrunner
Deutsche Bank Securities Co-Manager

STATEMENT REGARDING THIS FREE WRITING PROSPECTUS

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (‘‘SEC’’) (SEC File No. 333-195164) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, 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 depositor, 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 1-800-745-2063 (8 a.m. – 5 p.m. EST) or by emailing wfs.cmbs@wellsfargo.com.

Nothing in this document constitutes an offer of securities for sale in any other jurisdiction where the offer or sale is not permitted. The information contained herein is preliminary as of the date hereof, supersedes any such information previously delivered to you and will be superseded by any such information subsequently delivered and ultimately by the final prospectus relating to the securities. These materials are subject to change, completion, supplement or amendment from time to time.

STATEMENT REGARDING CERTAIN ESTIMATES AND OTHER INFORMATION

This free writing prospectus contains certain forward-looking statements. If and when included in this free writing prospectus, the words “expects”, “intends”, “anticipates”, “estimates” and analogous expressions and all statements that are not historical facts, including statements about our beliefs or expectations, are intended to identify forward-looking statements. Any forward-looking statements are made subject to risks and uncertainties which could cause actual results to differ materially from those stated. Those risks and uncertainties include, among other things, declines in general economic and business conditions, increased competition, changes in demographics, changes in political and social conditions, regulatory initiatives and changes in customer preferences, many of which are beyond our control and the control of any other person or entity related to this offering. The forward-looking statements made in this free writing prospectus are made as of the date stated on the cover. We have no obligation to update or revise any forward-looking statement.

Wells Fargo Securities is the trade name for the capital markets and investment banking services of Wells Fargo & Company and its subsidiaries, including but not limited to Wells Fargo Securities, LLC, a member of NYSE, FINRA, NFA and SIPC, Wells Fargo Institutional Securities, LLC, a member of FINRA and SIPC, Wells Fargo Prime Services, LLC, a member of FINRA, NFA and SIPC, and Wells Fargo Bank, N.A. Wells Fargo Securities, LLC carries and provides clearing services for Wells Fargo Institutional Securities, LLC customer accounts. Wells Fargo Securities, LLC, Wells Fargo Institutional Securities, LLC, and Wells Fargo Prime Services, LLC are distinct entities from affiliated banks and thrifts.

RBS is a trade name for the investment banking business of RBS Securities Inc. (“RBSSI”). Securities, syndicated loan arranging, financial advisory and other investment banking activities are performed by RBSSI and their securities affiliates. Lending, derivatives and other commercial banking activities are performed by The Royal Bank of Scotland plc and their banking affiliates. RBSSI is a member of SIPC, FINRA and the NYSE.

IMPORTANT NOTICE REGARDING THE OFFERED CERTIFICATES

The certificates to be backed in part by the assets described herein, and such assets, are subject to modification, revision and other changes any time prior to issuance or availability of a final prospectus, such certificates are offered on a “when, as and if issued” basis. Prospective investors should understand that, when considering the purchase of such certificates, a contract of sale will come into being no sooner than the date on which the relevant class of certificates has been priced and the underwriters have confirmed the allocation of certificates to be made to investors; any “indications of interest” expressed by any prospective investor, and any “soft circles” generated by the underwriters, will not create binding contractual obligations for such prospective investors, on the one hand, or the underwriters, the depositor or any of their respective agents or affiliates, on the other hand.

As a result of the foregoing, a prospective investor may commit to purchase certificates that have characteristics (including with respect to the underlying assets) that may change, and each prospective investor is advised that all or a portion of the certificates referred to in these materials may be issued without all or certain of the characteristics (including with respect to the underlying assets) described in these materials. The underwriters’ obligation to sell certificates to any prospective investor is conditioned on the certificates and the transaction having the characteristics described in these materials. If the underwriters determine that a condition is not satisfied in any material respect, such prospective investor will be notified, and neither the depositor nor the underwriters will have any obligation to such prospective investor to deliver any portion of the certificates which such prospective investor has committed to purchase, and there will be no liability between the underwriters, the depositor or any of their respective agents or affiliates, on the one hand, and such prospective investor, on the other hand, as a consequence of the non-delivery.

Each prospective investor has requested that the underwriters provide to such prospective investor information in connection with such prospective investor’s consideration of the purchase of the certificates to be backed in part by the assets described in these materials. These materials are being provided to each prospective investor for informative purposes only in response to such prospective investor’s specific request. The underwriters described in these materials may from time to time perform investment banking services for, or solicit investment banking business from, any company named in these materials. The underwriters and/or their affiliates or respective employees may from time to time have a long or short position in any security or contract discussed in these materials.

The information contained herein supersedes any previous such information delivered to any prospective investor and will be superseded by information delivered to such prospective investor prior to the time of sale.

IMPORTANT NOTICE RELATING TO AUTOMATICALLY-GENERATED EMAIL DISCLAIMERS

Any legends, disclaimers or other notices that may appear at the bottom of any email communication to which this free writing prospectus is attached relating to (1) these materials not constituting an offer (or a solicitation of an offer), (2) no representation that these materials are accurate or complete and may not be updated or (3) these materials possibly being confidential, are not applicable to these materials and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of these materials having been sent via Bloomberg or another system.

THE INFORMATION IN THIS FREE WRITING PROSPECTUS IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS FREE WRITING PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

No. 1 Bank of America Plaza

Loan Information					Property Information
Mortgage Loan Seller:		Wells Fargo Bank, National Association			Single Asset/Portfolio:	Single Asset
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Office
Original Principal Balance(1):		$150,000,000			Specific Property Type:	CBD
Cut-off Date Principal Balance(1):		$150,000,000			Location:	Los Angeles, CA
% of Initial Pool Balance:		[ ]%			Size:	1,432,285 SF
Loan Purpose:		Refinance			Cut-off Date Principal Balance Per SF(1):	$279.27
Borrower Names:		333 South Hope Co. LLC; 333 South Hope Plant LLC			Year Built/Renovated:	1974/2009
Sponsor:		Brookfield Office Properties Inc.			Title Vesting:	Fee
Mortgage Rate:		4.050%			Property Manager:	Self-managed
Note Date:		August 7, 2014			3rd Most Recent Occupancy (As of):	95.0% (12/31/2011)
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of):	93.0% (12/31/2012)
Maturity Date:		September 1, 2024			Most Recent Occupancy (As of):	92.0% (12/31/2013)
IO Period:		120 months			Current Occupancy (As of):	89.5% (8/19/2014)
Loan Term (Original):		120 months
Seasoning:		0 months			Underwriting and Financial Information:
Amortization Term (Original):		None
Loan Amortization Type:		Interest-only, Balloon			3rd Most Recent NOI (As of):	$29,607,501 (12/30/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$28,864,479 (12/30/2013)
Call Protection:		L(24),D(89),O(7)			Most Recent NOI (As of)(4):	$33,167,204 (TTM 6/30/2014)
Lockbox Type:		Hard/Springing Cash Management
Additional Debt(1)(2):		Yes
Additional Debt Type(1)(2):		Pari Passu and Future Mezzanine			U/W Revenues:	$63,011,458
					U/W Expenses:	$25,626,454
					U/W NOI(4):	$37,385,004
Escrows and Reserves(3):					U/W NCF:	$34,233,977
					U/W NOI DSCR(1):	2.28x
Type:	Initial		Monthly	Cap (If Any)	U/W NCF DSCR(1):	2.08x
Taxes	$4,151,842		$518,981	NAP	U/W NOI Debt Yield(1):	9.3%
Insurance	$0		Springing	NAP	U/W NCF Debt Yield(1):	8.6%
Replacement Reserves	$0		$23,871	NAP	As-Is Appraised Value:	$605,000,000
TI/LC Reserve	$0		Springing	NAP	As-Is Appraisal Valuation Date:	June 24, 2014
Tenants Specific TI/LC Reserve	$2,991,870		$0	NAP	Cut-off Date LTV Ratio(1):	66.1%
Tenants Specific Rent Concession Reserve	$520,213		$0	NAP	LTV Ratio at Maturity or ARD(1):	66.1%

(1)

The Bank of America Plaza Loan Combination, totalling $400,000,000, is comprised of three pari passu notes. The controlling Note A-1 had an original principal balance of $150,000,000, has an outstanding principal balance as of the Cut-off Date of $150,000,000 and will be contributed to the WFRBS 2014 C22 Trust. Notes A-2 and A-3 had a combined original principal balance of $250,000,000 and are expected to be contributed to future trusts. All statistical information related to balances per square foot, loan-to-value ratios, debt service coverage ratios and debt yields are based on the Bank of America Plaza Loan Combination.

(2)	See “Subordinate and Mezzanine Indebtedness” section.

(3)	See “Escrows” section.

(4)	See “Cash Flow Analysis” section.

The Mortgage Loan. The mortgage loan (the “Bank of America Plaza Loan Combination”) is evidenced by three pari passu promissory notes (Notes A-1, A-2 and A-3) secured by a first mortgage encumbering an office building located in Los Angeles, California (the “Bank of America Plaza Property”). The Bank of America Plaza Loan Combination was co-originated on August 7, 2014 by Wells Fargo Bank, National Association and Citigroup Global Markets Realty Corp. The Bank of America Plaza Loan Combination had an original principal balance of $400,000,000, has an outstanding principal balance as of the Cut-off Date of $400,000,000 and accrues interest at an interest rate of 4.050% per annum. The Bank of America Plaza Loan Combination had an initial term of 120 months, has a remaining term of 120 months as of the Cut-off Date and requires interest-only payments through the term of the Bank of America Plaza Loan Combination. The Bank of America Plaza Loan Combination matures on September 1, 2024.

Note A-1, which represents the controlling interest in the Bank of America Plaza Loan Combination, will be contributed to the WFRBS 2014-C22 Trust, had an original principal balance of $150,000,000 and has an outstanding principal balance as of the Cut-off Date of $150,000,000. Notes A-2 and A-3 (the “Bank of America Plaza Companion Loans”), which are expected to be contributed to future trusts, had a combined original principal balance of $250,000,000 and represent the non-controlling interests in the Bank of American Plaza Loan Combination.

BANK OF AMERICA PLAZA

Following the lockout period, the borrowers have the right to defease the Bank of America Plaza Loan Combination in whole, or in part (See “Partial Release” section), on any date before March 1, 2024. In addition, the Bank of America Plaza Loan Combination is prepayable without penalty on or after March 1, 2024.

Sources and Uses

Sources			Uses
Original loan combination amount	$400,000,000	100.0%	Loan payoff(1)	$212,736,296	53.2	%
			Reserves	7,663,925	1.9
			Closing costs	1,457,860	0.4
			Return of equity	178,141,919	44.5
Total Sources	$400,000,000	100.0%	Total Uses	$400,000,000	100.0	%

(1)	The Bank of America Plaza Property was previously securitized in MSCM 2004-HQ4. Loan payoff represents a $168.7 million trust balance and $44.0 million of subordinate debt.

The Property. The Bank of America Plaza Property is a 55-story, class A, LEED Gold certified office building containing 1,432,285 square feet located in Los Angeles, California. Situated on 4.2 acres, the Bank of America Plaza Property was originally constructed in 1974 and the office tower consists of 49 stories, the plaza level and four mechanical floors. Below the office tower is the concourse level which contains a 194-seat auditorium and retail space. The ground floor plaza features gardens, public art and three 24-foot waterfalls. The Bank of America Plaza Property contains nine levels of underground parking totaling 2,242 spaces, resulting in a parking ratio of 1.6 spaces per 1,000 square feet of net rentable area. Other building amenities include twenty-one escalators, a professional copy center, on-site auto repair and car wash, 24-hour building security and a web-based visitor management system. Two of the largest tenants, The Capital Group and Sheppard Mullin (together consisting of approximately 35.6% of the net rentable square footage and 39.8% of Annual U/W Base Rent) both operate their global headquarters from the Bank of America Plaza Property and have been in occupancy for 36 and 40 years, respectively. As of August 19, 2014, the Bank of America Plaza Property was 89.5% occupied by 31 tenants.

The following table presents certain information relating to the tenancy at the Bank of America Plaza Property:

Major Tenants

Tenant Name	Credit Rating (Fitch/ Moody’s/ S&P)(1)	Tenant NRSF	% of NRSF	Annual U/W Base Rent PSF(2)	Annual U/W Base Rent(2)	% of Total Annual U/W Base Rent	Lease Expiration Date

Major Tenants
The Capital Group(3)	NR/NR/NR	323,554	22.6%	$26.00	$8,413,679	25.8%	2/28/2018(4)
Bank of America(5)	A/Baa2/A-	163,512	11.4%	$29.31(6)	$4,793,001(6)	14.7%	6/30/2022(7)
Sheppard Mullin(8)	NR/NR/NR	185,927	13.0%	$24.49	$4,553,151	14.0%	12/31/2024(9)
Kirkland & Ellis	NR/NR/NR	101,756	7.1%	$23.56	$2,397,380	7.4%	12/31/2019
Alston & Bird	NR/NR/NR	81,094	5.7%	$23.50	$1,905,604(10)	5.9%	12/31/2023(11)
Seyfarth & Shaw	NR/NR/NR	55,228	3.9%	$31.63	$1,746,862	5.4%	3/31/2019
Total Major Tenants		911,071	63.6%	$26.13	$23,809,677	73.1%

Non-Major Tenants		371,031	25.9%	$23.56	$8,742,976	26.9%

Occupied Collateral Total		1,282,102	89.5%	$25.39	$32,552,653	100.0%

Vacant Space		150,183	10.5%

Collateral Total		1,432,285	100.0%

(1)	Certain ratings are those of the parent company whether or not the parent guarantees the lease.

(2)	Annual U/W Base Rent PSF and Annual U/W Base Rent include contractual rent increases through August 2015.

(3)	The Capital Group is a private asset management firm founded in 1931 with assets in excess of one trillion dollar.

(4)	The Capital Group has two, five-year renewal options with 19 months’ notice.

(5)	Bank of America is an international financial institution that serves individual customers, corporations and governments with a range of banking, investing, asset management and other financial and risk management products and services.

(6)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for Bank of America represent the tenant’s average rent over their lease term. The tenant’s current in-place rent is $25.78 per square foot.

(7)	Bank of America has a one-time option to reduce its space by either a full or a half floor of either its highest or lowest floor of a contiguous occupied group of floors on June 30, 2019 with 12-months’ notice.

(8)	Sheppard Mullin is a law firm that practices bankruptcy, corporate law, securities law, intellectual property, litigation, real estate, and tax and estate planning.

(9)	Sheppard Mullin may reduce its space by one full floor on December 31, 2019 with 12-months’ notice.

(10)	Alston & Bird has a rent abatement period that expires in June 2015. An escrow was collected at closing for the remaining rent concessions.

(11)	Alston & Bird may terminate 25,618 square feet on June 30, 2018 with 12-months’ notice and a termination fee of $2,410,728.

The following table presents certain information relating to the lease rollover schedule at the Bank of America Plaza Property:

BANK OF AMERICA PLAZA

Lease Expiration Schedule(1)(2)

Year Ending December 31,	No. of Leases Expiring	Expiring NRSF	% of Total NRSF	Cumulative Expiring NRSF	Cumulative % of Total NRSF	Annual U/W Base Rent	% of Annual U/W Base Rent	Annual U/W Base Rent PSF(3)
MTM	7	6,439	0.4%	6,439	0.4%	$117,609	0.4%	$18.27
2014	0	0	0.0%	6,439	0.4%	$0	0.0%	$0.00
2015	0	0	0.0%	6,439	0.4%	$0	0.0%	$0.00
2016	4	17,832	1.2%	24,271	1.7%	$485,307	1.5%	$27.22
2017	6	76,462	5.3%	100,733	7.0%	$1,883,542	5.8%	$24.63
2018	8	437,191	30.5%	537,924	37.6%	$10,724,524	32.9%	$24.53
2019	8	195,576	13.7%	733,500	51.2%	$5,080,457	15.6%	$25.98
2020	2	15,450	1.1%	748,950	52.3%	$468,606	1.4%	$30.33
2021	4	41,478	2.9%	790,428	55.2%	$1,073,697	3.3%	$25.89
2022	4	164,439	11.5%	954,867	66.7%	$4,825,103	14.8%	$29.34
2023	2	80,671	5.6%	1,035,538	72.3%	$1,900,528	5.8%	$23.56
2024	5	246,564	17.2%	1,282,102	89.5%	$5,933,280	18.4%	$24.31
Thereafter	0	0	0.0%	1,282,102	89.5%	$0	0.0%	$0.00
Vacant	0	150,183	10.5%	1,432,285	100.0%	$0	0.0%	$0.00
Total/Weighted Average	50(4)	1,432,285	100.0%			$32,552,653	100.0%	$25.39

(1)	Information obtained from the underwritten rent roll.

(2)	Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule.

(3)	Weighted Average Annual U/W Base Rent PSF excludes vacant space.

(4)	Multiple tenants operate under more than one lease. There are 31 tenants subject to 50 leases.

The following table presents historical occupancy percentages at the Bank of America Plaza Property:

Historical Occupancy

12/31/2009(1)		12/31/2010(1)		12/31/2011(1)		12/31/2012(1)		12/31/2013(1)		8/19/2014(2)
94.0%		94.0%		95.0%		93.0%		92.0%		89.5%

(1)	Information obtained from the borrower.

(2)	Information obtained from the underwritten rent roll.

The following table presents historical base rent per square foot at Bank of America Plaza Property:

Historical Average Base Rent (PSF)(1)

12/31/2011		12/31/2012		12/31/2013		6/30/2014
$21.79		$21.92		$21.38		$21.20

(1)	Information obtained from borrower operating statements. The average base rent is based on the gross potential rent divided by the total square footage and does not take into account vacancies.

BANK OF AMERICA PLAZA

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and the Underwritten Net Cash Flow at the Bank of America Plaza Property:

Cash Flow Analysis

	2011	2012	2013	TTM 6/30/2014	U/W	U/W $ per SF
Base Rent	$31,216,203	$31,394,104	$30,617,785	$30,371,257	$32,552,653(1)		$22.73
Grossed Up Vacant Space	0	0	0	0	3,314,834		2.31
Total Reimbursables	19,248,665	19,957,742	20,928,986	22,426,286	22,516,480		15.72
Parking Income	6,991,844	7,363,885	7,985,629	8,010,994	8,010,994		5.59
Other Income	618,297	242,045	176,754	203,246	203,246		0.14
Less Free Rent	(598,846)	(6,430,584)	(5,945,870)	(2,236,116)	0(2)		0.00
Less Vacancy	0	0	0	0	(3,586,749)(3)		(2.50)
Effective Gross Income	$57,476,163	$52,527,192	$53,763,284	$58,775,667	$63,011,458		$43.99

Total Operating Expenses	$23,203,753	$22,919,691	$24,898,805	$25,608,463	$25,626,454		$17.89

Net Operating Income	$34,272,410	$29,607,501	$28,864,479	$33,167,204	$37,385,004		$26.10

TI/LC	0	0	0	0	2,864,570		2.00
Capital Expenditures	0	0	0	0	286,457		0.20
Net Cash Flow	$34,272,410	$29,607,501	$28,864,479	$33,167,204	$34,233,977		$23.90

NOI DSCR(4)	2.09x	1.80x	1.76x	2.02x	2.28x
NCF DSCR(4)	2.09x	1.80x	1.76x	2.02x	2.08x
NOI DY(4)	8.6%	7.4%	7.2%	8.3%	9.3%
NCF DY(4)	8.6%	7.4%	7.2%	8.3%	8.6%

(1)	The increase in the U/W Base Rent from the TTM 6/30/2014 is attributed to contractual rent increases through August 2015 ($1,567,800) and rent averaging for Bank of America, Wells Fargo and MetLife ($616,845).

(2)	The remaining free rent for Alston & Bird ($472,505) and Analysis Group ($47,708) expires in June 2015 and August 2015, respectively. A free rent escrow was collected at closing for all outstanding concessions.

(3)	The underwritten economic vacancy is 10.0%. The Bank of America Plaza Property was 89.5% physically occupied as of August 19, 2014.

(4)	DSCRs and debt yields are based on the Bank of America Plaza Loan Combination.

Appraisal. As of the appraisal valuation date of June 24, 2014, the Bank of America Plaza Property had an “as-is” appraised value of $605,000,000.

Environmental Matters. According to a Phase I environmental site assessment dated July 7, 2014, a recognized environmental condition (“REC”) exists at the Bank of America Plaza Property. The REC is related to a 4,000 gallon underground storage tank (“UST”) used to store diesel for the back-up power system. The UST system is equipped with a continuous automatic monitoring system, an automatic shutoff device and overfills alarm and a spill and overfill sump. No leaks or spills from the UST have been reported; however, based upon the age (40 years), the onsite UST is considered to be an REC. An environmental consultant estimated that the potential remediation costs associated with the aforementioned REC could range from $30,000 to $100,000.

Market Overview and Competition. The Bank of America Plaza is situated along the entire block bounded by Hope Street and 4th Street to the south and east and 3rd Street and Flower Street to the north and west in the Bunker Hill District within the Los Angeles central business district. Downtown Los Angeles experienced significant investment over the past two decades from public and non-profit institutions and several public/private partnerships that have resulted in new developments including LA Live, Staples Center, an expanded Convention Center, the Cathedral, Disney Concert Hall and the Colburn School that have increased interest in downtown Los Angeles. The Bunker Hill neighborhood encompasses approximately 133 acres and comprises the northern section of the financial district. Marked by higher topography, Bunker Hill is located north of Fifth Street and east of Figueroa Street and the predominant land use consists of high rise office buildings. Other local attractions within Bunker Hill include the Museum of Contemporary Art and the Angel’s Flight Funicular. According to a third party market research report, the Bank of America Plaza Property is located within the Downtown Los Angeles submarket. As of the second quarter of 2014, the submarket had a total inventory of 77 class A office buildings comprising approximately 38.5 million square feet. The class A office submarket reported a vacancy rate of 15.4%, and the appraiser concluded to a market rent ranging between $22.00 per square foot and $25.00 per square foot, triple net for the Bank of America Plaza Property.

BANK OF AMERICA PLAZA

The following table presents certain information relating to comparable properties to the Bank of America Plaza Property:

Competitive Set(1)

Bank of
America
Plaza

(Subject)

Figueroa at Wilshire

TCW Building

801 Tower

Wells Fargo
Tower North

Wells Fargo
Tower South

Ernst &
Young Plaza

Location

Los Angeles, CA

Distance from Subject

1.5 miles

6.5 miles

1.6 miles

1.2 miles

1.6 miles

Property Type

Office

Year Built/Renovated

1974/2009

1991

1992

1982

1985

Stories

Total GLA

1,432,285 SF

1,038,971 SF

685,402 SF

458,149 SF

1,404,714 SF

1,109,326 SF

916,756 SF

Total Occupancy

90%

87%

99%

88%

84%

83%

87%

(1)	Information obtained from the appraisal.

The Borrowers. The borrowers are 333 South Hope Co. LLC and 333 South Hope Plant LLC, which are single purpose entities with two independent directors. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the Bank of America Plaza Loan Combination. Brookfield DTLA Holdings LLC is the guarantor of certain nonrecourse carveouts under the Bank of America Plaza Loan Combination.

The Sponsor. The sponsor is Brookfield Office Properties Inc (“Brookfield”). Brookfield is one of North America’s largest public real estate companies. Brookfield owns and manages a portfolio of 114 commercial properties in 16 cities and 20 development sites comprising over approximately 103 million square feet in markets that include New York, London, Toronto, Los Angeles and Washington D.C.

Escrows. The loan documents provide for upfront reserves in the amount of $4,151,842 for taxes, $2,991,870 for tenant improvements and leasing commissions and $520,213 for rent concessions associated with the Alston & Bird ($472,505) and Analysis Group space ($47,708). The loan documents provide for the guarantor to deliver a reserve guaranty of $3,785,317 in lieu of a cash deposit for tenant improvements and leasing commissions associated with the Bank of America and Alston & Bird space. If at any time (i) an event of default has occurred and is continuing; (ii) the Bank of America Plaza Loan Combination has been assumed; or (iii) the sponsor owns less than 10.0% of the borrower, the borrowers will deposit with the lender an amount equal to $3,785,317 less any amounts that would have been required to be distributed to the borrowers during the Bank of America Plaza Loan Combination term.

The loan documents require monthly deposits of $518,981 for real estate taxes, $23,871 for replacement reserves and beginning on September 1, 2020, monthly deposits of $119,357 for tenant improvements and leasing commissions. The loan documents do not require monthly escrows for insurance provided (i) no event of default has occurred and is continuing; (ii) the insurance required to be maintained by the borrowers is maintained pursuant to one or more blanket insurance policies; and (iii) the borrowers provides the lender with timely proof of payment of insurance premiums.

Lockbox and Cash Management. The Bank of America Plaza Loan Combination requires a lender-controlled lockbox account, which is already in place, and that the borrower directs tenants to pay their rents directly into such lockbox account. The loan documents also require that all rents received by the borrower or the property manager be deposited into the lockbox account within three business days of receipt. Prior to the occurrence of a Trigger Period (as defined below), all funds on deposit in the lockbox account are distributed to the borrower. During a Trigger Period, all cash flow is swept to a lender controlled cash management account.

A “Trigger Period” will commence upon a Cash Trap Event Period (as defined below), a Capital Group Cash Trap Event Period (as defined below), or the exercise of the borrower’s right to incur mezzanine financing (See “Subordinate and Mezzanine Indebtedness” below). A Trigger Period caused by a Cash Trap Event Period or a Capital Group Cash Trap Event will end when the related Cash Trap Event Period or Capital Group Cash Trap Event ends, as described below. A Trigger Period caused by the exercise of the borrower’s right to incur mezzanine financing will not end prior to the repayment in full of the Bank of America Plaza Loan Combination.

A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default; or (ii) the net cash flow debt service coverage ratio is less than 1.30x at the end of any calendar quarter. A Cash Trap Event Period will be cured, with regard to clause (i), upon the cure of such event of default; and with regard to clause (ii), (a) upon the net cash flow debt service coverage ratio being equal to or greater than 1.30x for two consecutive calendar quarters; or (b) the payment of funds by the borrower into a reserve account or in lieu of posting funds into a reserve account, posting a letter of credit that will be held as additional security during the loan term, which, if applied to reduce the outstanding principal balance of the loan, the debt service coverage ratio would be equal to or greater than 1.30x.

A “Capital Group Cash Trap Event Period” will commence (i) July 30, 2016, in the event that The Capital Group does not renew all of its space under the current lease or (ii) upon the occurrence of any event after July 30, 2016 which would cause The Capital Group’s exercise of its renewal option to be ineffective, null or void. A Capital Group Cash Trap Event will end upon the earlier of (a) funds

BANK OF AMERICA PLAZA

have been deposited into an account in an amount equal $8,088,850 (which may be reduced if and to the extent that the actual tenant improvement and leasing commission costs relating to a qualified replacement lease are less than $25.00 per square foot for the area leased pursuant to such qualified replacement lease); or (b) the net cash flow debt service coverage ratio is equal to or greater than 1.30x at the end of any calendar quarter and the entire space previously leased by The Capital Group has been leased to a replacement tenant (or relet to The Capital Group) for a lease term of no less than five years and such tenant is in occupancy and operating within the space.

Property Management. The Bank of America Plaza Property is managed by an affiliate of the borrowers.

Assumption. The borrowers have a two-time right to transfer the Bank of America Plaza Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determined that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates, and similar confirmations with respect to the ratings of any securities backed by the Bank of America Plaza Companion Loans.

Partial Release. The borrowers are permitted to release any air rights with respect to a land parcel and a portion of the concourse level immediately below the air rights (“Release Parcels”) from the lien of the Bank of America Plaza Mortgage Loan provided (i) no event of default has occurred and is continuing; (ii) any construction associated with the improvement of the Release Parcels will not interfere with any tenant or give rise to any right for any tenant to terminate its lease; (iii) the payment of 110.0% of the allocated loan amount associated with the Release Parcels, based on a current appraisal; (iv) the remaining portion of the Bank of America Plaza Property has a net cash flow debt yield not less than the net cash flow debt yield immediately prior to the release; and (v) the remaining portion of the Bank of America Plaza Property has a loan-to-value ratio that is equal to or less than the loan-to-value ratio immediately prior to the release.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. The borrower has the right to incur mezzanine financing subject to the satisfaction of certain conditions including (i) the execution of an intercreditor agreement in form and substance acceptable to the lender and each of Fitch, KBRA and Moody’s; (ii) the combined loan-to-value ratio is not greater than 66.0%; (iii) the combined debt service coverage ratio is not less than 2.10x; and (iv) receipt of rating agency confirmations from Fitch, KBRA and Moody’s that the mezzanine financing will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates and similar confirmations with respect to the ratings of any securities backed by the Bank of America Plaza Companion Loans.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrowers provide coverage for terrorism in an amount equal to the full replacement cost of the Bank of America Plaza Property; provided, however, if TRIPRA is discontinued or not renewed, the borrowers will be require to carry terrorism coverage in an amount at least equal to the lesser of (i) the outstanding principal balance of the Bank of America Plaza Loan Combination or (ii) the sum of the business income insurance equal to 100% of the projected gross income from the Bank of America Plaza Property for a 12-month period from the date of casualty plus the full replacement cost. However, the borrowers shall not be required to spend on terrorism coverage more than two times the amount of the premium for property insurance required to insure against physical hazards and business interruption. The loan documents also require business interruption insurance covering no less than the thirty-six month period following the occurrence of a casualty event, together with a twelve-month extended period of indemnity.

No. 2 Columbus Square Portfolio

Loan Information					Property Information
Mortgage Loan Seller:		Wells Fargo Bank, National Association			Single Asset/Portfolio:	Portfolio
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Mixed Use
Original Principal Balance(1):		$125,000,000			Specific Property Type:	Retail/Other/Office
Cut-off Date Principal Balance(1):		$125,000,000			Location:	New York, NY
% of Initial Pool Balance:		[ ]%			Size:	494,224 SF
Loan Purpose:		Refinance			Cut-off Date Principal Balance Per SF(1):	$809.35
Borrower Names:		Various(2)			Year Built/Renovated(5):	Various/NAP
Sponsors:		Jacob Chetrit; Laurence Gluck			Title Vesting:	Fee
Mortgage Rate:		4.570%			Property Manager:	Self-managed
Note Date:		August 8, 2014			3rd Most Recent Occupancy (As of)(6):	NAV
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of)(7):	71.9% (12/31/2012)
Maturity Date:		August 11, 2024			Most Recent Occupancy (As of)(7):	75.0% (12/31/2013)
IO Period:		42 months			Current Occupancy (As of):	95.7% (7/31/2014)
Loan Term (Original):		120 months
Seasoning:		1 month			Underwriting and Financial Information:
Amortization Term (Original):		420 months
Loan Amortization Type:		Interest-only, Amortizing Balloon			3rd Most Recent NOI (As of)(6):	NAV
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$20,421,271 (12/31/2012)
Call Protection(3):		L(25),D(91),O(4)			Most Recent NOI (As of)(4):	$19,333,826 (12/31/2013)
Lockbox Type:		Hard/Upfront Cash Management
Additional Debt(1):		Yes
Additional Debt Type(1):		Pari Passu			U/W Revenues:	$29,269,650
					U/W Expenses:	$2,357,739
					U/W NOI(8):	$26,911,910
					U/W NCF(8):	$26,412,488
					U/W NOI DSCR(1)(8):	1.17x
Escrows and Reserves(4):					U/W NCF DSCR(1)(8):	1.15x
					U/W NOI Debt Yield(1)(8):	6.7%
Type:	Initial		Monthly	Cap (If Any)	U/W NCF Debt Yield(1)(8):	6.6%
Taxes	$249,368		$77,575	NAP	As-Is Appraised Value:	$555,000,000
Insurance	$0		Springing	NAP	As-Is Appraisal Valuation Date:	July 16, 2014
Replacement Reserves	$6,177		$6,177	$148,267	Cut-off Date LTV Ratio(1):	72.1%
TI/LC Reserve	$0		$70,726(4)	$4,500,000	LTV Ratio at Maturity or ARD(1):	66.1%

(1)

The Columbus Square Portfolio Loan Combination, totalling $400,000,000, is comprised of four pari passu notes (Notes A-1, A-2, A-3 and A-4). The controlling Note A-1 had an original balance of $125,000,000, has an outstanding principal balance of $125,000,000 as of the Cut-off Date and will be contributed to the WFRBS 2014-C22 Trust. The remaining three pari passu notes had an aggregate principal balance of $275,000,000 and are expected to be contributed to future trusts. All statistical information related to balances per square foot, loan-to-value ratios, debt service coverage ratios and debt yields are based on the Columbus Square Portfolio Loan Combination.

(2)	See “The Borrowers” section.

(3)	See “Purchase Option” section.

(4)	See “Escrows” section.

(5)	The Columbus Square Portfolio Properties were constructed in 2007 and 2008.

(6)	3rd Most Recent Occupancy and 3rd Most Recent NOI are not available because historical statements prior to 2012 include the non-collateral apartment and condominium unit performance.

(7)	See “Historical Occupancy” section.

(8)	See “Cash Flow Analysis” section.

The Mortgage Loan. The mortgage loan (the “Columbus Square Portfolio Loan Combination”) is evidenced by four pari passu promissory notes (Notes A-1, A-2, A-3 and A-4) secured by a first mortgage encumbering five mixed-use condominium units located in New York, New York (the “Columbus Square Portfolio Properties”). The Columbus Square Portfolio Loan Combination was co-originated on August 8, 2014 by Wells Fargo Bank, National Association and Barclays Bank PLC. The Columbus Square Portfolio Loan Combination had an original principal balance of $400,000,000, has an outstanding principal balance as of the Cut-off Date of $400,000,000 and accrues interest at an interest rate of 4.570% per annum. The Columbus Square Portfolio Loan Combination had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires payments of interest-only for the first 42 payments following origination and, thereafter, requires payments of principal and interest based on a 35-year amortization schedule. The Columbus Square Portfolio Loan Combination matures on August 11, 2024.

Note A-1, which represents the controlling interest in the Columbus Square Portfolio Loan Combination and will be contributed to the WFRBS 2014-C22 Trust, had an original principal balance of $125,000,000 and has an outstanding principal balance as of the Cut-off Date of $125,000,000. The remaining three pari passu notes, which collectively had an aggregate original principal balance of $275,000,000 and each represents non-controlling interests in the Columbus Square Portfolio Loan Combination, are expected to be contributed to future trusts (the “Columbus Square Portfolio Companion Loans”). As of the loan closing date, the A-2 note had an original principal balance of $103,750,000, the A-3 note had an original principal balance of $75,000,000 and the A-4 note had an

COLUMBUS SQUARE PORTFOLIO

original principal balance of $96,250,000; however, the lender provides no assurances that any non-securitized pari passu notes will not be split further. The holders of the respective promissory notes evidencing the Columbus Square Portfolio Loan Combination have entered into a co-lender agreement that sets forth the respective rights of each note holder.

Following the lockout period, the borrowers have the right to defease the Columbus Square Portfolio Loan Combination in whole, or prepay in connection with a partial release by paying a yield maintenance premium, if applicable (see “Purchase Option” section), on any date before May 11, 2024. In addition, the Columbus Square Portfolio Loan Combination is prepayable without penalty on or after May 11, 2024.

Sources and Uses

Sources			Uses
Original loan combination amount	$400,000,000	100.0%	Loan payoff	$271,916,460	68.0	%
			Reserves	255,545	0.1
			Closing costs	7,071,223	1.8
			Return of equity	120,756,773	30.2
Total Sources	$400,000,000	100.0%	Total Uses	$400,000,000	100.0	%

The Properties. The Columbus Square Portfolio Properties comprise five mixed-use condominium buildings situated on two separate blocks located on Manhattan’s Upper West Side within New York, New York. The Columbus Square Portfolio Properties contain 494,224 square feet of predominantly retail space constructed by the sponsors in 2007 and 2008, as detailed in the following table:

Building Name	Year Built	NRSF	% of NRSF		Annual U/W Base Rent	% of Annual U/W Base Rent		Retail SF	% of Building SF		Community Facility SF	% of Building SF		Parking SF	% of Building SF
775 Columbus	2008	39,644	8.0	%	$3,847,641	13.5	%	22,664	57.2	%	10,715	27.0	%	6,265	15.8	%
795 Columbus	2007	104,218	21.1	%	$6,927,149	24.3	%	59,911	57.5	%	44,307	42.5	%	0	0.0	%
805 Columbus	2007	40,260	8.1	%	$3,136,876	11.0	%	26,531	65.9	%	13,729	34.1	%	0	0.0	%
808 Columbus	2007	240,852	48.7	%	$12,385,867	43.4	%	157,177	65.3	%	0	0.0	%	83,675	34.7	%
801 Amsterdam	2008	69,250	14.0	%	$2,252,890	7.9	%	9,674	14.0	%	41,072	59.3	%	18,504	26.7	%
Total/Weighted Average		494,224	100.0	%	$28,550,424	100.0	%	275,957	55.8	%	109,823	22.2	%	108,444	21.9	%

The retail space contains 275,937 square feet, with approximately 73,000 square feet at grade level and 202,000 square feet of below grade space. The retail portion of the Columbus Square Portfolio Properties is located along Columbus Avenue and is anchored by Whole Foods, who recently expanded with an adjoining 2,775 square foot wine store (the first Whole Foods wine store in New York City), TJ Maxx, which added its HomeGoods concept after experiencing high sales volumes, and Michael’s, which expanded by an additional 10,572 square feet in March 2013. Eight tenants (or their parent companies), accounting for approximately 33.1% of the net rentable area and 48.9% of the annual underwritten base rent, are rated investment-grade, and only 33.9% of the net rentable area is scheduled to expire during the loan term. The majority of the community facility portion of the Columbus Square Portfolio Properties is leased to the Mandell School, a private co-educational institution founded in 1939 for pre-school through eighth graders. The 775 and 795 Columbus properties house the Mandell School’s elementary and preparatory divisions and their Upper West Side pre-school. Three below-grade parking garages containing 392 parking spaces leased to Quik Park comprise the remainder of the Columbus Square Portfolio Properties. The sponsors began to assemble land for this project in the late 1990s, and transformed the site, previously home to condominiums and rent-controlled apartments, into a 24/7 “live, work and play” neighborhood. The Columbus Square Portfolio Properties are situated in the same complex as the Park West Village Apartments and Central Park West Condominiums, which include over 3,200 units and 13,000 residents combined. No portion of the Park West Village Apartments or the Central Park West Condominiums is collateral for the Columbus Square Portfolio Loan Combination. As of July 31, 2014, the Columbus Square Portfolio Properties were 95.7% occupied by 23 tenants.

COLUMBUS SQUARE PORTFOLIO

The following table presents certain information relating to the tenancy at the Columbus Square Portfolio Properties:

Major Tenants

Tenant Name	Credit Rating (Fitch/ Moody’s/ S&P)(1)	Tenant NRSF	% of NRSF	Annual U/W Base Rent PSF(2)	Annual U/W Base Rent(2)	% of Total Annual U/W Base Rent	Sales PSF(3)	Occupancy Cost(3)	Lease Expiration Date

Anchor Tenants
Whole Foods	NR/NR/BBB-	62,454	12.6%	$73.06(4)	$4,562,703(4)	16.0%	NAV	NAV	8/31/2029(5)
Michael’s	NR/B3/NR	34,424	7.0%	$57.37	$1,975,000	6.9%	NAV	NAV	3/31/2020(6)
HomeGoods	NR/A3/A+	27,019	5.5%	$71.58(7)	$1,933,902(7)	6.8%	$362	18.4%	5/31/2021(8)
TJ Maxx	NR/A3/A+	40,550	8.2%	$47.21(9)	$1,914,494(9)	6.7%	$512	8.4%	10/31/2019(10)
Total Anchor Tenants		164,447	33.3%	$63.16	$10,386,100	36.4%

Major Tenants
Mandell School	NR/NR/NR	55,022	11.1%	$58.79	$3,234,757	11.3%	NAP	NAP	6/30/2030(11)
Petco	NR/B3/B	19,487	3.9%	$95.96	$1,869,973	6.5%	NAP	NAP	10/31/2020
JPMorgan Chase	A+/A3/A	4,955	1.0%	$330.56(12)	$1,637,944(12)	5.7%	NAP	NAP	11/30/2030
Duane Reade	NR/Baa1/BBB	17,196	3.5%	$80.46(13)	$1,383,547(13)	4.8%	NAV	NAV	10/31/2030
Sephora	NR/NR/A+	5,602	1.1%	$216.82(14)	$1,214,647(14)	4.3%	$812(15)	26.6%(15)	1/31/2026
Total Major Tenants		102,262	20.7%	$91.34	$9,340,838	32.7%

Non-Major Tenants		97,754	19.8%	$71.79	$7,018,236	24.6%

Total Retail & Community Facility Tenants		364,463	73.7%	$73.38	$26,745,174	93.7%

Quik Park		108,444	21.9%	$16.65	$1,805,250	6.3%			4/30/2029

Occupied Collateral Total		472,907	95.7%	$60.37	$28,550,424	100.0%

Vacant Space		21,317	4.3%

Collateral Total		494,224	100.0%

(1)	Certain ratings are those of the parent company whether or not the parent guarantees the lease.

(2)	Annual U/W Base Rent PSF and Annual U/W Base Rent include contractual rent steps through October 2015.

(3)	Sales and occupancy costs are based on the current in-place rent and the trailing 12-month period ending January 31, 2014 unless otherwise noted.

(4)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for Whole Foods represent the tenant’s average rent over the lease term. The tenant’s current in-place rent is $59.75 per square foot.

(5)	Whole Foods has six, 5-year lease renewal options.

(6)	Michael’s has two 10-year lease renewal options.

(7)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for HomeGoods represent the tenant’s average rent over the lease term. The tenant’s current in-place rent is $66.62 per square foot.

(8)	HomeGoods has three, 5-year lease renewal options.

(9)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for TJ Maxx represent the tenant’s average rent over the lease term. The tenant’s current in-place rent is $43.04 per square foot.

(10)	TJ Maxx has three, 5-year lease renewal options.

(11)

Mandell School has the right to terminate their lease at any time at the 795 Columbus property (44,307 square feet; 9.0% of net rentable area) with four months’ written notice and subject to the payment of a termination fee equal to three years’ rent (three years’ rent totals approximately $7.0 million through June 2015, $8.0 million through June 2020 and $9.2 million through June 2025).

(12)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for JP Morgan Chase represent the tenant’s average rent over the lease term. The tenant’s current in-place rent is $253.48 per square foot.

(13)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for Duane Reade represent the tenant’s average rent over the lease term. The tenant’s current in-place rent is $64.90 per square foot.

(14)	The Annual U/W Base Rent and Annual U/W Base Rent PSF for Sephora represent the tenant’s average rent over the lease term. The tenant’s current in-place rent is $174.94 per square foot.

(15)	Sales and occupancy costs are for the trailing 12-month period ending April 30, 2014.

COLUMBUS SQUARE PORTFOLIO

The following table presents certain information relating to the lease rollover schedule at the Columbus Square Portfolio Properties:

Lease Expiration Schedule(1)(2)

Year Ending December 31,	No. of Leases Expiring	Expiring NRSF	% of Total NRSF	Cumulative Expiring NRSF	Cumulative % of Total NRSF	Annual U/W Base Rent	Annual U/W Base Rent PSF(3)
MTM	0	0	0.0%	0	0.0%	$0	$0.00
2014	0	0	0.0%	0	0.0%	$0	$0.00
2015	0	0	0.0%	0	0.0%	$0	$0.00
2016	0	0	0.0%	0	0.0%	$0	$0.00
2017	0	0	0.0%	0	0.0%	$0	$0.00
2018	0	0	0.0%	0	0.0%	$0	$0.00
2019	1	40,550	8.2%	40,550	8.2%	$1,914,494	$47.21
2020	4	68,153	13.8%	108,703	22.0%	$4,546,123	$66.70
2021	2	28,550	5.8%	137,253	27.8%	$2,193,499	$76.83
2022	2	1,512	0.3%	138,765	28.1%	$250,813	$165.88
2023	3	19,798	4.0%	158,563	32.1%	$1,412,400	$71.34
2024	2	8,966	1.8%	167,529	33.9%	$1,788,736	$199.50
Thereafter	9	305,378	61.8%	472,907	95.7%	$16,444,358	$53.85
Vacant	0	21,317	4.3%	494,224	100.0%	$0	$0.00
Total/Weighted Average	23	494,224	100.0%			$28,550,424	$60.37

(1)	Information obtained from the underwritten rent roll.

(2)	Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule.

(3)	Weighted Average Annual U/W Base Rent PSF excludes vacant space.

The following table presents historical occupancy percentages at the Columbus Square Portfolio Properties:

Historical Occupancy

12/31/2011(1)		12/31/2012(2)		12/31/2013(2)		7/31/2014(3)
NAV		71.9%		71.5%		95.7%

(1)	12/31/2011 historical occupancy is not available because historical statements prior to 2012 include the non-collateral apartment and condominium unit performance.

(2)

Information obtained from the borrowers. 12/31/2012 and 12/31/2013 occupancy is lower as the Columbus Square Portfolio Properties were still in lease-up phase. While the buildings were constructed in 2007 and 2008, the final building (805 Columbus) did not open until August 2010. Approximately 138,382 square feet (28.0% NRA) in new leases were signed in 2013 and 2014.

(3)	Information obtained from the underwritten rent roll.

COLUMBUS SQUARE PORTFOLIO

Cash Flow Analysis

	2012	2013(1)	U/W(1)	U/W $ per SF
Base Rent	$22,345,979	$21,411,531	$28,550,424		$57.77
Grossed Up Vacant Space	0	0	2,917,555		5.90
Percentage Rent	0	0	0		0.00
Total Reimbursables	1,025,172	83,728	152,226		0.31
Other Income	415,820	372,424	567,000		1.15
Less Vacancy & Credit Loss	(150,642)	(45,833)	(2,917,555)(2)		(5.90)
Effective Gross Income	$23,636,329	$21,821,850	$29,269,650		$59.22

Total Operating Expenses	$3,215,058	$2,488,024	$2,357,739(3)		$4.77

Net Operating Income	$20,421,271	$19,333,826	$26,911,910		$54.45

TI/LC	0	0	450,000		0.91
Capital Expenditures	0	0	49,422		0.10
Net Cash Flow	$20,421,271	$19,333,826	$26,412,488		$53.44

NOI DSCR(4)	0.89x	0.84x	1.17x
NCF DSCR(4)	0.89x	0.84x	1.15x
NOI DY(4)	5.1%	4.8%	6.7%
NCF DY(4)	5.1%	4.8%	6.6%

(1)	The increase in Base Rent from 2013 to U/W is primarily due to approximately $4.2 million (approximately 138,382 square feet; 28.0% NRA) in new leasing activity along with approximately $890,000 in contractual rent increases and $2.1 million rent averaging for investment-grade rated tenants.

(2)	The underwritten economic vacancy is 9.3%. The Columbus Square Portfolio Properties were 95.7% leased as of July 31, 2014.

(3)

The Columbus Square Portfolio Properties benefit from Industrial and Commercial Incentive Programs (“ICIPs”) and 421a tax exemptions (the parking garages benefit from the 421a exemptions), which result in a reduced property tax expense. The property tax expense as of year-end 2013 was $140,846. The ICIPs expire in 2034 and will be gradually phased out beginning in the 2025/2026 tax year. The 421a abatements expire in 2021 and 2022 (the 808 Columbus property’s exemption expires in 2032) and will be gradually phased out beginning in the 2013/2014 and 2014/2015 tax years (the 808 Columbus property’s exemption will be phased out beginning in the 2023/2024 tax years). The U/W property tax expense of $930,904 is based on the abated tax expense for the 2014/2015 tax year. The taxes are projected to increase from the current level of $930,904 to $1,638,023 by the time the Columbus Square Portfolio Loan Combination matures. According to the leases, all tax increases may be passed through to the tenants at the Columbus Square Portfolio Properties.

(4)	DSCRs and debt yields are based on the Columbus Square Portfolio Loan Combination.

Appraisal. As of the appraisal valuation date of July 16, 2014, the Columbus Square Portfolio Properties had an “as-is” appraised value of $555,000,000.

Environmental Matters. According to a Phase I environmental site assessment dated July 15, 2014, there was no evidence of any recognized environmental conditions at the Columbus Square Portfolio Properties. However, six above ground storage tanks (“ASTs”) are maintained at the Columbus Square Portfolio Properties. Based on a review of the online database, the tanks at the 775, 795 and 805 Columbus properties have current permits but the remaining two tanks are listed with expired registrations. The Phase I environmental consultant recommends provision of current permits, and if it is determined the two ASTs do not have the appropriate permits, the permits/registrations should be renewed or obtained. The borrowers are in the process of renewing the permits.

Market Overview and Competition. The Columbus Square Portfolio Properties are situated on two abutting city blocks bounded by 100th Street to the north, 97th Street to the south, Amsterdam Avenue to the west and Central Park West to the east in the Upper West Side neighborhood of Manhattan. The Upper West Side is an upscale, primarily residential area known for its cultural, educational and historical institutions, including Columbia University (1.0 mile north of the Columbus Square Portfolio Properties), Lincoln Center (1.8 miles south) and the American Museum of Natural History (1.0 mile south). The Columbus Square Portfolio Properties are part of the larger Columbus Square development, which contains five buildings, 500,000 square feet of retail and community facility space, over 3,200 units and over 13,000 residents combined. Nearby and adjacent uses include a mix of high-rise, luxury and market rate residential buildings with multi-level retail and older pre-war high rise residential buildings, providing significant foot traffic for the Columbus Square Portfolio Properties. There are approximately 1.0 million people living within a one-mile radius of the Columbus Square Portfolio Properties, with a median household income of approximately $111,000 and a median home value of approximately $905,000.

The Columbus Square Portfolio Properties neighborhood is serviced by an excellent transportation network via subway and public bus. The Columbus Square Portfolio Properties are located one block northwest of the 96th Street (at Central Park West) subway station, which provides access to the B and C subway lines and two blocks northeast of 96th Street (at Broadway) subway station, which provides access to the 1, 2 and 3 subway lines. Further, the Metropolitan Transit Authority bus system makes this neighborhood accessible from virtually all locations north, south and east. Crosstown buses run along 66th, 79th-81st, 86th, 96th/97th and 110th Streets. Uptown bus service is available along Central Park West, Amsterdam Avenue, Broadway and Riverside Drive, and downtown buses run along Central Park West, Columbus Avenue, Broadway and Riverside Drive.

According to a third party market research report, the Columbus Square Portfolio Properties are located within the Upper West Side submarket. As of the second quarter of 2014, the retail submarket had a total inventory of 4.3 million square feet across 266 buildings. The retail submarket reported a vacancy rate of 1.2%, down from 6.2% as of the fourth quarter of 2007, with an average retail rent of approximately $100.34 per square foot on a gross equivalent basis. The appraiser concluded to a market rent of

COLUMBUS SQUARE PORTFOLIO

$55.00 per square foot on a gross basis for the community facility space, and $5,000 per licensed space for the parking garage, which equates to a rent of $18.07 per square foot of parking square footage.

The Borrowers. The borrowers are 808 Columbus Commercial Owner LLC, 775 Columbus LLC, 795 Columbus LLC, 805 Columbus LLC and 801 Amsterdam Commercial Owner LLC, all single purpose entities whose managing member has two independent directors. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the Columbus Square Portfolio Loan Combination. Jacob Chetrit and Laurence Gluck are the guarantors of certain nonrecourse carveouts under the Columbus Square Portfolio Loan Combination.

The Sponsors. The sponsors are Jacob Chetrit and Laurence Gluck. Jacob Chetrit is among the principals of The Chetrit Group. Founded by Joseph Chetrit, The Chetrit Group is a privately held real estate investment firm headquartered in Manhattan, who invests in commercial real estate with a portfolio of over 10.0 million square feet of commercial space in New York, Chicago, Miami, Los Angeles and other countries. Laurence Gluck is the founder and owner of Stellar Management, an owner-manager of over two million square feet of office space and apartments (approximately 12,000 units in 100 buildings) in New York City, Washington, D.C., San Francisco, and South Florida. Stellar Management has management teams based in New York, Washington, D.C. and San Francisco. Jacob Chetrit and Laurence Gluck have been involved in prior loan defaults, modifications and foreclosures, and Laurence Gluck is involved in ongoing litigation with a former business partner.

Escrows. The loan documents provide for upfront reserves in the amount of $249,368 for real estate taxes and $6,177 for replacement reserves. The loan documents require monthly deposits of $77,575 for real estate taxes, $6,177 for replacement reserves (subject to a cap of $148,267) and monthly deposits beginning January 11, 2018 of $70,726 for tenant improvements and leasing commissions (subject to a cap of $4,500,000). The loan documents do not require monthly escrows for insurance provided (i) no event of default has occurred and is continuing; (ii) the insurance required to be maintained by the borrowers is maintained pursuant to one or more blanket insurance policies; (iii) the borrowers provide the lender with timely proof of payment of insurance premiums, and (iv) the borrowers provide evidence of renewal of insurance policies.

Lockbox and Cash Management. The Columbus Square Portfolio Loan Combination requires a lender-controlled lockbox account, which is already in place, and that the borrowers direct tenants to pay their rents directly into such lockbox account. The loan documents also require that all rents received by the borrowers or the property manager be deposited into the lockbox account within one business day of receipt. Funds are then swept into a cash management account controlled by the lender and prior to the occurrence of a Cash Trap Event Period (as defined below), all excess funds after application in accordance with the loan documents are distributed to the borrowers’ operating account. During a Cash Trap Event Period, all excess cash flow is retained in the cash management account.

A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default or (ii) the net cash flow debt yield falling below 5.25% at the end of any calendar quarter. A Cash Trap Event Period will be cured, with regard to clause (i), upon the cure of such event of default; and with regard to clause (ii), upon the net cash flow debt yield being equal to or greater than 5.25% for two consecutive calendar quarters.

Property Management. The Columbus Square Portfolio Properties are self-managed by the borrowers.

Assumption. The borrowers have a two-time right to transfer the Columbus Square Portfolio Properties provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determined that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee’s experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates, and similar confirmations with respect to the ratings of any securities backed by the Columbus Square Portfolio Companion Loans.

Partial Release. See “Purchase Option” section.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Not permitted.

Purchase Option. A tenant at the 801 Amsterdam property, William F. Ryan (24,581 square feet; 5.0% of net rentable area) may exercise a purchase option on the tenant’s leased condominium unit (provided the tenant is not in default of the lease) at a purchase price of $19.8 million. In the event the purchase option is exercised (between January 2020 and January 2030), the borrowers must release the 801 Amsterdam property from the lien of the Columbus Square Portfolio Combination Loan mortgage with payment of a release price equal to $51.5 million (approximately 120% of the allocated loan amount), together with any applicable yield maintenance charges, subject to, among other things: (i) confirmation of compliance with zoning and subdivision requirements; (ii) confirmation from Fitch, KBRA and Moody’s that such release will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates, and similar confirmations with respect to the ratings of any securities backed by the Columbus Square Portfolio Companion Loans; and (iii) opinion of counsel that the REMIC trust will not fail to maintain its REMIC status due to the partial release.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provides coverage for terrorism in an amount equal to the full replacement cost of the Columbus Square Portfolio Properties. The

COLUMBUS SQUARE PORTFOLIO

loan documents also require business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a 12-month extended period of indemnity.

No. 3 – Stamford Plaza Portfolio

Loan Information				Property Information
Mortgage Loan Seller:	The Royal Bank of Scotland			Single Asset/Portfolio:	Portfolio
Credit Assessment (Fitch/KBRA/Moody’s):	NR/NR/NR			Property Type:	Office
Original Principal Balance(1):	$100,000,000			Specific Property Type:	CBD
Cut-off Date Principal Balance(1):	$100,000,000			Location:	Stamford, CT
% of Initial Pool Balance:	[ ]%			Size:	982,483 SF
Loan Purpose:	Refinance			Cut-off Date Principal Balance Per SF(1):	$274.81
Borrower Names:	Various(2)			Year Built/Renovated:	Various – See Table
Sponsors:	Aby Rosen and Michael Fuchs			Title Vesting:	Fee
Mortgage Rate:	4.585%			Property Manager:	Self-managed
Note Date:	August 6, 2014			3rd Most Recent Occupancy (As of):	88.2% (12/31/2011)
Anticipated Repayment Date:	NAP			2nd Most Recent Occupancy (As of):	91.4% (12/31/2012)
Maturity Date:	August 6, 2024			Most Recent Occupancy (As of):	91.4% (12/31/2013)
IO Period:	60 months			Current Occupancy (As of):	88.0% (6/19/2014)
Loan Term (Original):	120 months
Seasoning:	1 months			Underwriting and Financial Information:
Amortization Term (Original):	360 months
Loan Amortization Type:	Interest-only, Amortizing Balloon			3rd Most Recent NOI (As of):	$16,669,524 (12/31/2012)
Interest Accrual Method:	Actual/360			2nd Most Recent NOI (As of)(5):	$20,938,175 (12/31/2013)
Call Protection:	L(25),D(91),O(4)			Most Recent NOI (As of):	$22,769,145 (TTM 5/31/2014)
Lockbox Type:	Hard/Upfront Cash Management
Additional Debt(1)(3):	Yes			U/W Revenues:	$42,900,089
Additional Debt Type(1)(3):	Pari Passu, Mezzanine and other Affiliate Subordinate Debt			U/W Expenses:	$17,690,143
				U/W NOI(5):	$25,209,946
Escrows and Reserves(4):				U/W NCF(5):	$22,812,465
				U/W NOI DSCR(1):	1.52x
Type:	Initial	Monthly	Cap (If Any)	U/W NCF DSCR(1):	1.38x
Taxes	$963,416	$481,708	NAP	U/W NOI Debt Yield(1):	9.3%
Insurance	$0	Springing	NAP	U/W NCF Debt Yield(1):	8.4%
Replacement Reserves	$4,470,000	$16,375	NAP	As-Is Appraised Value:	$427,300,000
TI/LC Reserves	$0	$187,500	NAP	As-Is Appraisal Valuation Date:	June 25, 2014
Deferred Maintenance	$945,000	$0	NAP	Cut-off Date LTV Ratio(1):	63.2%
Tenant Specific TI/LC Reserve	$665,870	$0	NAP	LTV Ratio at Maturity or ARD(1):	57.9%

(1)

The Stamford Plaza Portfolio Loan Combination, totaling $270,000,000, is comprised of three pari passu notes (Notes A-1, A-2, and A-3). The non-controlling Note A-3 had an original principal balance of $100,000,000, has an outstanding principal balance of $100,000,000 as of the Cut-off Date and will be contributed to the WFRBS 2014-C22 Trust. The remaining two pari passu notes had an aggregate original principal balance of $170,000,000 and are anticipated to be contributed to future trusts. All statistical information related to balances per square foot, loan-to-value ratios, debt service coverage ratios and debt yields are based on the Stamford Plaza Portfolio Loan Combination.

(2)	The borrower is comprised of three separate limited liability companies, collectively: One Stamford Plaza Owner LLC; Three Stamford Plaza Owner LLC; and Four Stamford Plaza Owner LLC.

(3)	See “Subordinate and Mezzanine Indebtedness” section.

(4)	See “Escrows” section.

(5)	See “Cash Flow Analysis” section.

The Mortgage Loan. The mortgage loan (the “Stamford Plaza Portfolio Loan Combination”) is evidenced by three pari passu notes (Notes A-1, A-2, and A-3) secured by a first mortgage encumbering four adjacent office properties located in Stamford, Connecticut (the “Stamford Plaza Portfolio Properties”). The Stamford Plaza Portfolio Loan Combination was co-originated on August 6, 2014 by The Royal Bank of Scotland and Citigroup Global Markets Realty Corp. The Stamford Plaza Portfolio Loan Combination had an original principal balance of $270,000,000, has an outstanding principal balance as of the Cut-off Date of $270,000,000 and accrues interest at an interest rate of 4.585% per annum. The Stamford Plaza Portfolio Loan Combination had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest-only payments for the first 60 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Stamford Plaza Portfolio Loan matures on August 6, 2024.

Note A-3, which represents a non-controlling interest in the Stamford Plaza Portfolio Loan Combination and will be contributed to the WFRBS 2014-C22 Trust, had an original principal balance of $100,000,000 and has an outstanding principal balance as of the Cut-off Date of $100,000,000. The remaining two pari passu notes had an aggregate original principal balance of $170,000,000 and are anticipated to be contributed to future trusts (the “Stamford Plaza Portfolio Companion Loan”). The lender provides no assurances that Note A-1 or Note A-2 will not be split further.

STAMFORD PLAZA PORTFOLIO

Following the lockout period, the borrower has the right to defease the Stamford Plaza Portfolio Loan Combination in whole, or in part (see “Partial Release”) section, on any date before August 6, 2024. In addition, the Stamford Plaza Portfolio Loan Combination is prepayable without penalty on or after May 6, 2024.

Sources and Uses

Sources			Uses
Original loan amount	$270,000,000	99.7%	Loan payoff	$262,500,217	97.0%
Sponsor’s new cash contribution	695,992	0.3	Reserves	7,044,286	2.6
			Closing Costs	1,151,489	0.4
Total Sources	$270,695,992	100.0%	Total Uses	$270,695,992	100.0%

The Properties. The Stamford Plaza Portfolio Properties are comprised of two, 15-story, class A office buildings and two, 16-story class A office buildings containing 982,483 square feet located in Stamford, Connecticut. The Stamford Plaza Portfolio Properties were built between 1979 and 1986 and renovated between 1993 and 1996. The Stamford Plaza Portfolio Properties are located at the southwestern corner of the intersection of Tresser Boulevard and Elm Street, just north of Interstate 95 and within close walking distance to the Metro-North commuter railroad (Stamford Station), which serves Stamford via the New Haven line. The Stamford Plaza Portfolio Properties are located directly adjacent to each other and form a contiguous office complex linked by common interior and exterior walkways. Shared amenities include cafeteria, sundry shop, fitness center, conference facilities, ATM machines, and shuttle bus to the Stamford Station. Parking is provided by three covered parking structures comprising 2,575 spaces, which equates to 2.6 spaces per 1,000 square feet of rentable area. Eight investment grade tenants comprise 36.2% of the net rentable area and 41.7% of the underwritten base rent, including W.R. Berkley Corp., Merrill Lynch, Pierce, Fenner, Icon International, Inc., Noble Americas Corp, Webster Bank NA, and Chevron USA Inc. As of June 19, 2014, the Stamford Plaza Portfolio Properties are 88.0% leased to 61 tenants.

The following table presents certain information relating to the Stamford Plaza Portfolio Properties:

Property Name	Property Type	Allocated Cut-off Date Principal Balance	% of Portfolio	Occupancy	Year Built/ Renovated	Net Rentable Area (SF)	Appraised Value	U/W Net Cash Flow
Two Stamford Plaza	Office	$28,370,787	28.2%	85.1%	1986/1994	258,132	$121,200,000	$5,554,216
Three Stamford Plaza	Office	$23,408,240	26.6%	98.1%	1981/1993	246,117	$99,900,000	$7,186,595
One Stamford Plaza	Office	$23,665,730	23.4%	89.8%	1986/1994	216,252	$101,100,000	$4,942,901
Four Stamford Plaza	Office	$24,555,243	21.8%	79.7%	1979/1996	261,982	$105,100,000	$5,128,753
Total/Weighted Average		$100,000,000	100.0%	88.0%		982,483	$427,300,000	$22,812,465

STAMFORD PLAZA PORTFOLIO

The following table presents certain information relating to the tenancy at the Stamford Plaza Portfolio Properties:

Major Tenants(1)

Tenant Name	Property(2)	Credit Rating (Fitch/Moody’s/ S&P)(3)	Tenant NRSF	% of NRSF	Annual U/W Base Rent PSF	Annual U/W Base Rent	% of Total Annual U/W Base Rent	Lease Expiration Date

Major Tenant
W.R. Berkley Corp(4)	Three	BBB+/Baa2/BBB+	92,124	9.4%	$43.50	$4,007,394	10.7%	Various(4)
Icon International, Inc.	Four	BBB+/NR/BBB	76,555	7.8%	$43.00	$3,291,865	8.8%	1/31/2018
Merrill Lynch, Pierce, Fenner	Three	A/Baa2/NR	55,833	5.7%	$48.93	$2,731,845	7.3%	2/28/2018(5)
Towers Watson Pennsylvania	One	NR/NR/NR	68,234	6.9%	$38.57	$2,631,984	7.1%	10/31/2016
Glencore, Ltd.	Three	NR/NR/NR	45,537	4.6%	$47.00	$2,140,239	5.7%	2/28/2022(6)
Noble Americas Corp	Four	BBB-/Baa3/BBB-	48,058	4.9%	$39.88	$1,916,719	5.1%	3/15/2021
Tronox LLC	One, Two	NR/Ba3/BB	27,358	2.8%	$47.77	$1,306,794	3.5%	3/31/2023(7)
Wiggin and Dana LLP	Two	NR/NR/NR	22,987	2.3%	$46.00	$1,057,402	2.8%	1/31/2022
Hexcel Corporation	Two	NR/NR/BBB-	22,023	2.2%	$46.00	$1,013,058	2.7%	2/28/2022
Boardroom Inc.	Two	NR/NR/NR	22,360	2.3%	$44.00	$983,840	2.6%	2/29/2020(8)

Total Major Tenants - Collateral			481,069	49.0%	$43.82	$21,081,140	56.5%

Non-Major Tenants - Collateral			383,109	39.0%	$42.40	$16,242,629	43.5%

Occupied Collateral Total			864,178	88.0%	$43.19	$37,323,769	100.0%

Vacant Space			118,305	12.0%

Collateral Total			982,483	100.0%

(1)	Information obtained from the underwritten rent roll.

(2)	“One” denotes the One Stamford Plaza Property; “Two” denotes the Two Stamford Plaza Property; “Three” denotes the Three Stamford Plaza Property; and “Four” denotes the Four Stamford Plaza Property.

(3)	Certain ratings are those of the parent company whether or not the parent guarantees the lease.

(4)

Three operating units of W.R. Berkley Corp are tenants with separate leases at the Three Stamford Plaza Property: 46,062 square feet (4.7% of NRSF and 5.4% of Annual U/W Base Rent) expiring on February 28, 2021; 35,698 square feet (3.6% of NRSF and 4.1% of Annual U/W Base Rent) expiring on June 30, 2021, and 10,364 square feet (1.1% of NRSF and 1.2% of Annual U/W Base Rent) expiring on June 30, 2021. The tenants have the option to terminate their respective leases as of October 1, 2017, with nine months written notice prior to lease expiration. In addition, the tenants each have one, five-year extension option.

(5)	Merrill Lynch, Pierce, Fenner has the option to surrender up to 11,371 square feet of its leased space with 12 months’ notice.

(6)	Glencore may terminate its lease as of June 2017 with 12 months notice.

(7)	Tronox may terminate its lease as of March 2019 with 12 months notice.

(8)	Boardroom Inc. may terminate its lease as of December 2016 with 12 months notice.

The following table presents certain information relating to the lease rollover schedule at the Stamford Plaza Portfolio Properties:

Lease Expiration Schedule(1)(2)

Year Ending December 31,	No. of Leases Expiring	Expiring NRSF	% of Total NRSF	Cumulative Expiring NRSF	Cumulative % of Total NRSF	Annual U/W Base Rent	Annual U/W Base Rent PSF(3)
MTM	2	5,388	0.5%	5,388	0.5%	$1,690	$0.31
2014	0	0	0.0%	5,388	0.5%	$0	$0.00
2015	7	42,988	4.4%	48,376	4.9%	$1,800,238	$41.88
2016	12	130,483	13.3%	178,859	18.2%	$5,374,455	$41.19
2017	8	61,116	6.2%	239,975	24.4%	$2,887,724	$47.25
2018	14	202,818	20.6%	442,793	45.1%	$9,069,264	$44.72
2019	7	42,019	4.3%	484,812	49.3%	$1,743,170	$41.49
2020	10	82,359	8.4%	567,171	57.7%	$3,377,753	$41.01
2021	4	140,182	14.3%	707,353	72.0%	$5,924,113	$42.26
2022	4	105,438	10.7%	812,791	82.7%	$4,925,467	$46.71
2023	2	27,358	2.8%	840,149	85.5%	$1,306,794	$47.77
2024	1	24,029	2.4%	864,178	88.0%	$913,102	$38.00
Thereafter	0	0	0.0%	864,178	88.0%	$0	$0.00
Vacant	0	118,305	12.0%	982,483	100.0%	$0	$0.00
Total / Weighted Average	71	982,483	100.0%			$37,323,769	$43.19

(1)	Information obtained from the underwritten rent roll.

(2)	Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule.

(3)	Weighted Average Annual U/W Base Rent PSF excludes vacant space.

STAMFORD PLAZA PORTFOLIO

The following table presents historical occupancy percentages at the Stamford Plaza Portfolio Properties:

Historical Occupancy

12/31/2011(1)		12/31/2012(1)		12/31/2013(1)		6/19/2014(2)
88.2%		91.4%		91.4%		88.0%

(1)	Information obtained from the borrower.

(2)	Information obtained from the underwritten rent roll.

Cash Flow Analysis

	2012	2013	TTM 5/31/2014	U/W(1)	U/W $ per SF(1)
Base Rent	$29,750,903	$34,863,266	$36,870,779	$39,152,381	$39.85
Grossed Up Vacant Space	0	0	0	5,459,642	5.56
Total Reimbursables	3,051,172	2,316,480	2,275,449	2,158,032	2.20
Other Income	1,536,310	1,566,546	1,602,149	1,589,677	1.62
Less Vacancy & Credit Loss	0	0	0	(5,459,642)(2)	(5.56)
Effective Gross Income	$34,338,385	$38,746,292	$40,748,377	$42,900,089	$43.66

Total Operating Expenses	$17,668,861	$17,808,117	$17,979,232	$17,690,143	$18.01

Net Operating Income	$16,669,524	$20,938,175	$22,769,145	$25,209,946	$25.66
TI/LC	0	0	0	2,200,985	2.24
Replacement Reserves	0	0	0	196,497	0.20
Net Cash Flow	$16,669,524	$20,938,175	$22,769,145	$22,812,465	$23.22

NOI DSCR(3)	1.01x	1.26x	1.37x	1.52x
NCF DSCR(3)	1.01x	1.26x	1.37x	1.38x
NOI DY(3)	6.2%	7.8%	8.4%	9.3%
NCF DY(3)	6.2%	7.8%	8.4%	8.4%

(1)

The increase in Base Rent and Net Operating Income from TTM 5/31/2014 to Underwritten is due to average contractual rent over the respective lease terms of eight investment grade tenants totaling 36.2% of the net rentable area and 41.7% of the U/W Base Rent and contractual rent steps through August 2015.

(2)	The underwritten economic vacancy is 11.7%. The Stamford Plaza Portfolio Properties were 88.0% physically occupied as of June 19, 2014.

(3)	DSCRs and debt yields are based on the Stamford Plaza Portfolio Mortgage Loan Combination.

Appraisal. As of the appraisal valuation date of June 25, 2014, the Stamford Plaza Portfolio Properties had an aggregate “as-is” appraised value of $427,300,000.

Environmental Matters. According to the Phase I environmental site assessments dated July 8, 2014, there was no evidence of any recognized environmental conditions at the Stamford Plaza Portfolio Properties.

Market Overview. The Stamford Plaza Portfolio Properties are located in downtown Stamford, Connecticut, approximately 40 miles northeast of New York City. The City of Stamford is located within Fairfield County, which is tied both economically and culturally to Manhattan with many residents commuting to Manhattan each day. Fairfield County’s proximity to New York City, combined with less expensive office rents than Manhattan, make it an attractive destination for large corporate headquarters and regional offices. The Stamford Plaza Portfolio Properties are located within close walking proximity to the Metro North – Stamford train station. Stamford’s economy is diverse, and serves as a headquarters or very large office destination for many significant corporations including The Royal Bank of Scotland, UBS, Thomson-Reuters, General Electric and Sikorsky. According to a third party market research report, the 2014 population and average household income within a five-mile radius of the Stamford Plaza Portfolio Properties were 172,794 and $134,841, respectively.

According to the appraisal, the Stamford Plaza Portfolio Properties are located within the class A Stamford central business district (“CBD”) submarket of the Fairfield County office market. As of the first quarter 2014, the Fairfield County class A office market had a vacancy rate and average annual asking gross lease rate of 18.6% and $40.15 per square foot, respectively. As of the first quarter of 2014, the Stamford CBD class A submarket had a vacancy rate and average annual asking gross lease rate of 21.4% and $47.92 per square foot, respectively.

The Borrower. The borrower, collectively, is One Stamford Plaza Owner LLC, Three Stamford Plaza Owner LLC and Four Stamford Plaza Owner LLC all of which are Delaware limited liability companies and single purpose entities. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Stamford Plaza Portfolio Loan Combination. Aby Rosen and Michael Fuchs are the guarantors of certain nonrecourse carveouts under the Stamford Plaza Portfolio Loan Combination.

The Sponsor. The loan sponsors are Aby Rosen and Michael Fuchs. Aby Rosen and Michael Fuchs are the founders of RFR Realty LLC (“RFR”), a Manhattan based global real estate investment, development and management company founded in 1991. RFR’s diverse portfolio includes signature office towers, ultra-luxury condominiums, hotels and high-end retail developments. Led by a

STAMFORD PLAZA PORTFOLIO

team of senior executives whose members average over 20 years of experience, RFR manages more than 60 assets and development projects in New York City, Stamford, Miami, Las Vegas and Germany.

Escrows. The loan documents provide for upfront escrows in the amount of $963,416 for real estate taxes, $945,000 for deferred maintenance, $4,470,000 for replacement reserves and $665,870 for tenant-specific tenant improvements and leasing commissions. The loan documents provide for monthly escrows in the amount of $481,708 for real estate taxes, $16,375 for replacement reserves and $187,500 for tenant improvements and leasing commissions. Ongoing monthly reserves for insurance are not required as long as (i) no event of default has occurred and is continuing; (ii) the Stamford Plaza Portfolio Property is covered by an acceptable blanket insurance policy.

In the event that a Portfolio Trigger Period (as defined below) is in effect, the borrower is required to make monthly deposits for (i) approved operating expenses and extraordinary expenses and (ii) all excess cash flow funds generated by the Stamford Plaza Portfolio Properties. So long as no event of default under the Stamford Plaza Portfolio Loan Combination has occurred and is continuing, funds sufficient to pay an amount equal to such operating expense monthly deposit amount will be disbursed to the borrower.

A “Portfolio Trigger Period” will commence upon the earlier of (i) an event of default; (ii) the amortizing debt service coverage ratio being less than 1.20x; (iii) any Major Tenant (as defined below) becoming insolvent or subject to any bankruptcy or insolvency action; (iv) any Major Tenant being in default under its lease beyond applicable notice and cure periods; (v) any Major Tenant giving notice in writing that it is exercising a termination, cancellation and/or lease rejection right under its lease and/or such Major Lease (as defined below) otherwise fails to be in full force and effect; and (vi) the occurrence of a Major Tenant Non-Renewal Event (as defined below). A Portfolio Trigger Period will end with respect to clause (i) above, if such event of default has been cured; with respect to clause (ii) above, the amortizing debt service coverage ratio is equal to or greater than 1.20x for two consecutive calendar quarters; with respect to clause (iii) above, the Major Tenant has affirmed its lease in the applicable bankruptcy proceeding pursuant to a final, non-appealable order of a court of competent jurisdiction; with respect to clause (iv) above, borrower has provided to lender evidence satisfactory to lender that such default under such Major Lease has been cured and the Major Tenant is paying full unabated rent; with respect to clause (v) above, borrower has provided lender evidence satisfactory to lender that such Major Tenant has revoked or rescinded all termination, cancellation and/or rejection notices with respect to its lease and has re-affirmed its lease as being in full force and effect; and with respect to clause (vi) above, the debt service coverage ratio excluding any gross rents received from such Major Tenant is greater than 1.25x.

“Major Lease” is defined as (i) any lease which covers 25,000 or more rentable square feet of improvements; (ii) any lease which has any option, offer or right of first refusal to acquire any portion of the Stamford Plaza Portfolio Properties; and (iii) any lease in which an affiliate of the borrower is the guarantor; and (iv) any lease entered into during the continuance of an event of default.

“Major Tenant” is defined as any tenant which, individually or when aggregated with all other affiliated tenants at the Stamford Plaza Portfolio Properties covers 15% or more of the total rental income for the Stamford Plaza Portfolio Properties or covers 100,000 or more rentable square feet of improvements.

“Major Tenant Non-Renewal Event” means the occurrence of both (A) and (B) as follows: (A) any Major Tenant (x) fails to deliver written notice to borrower extending the term of its lease upon the earlier to occur of (i) one year prior to the expiration of the then applicable term of the applicable lease or (ii) the renewal notice period required under such lease and (y) such lease is not renewed for a minimum renewal term of five years and (B) the Debt Service Coverage Ratio for the succeeding twelve month period and excluding any gross rents to be received from such Major Tenant is less than 1.25x.

Lockbox and Cash Management. The Stamford Plaza Portfolio Loan Combination requires a lender-controlled lockbox account, which is already in place, and that the borrower directs tenants to pay their rents directly into such lockbox account. The loan documents also require that all rents received by the borrower or the property manager be deposited into the lockbox account within two business days of receipt. Funds are then swept to a cash management account controlled by the lender.

Property Management. The Stamford Plaza Portfolio Properties are managed by an affiliate of the borrower.

Assumption. The borrower has the right to transfer all, but not less than all, of the Stamford Plaza Portfolio Properties, subject to customary conditions set forth in the loan documents, including but not limited to: (i) no event of default has occurred and is continuing; (ii) the proposed transferee, the property manager and management agreement are satisfactory to the lender and applicable rating agencies; (iii) execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iv) the lender has received confirmation from Fitch, KBRA and Moody’s and each rating agency rating any securities backed by the Stamford Plaza Portfolio Companion Loans that such assumption will not result in a downgrade, withdrawal or qualification of the then-current ratings assigned to the Series 2014-C22 Certificates.

Partial Release. On any payment date after September 1, 2016, the borrower may obtain the release of an individual property from the lien of the related mortgage (and the related loan documents) in connection with a partial defeasance upon the satisfaction of certain conditions including but not limited to: (i) no event of default has occurred or is continuing at the time that the release occurs; (ii) the borrower has delivered defeasance collateral in an amount equal to the greater of (a) 90% of net proceeds of the sale of the released property; and (b) 120% of the released property’s allocated loan amount; (iii) after such release, the amortizing debt service coverage ratio of the remaining properties must be greater than the greater of (x) the amortizing debt service coverage ratio immediately preceding such release and (y) 1.38x; (iv) after such release, the loan-to-value ratio of the remaining properties must not be greater than the lesser of (x) the loan-to-value ratio immediately preceding such release and (y) 63.2%; and (v) borrower shall not be permitted to release the One Stamford Plaza and Two Stamford Plaza properties separately.

STAMFORD PLAZA PORTFOLIO

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Affiliates of the borrowers have five outstanding junior mezzanine loans (the “Mezzanine Loans”). Four of the Mezzanine Loans are currently held by affiliates of the borrowers. The remaining Mezzanine Loan is owned by an affiliate of the borrower who has pledged its interest in such Mezzanine Loan to Westdeutsche Immobilienbank Mainz (“WIB”) as security for another subordinate loan with an equal balance. The Mezzanine Loans are secured by the direct or indirect equity interests in such borrower affiliates. The Mezzanine Loans have an aggregate original principal balance of $390,000,000, of which $321,400,000 was participated to affiliates of the borrowers. The mezzanine lenders have agreed to subordinate their rights to payment of all amounts due under the Mezzanine Loans until payment in full of the Stamford Plaza Portfolio Loan Combination. In addition, the mezzanine lenders and WIB do not have any cure rights, purchase options or consent rights with respect to actions under the Stamford Plaza Portfolio Loan Combination. A portion of the aggregate principal amount of the Mezzanine Loans has been allocated to each of the Stamford Plaza Portfolio Properties and other unrelated properties covered by the Mezzanine Loans. See “Description of the Mortgage Pool—Subordinate and/or Other Financing—Existing (Secured Financing and Mezzanine and Similar Financing)”.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Stamford Plaza Portfolio Properties. The loan documents also require business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.

No. 4 – Hampton Inn & Suites Brickell

Loan Information					Property Information
Mortgage Loan Seller:		Wells Fargo Bank, National Association			Single Asset/Portfolio:	Single Asset
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Hospitality
Original Principal Balance:		$55,000,000			Specific Property Type(2):	Limited Service
Cut-off Date Principal Balance:		$54,872,138			Location:	Miami, FL
% of Initial Pool Balance:		[ ]%			Size:	221 Rooms
Loan Purpose:		Refinance			Cut-off Date Principal Balance Per Room:	$248,920
Borrower Name:		Brickell Hotel Group, LLLP			Year Built/Renovated:	2011/NAP
Sponsor:		Bernard Wolfson			Title Vesting:	Fee
Mortgage Rate:		4.620%			Property Manager:	Hospitality America, Inc.
Note Date:		June 19, 2014			3rd Most Recent Occupancy (As of)(3):	NAP
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of):	66.8% (12/31/2012)
Maturity Date:		July 11, 2024			Most Recent Occupancy (As of):	77.6% (12/31/2013)
IO Period:		None			Current Occupancy (As of):	78.5% (TTM 6/30/2014)
Loan Term (Original):		120 months
Seasoning:		2 months			Underwriting and Financial Information:
Amortization Term (Original):		360 months
Loan Amortization Type:		Amortizing Balloon			3rd Most Recent NOI (As of):	$3,793,996 (12/31/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$5,218,327 (12/31/2013)
Call Protection:		L(26),D(90),O(4)			Most Recent NOI (As of):	$5,370,923 (TTM 6/30/2014)
Lockbox Type:		Springing (Without Established Account)
Additional Debt:		None
Additional Debt Type:		NAP			U/W Revenues:	$13,168,775
					U/W Expenses:	$7,170,357
					U/W NOI:	$5,998,417
					U/W NCF:	$5,533,402
					U/W NOI DSCR:	1.77x
Escrows and Reserves(1):					U/W NCF DSCR:	1.63x
					U/W NOI Debt Yield:	10.9%
Type:	Initial		Monthly	Cap (If Any)	U/W NCF Debt Yield:	10.1%
Taxes	$511,536		$56,838	NAP	As-Is Appraised Value:	$78,000,000
Insurance	$0		Springing	NAP	As-Is Appraisal Valuation Date:	May 14, 2014
FF&E Reserve	$0		$28,472	NAP	Cut-off Date LTV Ratio:	70.3%
TI/LCs	$0		$2,083	$100,000	LTV Ratio at Maturity or ARD:	57.3%

(1)	See “Escrows” section.

(2)	The Hampton Inn & Suites Brickell Property includes approximately 10,438 square feet of retail space leased to six tenants.

(3)	The Hampton Inn & Suites Brickell Property opened in September 2011.

The Mortgage Loan. The mortgage loan (the “Hampton Inn & Suites Brickell Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest in a limited service hotel located in Miami, Florida (the “Hampton Inn & Suites Brickell Property”). The Hampton Inn & Suites Brickell Mortgage Loan was originated on June 19, 2014 by Wells Fargo Bank, National Association. The Hampton Inn & Suites Brickell Mortgage Loan had an original principal balance of $55,000,000, has an outstanding principal balance as of the Cut-off Date of $54,872,138 and accrues interest at an interest rate of 4.620% per annum. The Hampton Inn & Suites Brickell Mortgage Loan had an initial term of 120 months, has a remaining term of 118 months as of the Cut-Off Date, and requires payments of principal and interest based on a 30-year amortization schedule. The Hampton Inn & Suites Brickell Mortgage Loan matures on July 11, 2024.

Following the lockout period, the borrower has the right to defease the Hampton Inn & Suites Brickell Mortgage Loan in whole, but not in part, on any date before April 11, 2024. In addition, the Hampton Inn & Suites Brickell Mortgage Loan is prepayable without penalty on or after April 11, 2024.

Sources and Uses

Sources			Uses
Original loan amount	$55,000,000	100.0%	Loan payoff	$22,802,403	41.5%
			Reserves	$511,536	0.9
			Closing costs Return of equity	$612,354 $31,073,707	1.1 56.5
Total Sources	$55,000,000	100.0%	Total Uses	$55,000,000	100.0%

HAMPTON INN & SUITES BRICKELL

The Property. The Hampton Inn & Suites Brickell Property is a 221-room, 15-story, limited service hotel located immediately south of central business district of Miami, Florida. The Hampton Inn & Suites Brickell Property was built in 2011 and is situated on a 0.9 acre site. The ground floor consists of 10,438 square feet that is primarily leased to three restaurants, which opened between October 2013 and March 2014. Additionally, floors one through five of the Hampton Inn & Suites Brickell Property consist of the parking garage, which contains 212 parking spaces. The Hampton Inn & Suites Brickell Property is comprised of 80 standard king guestrooms, 63 standard double-queen guestrooms, 60 king suite guestrooms, 8 double-queen suite guestrooms, and 10 ADA-accessible guestrooms. The guestrooms are located on floors seven through 15. All of the communal space is located on the sixth floor of the building. Amenities include a lounge, a breakfast area, a fitness center, a business center, an outdoor pool, a sundry shop, guest laundry room, and five meeting rooms totaling 3,795 square feet. The franchise agreement with Hilton Hotels Corporation expires in August 2031.

Cash Flow Analysis

	2012(1)	2013	TTM 6/30/2014	U/W	U/W $ per Room
Occupancy	66.8%	77.6%	78.5%	78.5%
ADR	$162.14	$176.11	$183.59	$183.59
RevPAR	$108.33	$136.61	$144.04	$144.12

Total Revenue	$9,453,520	$11,943,323	$12,592,475	$13,168,775(2)	$59,587
Total Department Expenses	2,193,561	2,635,840	2,922,939	2,853,513	12,912
Gross Operating Profit	$7,259,959	$9,307,483	$9,669,536	$10,315,261	$46,675

Total Undistributed Expenses	2,623,029	3,168,452	3,361,045	3,356,643	15,188
Profit Before Fixed Charges	$4,636,930	$6,139,031	$6,308,491	$6,958,618	$31,487

Total Fixed Charges	842,934	920,704	937,568	960,201	4,345

Net Operating Income	$3,793,996	$5,218,327	$5,370,923	$5,998,417	$27,142
FF&E				465,016	2,104
Net Cash Flow	$3,793,996	$5,218,327	$5,370,923	$5,533,402	$25,038

NOI DSCR	1.12x	1.54x	1.58x	1.77x
NCF DSCR	1.12x	1.54x	1.58x	1.63x
NOI DY	6.9%	9.5%	9.8%	10.9%
NCF DY	6.9%	9.5%	9.8%	10.1%

(1)	The Hampton Inn & Suites Brickell Property opened in September 2011.

(2)	Total U/W Revenue includes $480,337 of base rent and reimbursements paid by six retail tenants. Tenants accounting for 93.1% of the net retail rentable area took occupancy between October 2013 and March 2014.

Appraisal. As of the appraisal valuation date of May 14, 2014, the Hampton Inn & Suites Brickell Property had an “as-is” appraised value of $78,000,000.

Environmental Matters. According to the Phase I environmental site assessment dated May 16, 2014, there was no evidence of any recognized environmental conditions at the Hampton Inn & Suites Brickell Property.

Market Overview and Competition. The Hampton Inn & Suites Brickell Property is located in Miami, Florida along the south side of Southwest 12th Street, bounded by Southwest 1st Avenue to the west and South Miami Avenue to the east. The Hampton Inn & Suites Brickell Property is located just south of Miami’s central business district within the heart of the Brickell financial district. According to the appraisal, Brickell is home to 28 foreign consulates and six foreign trade offices. Miami also serves as the headquarters of Latin American operations for over 1,400 multinational corporations and has the largest concentration of international banks in the United States. The Hampton Inn & Suites Brickell Property is situated eight miles southeast of the Miami International Airport, which is the United States’ third largest international port of entry for foreign air passengers and the seventh largest in the world. The Port of Miami, located approximately three miles northeast of the Hampton Inn & Suites Brickell Property, is one of the largest and most important ports in the United States for both cargo and cruise ships.

HAMPTON INN & SUITES BRICKELL

The following table presents certain information relating to the Hampton Inn & Suites Brickell Property’s competitive set:

Subject and Market Historical Occupancy, ADR and RevPAR(1)

	Competitive Set			Hampton Inn & Suites Brickell			Penetration Factor
Year	Occupancy	ADR	RevPAR	Occupancy	ADR	RevPAR	Occupancy	ADR	RevPAR
6/30/2014 TTM	79.0%	$164.33	$129.76	78.5%	$183.92	$144.30	99.4%	111.9%	111.2%
6/30/2013 TTM	73.9%	$168.66	$124.72	74.6%	$172.50	$128.66	100.9%	102.3%	103.2%
6/30/2012 TTM	73.8%	$153.77	$113.41	58.8%	$166.83	$98.11	79.7%	108.5%	86.5%

(1)	Information obtained from a third party hospitality report dated July 18, 2014. The competitive set includes the following hotels: Holiday Inn Port of Miami Downtown, Courtyard Miami Downtown Hotel Brickell, b2 Miami Downtown, Conrad Miami and aloft Hotel Miami Brickell.

The Borrower. The borrower is Brickell Hotel Group, LLLP, is a Florida limited liability limited partnership and a single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Hampton Inn & Suites Brickell Mortgage Loan. The borrower is 10% owned by the general partner, Brickell SPE, LLC, and 90% owned by various limited partners. Bernard Wolfson, who owns 90% of the general partner, is the guarantor of certain nonrecourse carveouts under the Hampton Inn & Suites Brickell Mortgage Loan.

The Sponsor. The sponsor is Bernard Wolfson. Bernard Wolfson serves as the managing member of the borrower and has over 40 years of real estate experience with offices, warehouses, hotels, apartments, commercial space, and vacant land. Mr. Wolfson is the president of Hospitality Operations, Inc. Hospitality Operations, Inc. has focused on developing, owning, and managing hotels since 1994; they currently own and manage six hotels in the South Florida market, totaling 866 rooms.

Escrows. The loan documents provide for upfront escrows in the amount of $511,536 for real estate taxes. The loan documents provide for monthly escrows in the amount of $56,838 for real estate taxes, and FF&E monthly deposits amount equal to the greater of $28,472 or 3.0% of operating income for months one through 12; 3.5% for months 13 through 24; and 4.0% thereafter. The loan documents also provide for monthly tenant improvements and leasing commissions in the amount of $2,083 (subject to a cap of $100,000). The loan documents do not require monthly escrows for insurance provided (i) no event of default has occurred and is continuing; (ii) the insurance is maintained by the borrower pursuant to one or more blanket insurance polices; and (iii) the borrower provides the lender with timely proof of payment of insurance premiums.

Lockbox and Cash Management. Upon the occurrence of a Cash Trap Event Period (as defined below), the borrower will be required to establish a lender-controlled lockbox account and cause all rents to be deposited directly into such lockbox account. During a Cash Trap Event Period, all excess funds on deposit in the lockbox account are swept to a lender-controlled subaccount on a monthly basis.

A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default; (ii) the debt service coverage ratio falling below 1.20x at the end of any calendar month; or (iii) an event of default under the franchise agreement. A Cash Trap Event Period will expire with regard to clause (i), upon the cure of such event of default; with regard to clause (ii), upon the date that the debt service coverage ratio is equal to or greater than 1.25x for two consecutive calendar quarters; and with regard to clause (iii), upon the cure of such event of default or the borrower enters into a replacement franchise agreement acceptable to lender.

Property Management. The Hampton Inn & Suites Brickell Property is managed by Hospitality America, Inc.

Assumption. The borrower has the two-time right to transfer the Hampton Inn & Suites Brickell Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; and (iii) the lender has received confirmations from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates.

Partial Release. Not permitted.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Not permitted.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Hampton Inn & Suites Brickell Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.

No. 5 – Offices at Broadway Station

Loan Information					Property Information
Mortgage Loan Seller:		Wells Fargo Bank, National Association			Single Asset/Portfolio:	Single Asset
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Office
Original Principal Balance:		$47,612,500			Specific Property Type:	Suburban
Cut-off Date Principal Balance:		$47,612,500			Location:	Denver, CO
% of Initial Pool Balance:		[ ]%			Size:	318,053 SF
Loan Purpose:		Acquisition			Cut-off Date Principal Balance Per SF:	$149.70
Borrower Name:		900 South Broadway, LLC			Year Built/Renovated:	1903/2006
Sponsor:		EverWest, LLC			Title Vesting:	Fee
Mortgage Rate:		4.230%			Property Manager:	Self-managed
Note Date:		July 21, 2014			3rd Most Recent Occupancy (As of):	88.2% (12/31/2011)
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of):	86.2% (12/31/2012)
Maturity Date:		August 11, 2024			Most Recent Occupancy (As of):	85.5% (12/31/2013)
IO Period:		120 months			Current Occupancy (As of)(2):	94.7% (7/17/2014)
Loan Term (Original):		120 months
Seasoning:		1 month			Underwriting and Financial Information:
Amortization Term (Original):		NAP
Loan Amortization Type:		Interest-only, Balloon			3rd Most Recent NOI (As of):	$3,845,018 (12/31/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$3,047,980 (12/31/2013)
Call Protection:		L(25),D(91),O(4)			Most Recent NOI (As of):	$3,470,477 (TTM 6/30/2014)
Lockbox Type:		Hard/Upfront Cash Management
Additional Debt:		None
Additional Debt Type:		NAP			U/W Revenues:	$8,356,744
					U/W Expenses:	$3,691,673
					U/W NOI(3):	$4,665,071
Escrows and Reserves(1):					U/W NCF(3):	$4,283,430
					U/W NOI DSCR:	2.28x
Type:	Initial		Monthly	Cap (If Any)	U/W NCF DSCR:	2.10x
Taxes	$284,793		$94,931	NAP	U/W NOI Debt Yield:	9.8%
Insurance	$0		Springing	NAP	U/W NCF Debt Yield:	9.0%
Replacement Reserves	$0		$5,300	NAP	As-Is Appraised Value:	$76,800,000
TI/LC Reserve	$0		$26,504	$636,000	As-Is Appraisal Valuation Date:	June 23, 2014
Tenant Specific TI/LC Reserve	$45,840		$0	NAP	Cut-off Date LTV Ratio:	62.0%
Rent Concession Reserve	$100,000		$0	NAP	LTV Ratio at Maturity or ARD:	62.0%

(1)	See “Escrows” section.

(2)	See “Historical Occupancy” section.

(3)	See “Cash Flow Analysis” section.

The Mortgage Loan. The mortgage loan (the “Offices at Broadway Station Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering two, four-story class A office buildings and a four-story parking structure totaling 318,053 square feet and located in Denver, Colorado (the “Offices at Broadway Station Property”). The Offices at Broadway Station Mortgage Loan was originated on July 21, 2014 by Wells Fargo Bank, National Association. The Offices at Broadway Station Mortgage Loan had an original principal balance of $47,612,500, has an outstanding principal balance as of the Cut-off Date of $47,612,500 and accrues interest at an interest rate of 4.230% per annum. The Offices at Broadway Station Mortgage Loan had an initial term of 120 months, has a remaining term of 118 months as of the Cut-off Date, and requires interest-only payments through the term of the Offices at Broadway Station Mortgage Loan. The Offices at Broadway Station Mortgage Loan matures on August 11, 2024.

Following the lockout period, the borrower has the right to defease the Offices at Broadway Station Mortgage Loan in whole, but not in part, on any date before May 11, 2024. In addition, the Offices at Broadway Station Mortgage Loan is prepayable without penalty on or after May 11, 2024.

Sources and Uses

Sources				Uses
Original loan amount	$47,612,500	63.7	%	Purchase Price	$73,250,000	98.0	%
Sponsor’s new cash contribution	$27,161,677	36.3		Reserves	430,633	0.5
				Closing costs	1,093,544	1.5
Total Sources	$74,774,177	100.0	%	Total Uses	$74,774,177	100.0	%

OFFICES AT BROADWAY STATION

The Property. The Offices at Broadway Station Property comprises two, four-story class A office buildings and a four-story parking structure totaling 318,053 square feet of rentable area located in Denver, Colorado. The 900 South Broadway building contains 159,371 square feet of rentable area, and the 990 South Broadway building contains 148,443 square feet of rentable area. There is an additional 10,239 square feet of creative office space on the ground floor of the parking structure. The 900 South Broadway building was constructed in 1903 and renovated in 2006; the 990 Broadway building was built in 1984 and renovated in 2006; and the parking structure was built in 2009. The Offices at Broadway Station Property is situated on a 6.5-acre parcel adjacent to the Broadway Station light rail stop and contains 733 parking spaces, resulting in a parking ratio of 2.3 spaces per 1,000 square feet of rentable area. As of July 17, 2014, the Offices at Broadway Station Property was 94.7% occupied by 14 tenants. The City of Denver and the County of Denver each have a pending condemnation action against a portion of vacant land at the Offices at Broadway Station Property comprising approximately 467 square feet (the “Condemnation Parcel”)(see “Free Release” section).

The following table presents certain information relating to the tenancy at the Offices at Broadway Station Property:

Major Tenants

Tenant Name	Credit Rating (Fitch/ Moody’s/ S&P)	Tenant NRSF	% of NRSF	Annual U/W Base Rent PSF(1)	Annual U/W Base Rent(1)	% of Total Annual U/W Base Rent	Lease Expiration Date

Major Tenants
Host My Site – LNH, Inc.	NR/NR/NR	45,736	14.4%	$16.23	$742,295	16.0%	11/30/2019
Integra Telecom Holdings, Inc.	NR/NR/NR	44,192	13.9%	$16.04	$708,968	15.3%	4/30/2017
National Multiple Sclerosis	NR/NR/NR	40,957	12.9%	$16.50	$675,791	14.5%	1/31/2023
Global Technology Resources	NR/NR/NR	34,144	10.7%	$15.00	$512,160	11.0%	1/31/2020
Hospital Shared Services, Inc.	NR/NR/NR	36,157(2)	11.4%	$13.56	$490,375	10.6%	4/30/2018
Total Major Tenants		201,186	63.3%	$15.56	$3,129,589	67.4%

Non-Major Tenants		99,978	31.4%	$15.17	$1,516,816	32.6%

Occupied Collateral Total		301,164	94.7%	$15.43	$4,646,405	100.0%

Vacant Space		16,889	5.3%

Collateral Total		318,053	100.0%

(1)	Annual U/W Base Rent PSF and Annual U/W Base Rent include contractual rent steps through May 2015.

(2)

The Worth Group subleases 7,832 square feet at a rental rate of $13.73 per square foot, triple net, on a lease that expires on May 31, 2015, and Northfield Medical, LLC subleases 260 square feet at a rental rate of $47.63 per square foot gross on a lease that expires on December 31, 2015. The Annual U/W Base Rent is based on Hospital Shared Services, Inc.’s original lease terms.

OFFICES AT BROADWAY STATION

The following table presents certain information relating to the lease rollover schedule at the Offices at Broadway Station Property:

Lease Expiration Schedule(1)(2)

Year Ending December 31,	No. of Leases Expiring	Expiring NRSF	% of Total NRSF	Cumulative Expiring NRSF	Cumulative % of Total NRSF	Annual U/W Base Rent	Annual U/W Base Rent PSF(3)
MTM(4)	1	1,300	0.4%	1,300	0.4%	$0	$0.00
2014	0	0	0.0%	1,300	0.4%	$0	$0.00
2015	3	18,546	5.8%	19,486	6.2%	$271,572	$14.64
2016	0	0	0.0%	19,486	6.2%	$0	$0.00
2017	4	59,457	18.7%	79,303	24.9%	$953,208	$16.03
2018	2	36,157	11.4%	115,460	36.3%	$490,375	$13.56
2019	2	45,736	14.4%	161,196	50.6%	$742,295	$16.23
2020	4	80,853	25.4%	242,049	76.1%	$1,251,374	$15.48
2021	0	0	0.0%	242,049	76.1%	$0	$0.00
2022	2	18,158	5.7%	260,207	81.8%	$261,791	$14.42
2023	1	40,957	12.9%	301,164	94.7%	$675,791	$16.50
2024	0	0	0.0%	301,164	94.7%	$0	$0.00
Thereafter	0	0	0.0%	301,164	94.7%	$0	$0.00
Vacant	0	16,889	5.3%	318,053	100.0%	$0	$0.00
Total/Weighted Average	19(5)	318,053	100.0%			$4,646,405	$15.43

(1)	Information obtained from the underwritten rent roll.

(2)	Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule.

(3)	Weighted Average Annual U/W Base Rent PSF excludes vacant space.

(4)	The MTM leased space is used as the management office.

(5)	The Offices at Broadway Station Property is leased to 14 tenants subject to 19 leases.

The following table presents historical occupancy percentages at the Offices at Broadway Station Property:

Historical Occupancy

12/31/2011(1)		12/31/2012(1)		12/31/2013(1)		6/30/2014(2)(3)
88.2%		86.2%		85.5%		94.7%

(1)	Information obtained from the borrower.

(2)	Information obtained from the underwritten rent roll.

(3)	Occupancy increased due to new leases signed by Dewberry Engineers Inc. (13,363 square feet), DHM Design Corporation (7,919 square feet), Peerless Network, Inc. (5,234 square feet) and Summit Geophysical (2,802 square feet).

OFFICES AT BROADWAY STATION

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the Underwritten Net Cash Flow at the Offices at Broadway Station Property:

Cash Flow Analysis

	2012	2013	TTM 6/30/2014	U/W(1)	U/W $ per SF
Base Rent	$3,939,169	$3,681,503	$3,901,629	$4,646,405	$14.61
Grossed Up Vacant Space	0	0	0	$270,224	0.85
Total Reimbursables	2,953,973	3,015,461	3,281,299	$3,502,340	11.01
Other Income	180,992	210,971	232,540	$281,939	0.89
Less Vacancy & Collection Loss	0	(286,554)	(328,682)	($344,164)(2)	(1.08)
Effective Gross Income	$7,074,134	$6,621,381	$7,086,786	$8,356,744	$26.27

Total Operating Expenses	$3,229,116	$3,573,401	$3,616,309	$3,691,673	$11.61

Net Operating Income	$3,845,018	$3,047,980	$3,470,477	$4,665,071	$14.67

TI/LC	0	0	0	$318,030	$1.00
Capital Expenditures	0	0	0	$63,611	0.20
Net Cash Flow	$3,845,018	$3,047,980	$3,470,477	$4,283,430	$13.47

NOI DSCR	1.88x	1.49x	1.70x	2.28x
NCF DSCR	1.88x	1.49x	1.70x	2.10x
NOI DY	8.1%	6.4%	7.3%	9.8%
NCF DY	8.1%	6.4%	7.3%	9.0%

(1)

The increase in Base Rent, Effective Gross Income and Net Operating Income from 2013 to U/W is primarily attributable to Global Technology Resource expanding 8,720 square feet ($373,584 of U/W Base Rent), expiration of free rent periods ($262,070 of U/W Base Rent), new leases signed by Dewberry Engineers Inc. (13,363 square feet; $202,182 of U/W Base Rent), DHM Design Corporation (7,919 square feet; $128,684 of U/W Base Rent), Peerless Network, Inc. (5,234 square feet; $83,744 of U/W Base Rent), Summit Geophysical (2,802 square feet; $42,030 of U/W Base Rent) and rent steps through May 2015 ($125,665 of U/W Base Rent).

(2)	The underwritten economic vacancy is 7.0%. The Offices at Broadway Station Property was 94.7% physically occupied as of July 17, 2014.

Appraisal. As of the appraisal valuation date of June 23, 2014, the Offices at Broadway Station Property had an “as-is” appraised value of $76,800,000.

Environmental Matters. According to the Phase I environmental report dated July 2, 2014, there was no evidence of any recognized environmental conditions at the Offices at Broadway Station Property.

Market Overview and Competition. The Offices at Broadway Station Property is situated at the southeast quadrant of the intersection of Interstate 25 and South Broadway, approximately three miles south of the Denver central business district and 30 miles southwest of Denver International Airport. South Broadway is a major arterial that passes through the Denver central business district and has a daily traffic count in excess of 41,000 vehicles. The Offices at Broadway Station Property also has frontage on Interstate 25, which has a traffic count of approximately 190,000 vehicles per day and links the states of New Mexico, Colorado and Wyoming. The Offices at Broadway Station Property is adjacent to the Broadway Station stop of the Regional Transportation District (“RTD”) light rail transit line that provides access to downtown Denver and the southeastern suburbs of Denver. RTD is in the process of expanding light rail service to the western suburbs of Denver, ending in the city of Golden, Colorado. According to the appraisal, as of year-end 2014, the population within a one-, three- and five-mile radius of the Offices at Broadway Station Property is estimated to be 13,441, 193,639 and 491,381, respectively. The estimated average household income within the same one-, three- and five-mile radius is estimated to be $89,244, $75,142 and $73,503, respectively. The population within a three-mile radius of the Offices at Broadway Station Property has increased by approximately 8.1% over the last four years.

According to the appraisal, The Offices at Broadway Station Property is located within the Colorado Boulevard/I-25 Corridor submarket. As of the first quarter of 2014, the submarket reported a total office inventory of 5.3 million square feet, representing 3.4% of the overall Denver office market. For the same period, the overall office submarket reported a 13.2% vacancy rate with average asking rents of $17.69 per square foot, full service gross, while the class A office submarket reported a 6.8% vacancy rate with average asking rents of $25.90 per square foot, full service gross. There have not been any deliveries of new space in the submarket in the past five years, and there is currently no new office space under construction.

OFFICES AT BROADWAY STATION

The following table presents certain information relating to comparable office properties for the Offices at Broadway Station Property:

Competitive Set(1)

	Offices at Broadway Station (Subject)	Zang & Root Buildings	Hardware Block	Market Center	1899 Wynkoop	1515 Wynkoop
Location	Denver, CO	Denver, CO	Denver, CO	Denver, CO	Denver, CO	Denver, CO
Distance from Subject	--	5.1 miles	4.9 miles	5.0 miles	6.3 miles	5.6 miles
Property Type	Office	Office	Office	Office	Office	Office
Year Built/Renovated	Various	1890-1910/1985-2005	1910/2001	1890/2010	2000/NAV	2008/NAP
Stories	3	3	4	4	9	7
Total GLA	318,053 SF	92,175 SF	52,125 SF	117,488 SF	165,616 SF	306,791 SF
Total Occupancy	95%	90%	100%	93%	92%	90%

(1)	Information obtained from the appraisal and a third party market research report.

The Borrower. The borrower is 900 South Broadway, LLC, a single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Offices at Broadway Station Mortgage Loan. EverWest, LLC is the guarantor of certain nonrecourse carveouts under the Offices at Broadway Station Mortgage Loan.

The Sponsor. The loan sponsor is EverWest LLC, formerly known as Alliance Capital Partners (“Alliance”). Founded in 1997 and headquartered in Denver, Colorado, Alliance is a privately held real estate operating and investment company with a management team containing over 100 years of combined commercial real estate experience. As of July 2014, Alliance’s commercial real estate portfolio comprised 30 office, industrial, retail and multifamily properties located in 10 states and totaling approximately 5.2 million square feet. Alliance and its affiliates have been involved with multiple loan workouts related to commercial and residential real estate investments.

Escrows. The loan documents provide for upfront escrows in the amount of $284,793 for real estate taxes, $45,840 for tenant improvements and leasing commissions (“TI/LCs”) associated with the Peerless Network, Inc. space and $100,000 for rent credits associated with the following tenants: Dewberry Engineers, Inc. ($55,000), Peerless Network, Inc. ($33,500) and Summit Geophysical ($11,500). The loan documents require ongoing monthly escrows in the amount of $94,931 for real estate taxes, $5,300 for replacement reserves and $26,504 for general TI/LCs (subject to a cap of $636,000). Until the earlier of (i) December 31, 2019 or (ii) the completion of the tenant improvements related to the National Multiple Sclerosis space, the initial $204,785 accumulated in the TI/LC reserve will only be available for disbursement in connection with TI/LCs for the National Multiple Sclerosis space. The loan documents do not require monthly escrows for insurance provided (i) no event of default has occurred and is continuing; (ii) the insurance required to be maintained by the borrower is maintained pursuant to one or more blanket insurance polices; and (iii) the borrower provides the lender with timely proof of payment of insurance premiums.

Lockbox and Cash Management. The Offices at Broadway Station Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrower directs tenants to pay their rents directly into such lockbox account. The loan documents also require that all rents received by the borrower or the property manager be deposited into the lockbox account within one business day of receipt. Funds are then swept into a cash management account controlled by the lender and prior to the occurrence of a Cash Trap Event Period (as defined below), all excess funds after application in accordance with the loan documents are distributed to the borrower’s operating account. During a Cash Trap Event Period, all excess cash flow is retained in the cash management account.

A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default or (ii) the debt service coverage ratio being less than 1.57x at the end of any calendar month. A Cash Trap Event Period will end, with regard to clause (i), upon the cure of such event of default; and with regard to clause (ii), upon the debt service coverage ratio being equal to or greater than 1.57x for two consecutive calendar quarters.

Property Management. The Offices at Broadway Station Property is managed by an affiliate of the borrower.

Assumption. The borrower has a two-time right to transfer the Offices at Broadway Station Property, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee’s experience, financial strength and general business standing; (ii) execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iii) if requested by the lender, rating agency confirmation from Fitch, KBRA and Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates.

Partial Release. Not permitted.

OFFICES AT BROADWAY STATION

Free Release. Provided no event of default exists, the borrower is permitted to release a certain vacant parcel of land (the “Free Release Parcel”) from the lien of the Offices at Broadway Station Mortgage Loan, provided that the loan-to-value ratio immediately following the release is less than or equal to 65.0%. No value has been attributed to nor has any income been underwritten attributed to the Free Release parcel. In addition, the borrower is permitted to a free release of the Condemnation Parcel as and when required by the condemning agency (see “The Property” section).

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Not permitted.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Offices at Broadway Station Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.

No. 6 – CSM Bakery Supplies Portfolio I

Loan Information				Property Information
Mortgage Loan Seller:	The Royal Bank of Scotland			Single Asset/Portfolio:	Portfolio
Credit Assessment (Fitch/KBRA/Moody’s):	NR/NR/NR			Property Type:	Industrial
Original Principal Balance:	$44,557,500			Specific Property Type:	Warehouse
Cut-off Date Principal Balance:	$44,557,500			Location:	Various – See Table
% of Initial Pool Balance:	[ ]%			Size:	684,768 SF
Loan Purpose:	Acquisition			Cut-off Date Principal Balance Per Unit/SF:	$65.07
Borrower Name:	AG Net Lease Realty Fund III, L.P.			Year Built/Renovated:	Various – See Table
Sponsor:	AG Net Lease III Corp			Title Vesting:	Fee
Mortgage Rate:	4.563%			Property Manager:	Self-managed
Note Date:	August 21, 2014			3rd Most Recent Occupancy (As of)(3):	NAV (12/31/2010)
Anticipated Repayment Date:	September 6, 2024			2nd Most Recent Occupancy (As of)(3):	NAV (12/31/2011)
Maturity Date:	September 6, 2044			Most Recent Occupancy (As of)(3):	NAV (12/31/2012)
IO Period:	60 months			Current Occupancy (As of):	100.0% (9/1/2014)
Loan Term (Original):	120 months
Seasoning:	0 month			Underwriting and Financial Information:
Amortization Term (Original):	360 months
Loan Amortization Type:	Interest-only, Amortizing Balloon, ARD			3rd Most Recent NOI (As of)(3):	NAV
Interest Accrual Method:	Actual/360			2nd Most Recent NOI (As of)(3):	NAV
Call Protection:	L(24),GRTR 1% or YM(87),O(9)			Most Recent NOI (As of)(3):	NAV
Lockbox Type:	Hard/Springing Cash Management
Additional Debt(1):	Yes			U/W Revenues:	$4,556,495
Additional Debt Type(1):	Future Mezzanine			U/W Expenses:	$136,695
				U/W NOI:	$4,419,800
				U/W NCF:	$4,118,111
				U/W NOI DSCR :	1.62x
Escrows and Reserves(2):				U/W NCF DSCR:	1.51x
				U/W NOI Debt Yield:	9.9%
Type:	Initial	Monthly	Cap (If Any)	U/W NCF Debt Yield:	9.2%
Taxes	$0	Springing	NAP	As-Is Appraised Value:	$68,450,000
Insurance	$0	Springing	NAP	As-Is Appraisal Valuation Date(4):	Various
Capital Expense Reserves	$0	Springing	$875,000	Cut-off Date LTV Ratio:	65.1%
TI/LC	$0	Springing	$2,000,000	LTV Ratio at Maturity or ARD:	59.6%

(1)	See “Mezzanine and Subordinate Indebtedness” section.

(2)	See “Escrows” section.

(3)	Historical occupancy and financial data is not available as the CSM Bakery Supplies Portfolio I was acquired in a sale-leaseback transaction in August, 2014.

(4)	See “Appraisal” section.

The Mortgage Loan. The mortgage loan (the “CSM Bakery Supplies Portfolio I Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering four industrial warehouse buildings located in Georgia, Utah and New York (the “CSM Bakery Supplies Portfolio I Properties”). The CSM Bakery Supplies Portfolio I Mortgage Loan was originated on August 22, 2014 by The Royal Bank of Scotland. The CSM Bakery Supplies Portfolio I Mortgage Loan had an original principal balance of $44,557,500, has an outstanding principal balance as of the Cut-off Date of $44,557,500 and accrues interest at an interest rate of 4.563% per annum. The CSM Bakery Supplies Portfolio I Mortgage Loan had an initial term of 120 months, has a remaining term of 120 months as of the Cut-off Date and requires interest-only payments for the first 60 months following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule through the Anticipated Repayment Date (“ARD”). The ARD is September 6, 2024 and the final maturity date is September 6, 2044. In the event the CSM Bakery Supplies Portfolio I Mortgage Loan is not paid in full on or before the ARD, the CSM Bakery Supplies Portfolio I Mortgage Loan will accrue interest at an interest rate equal to the greater of (i) the initial interest rate plus 3.0% and (ii) the treasury rate plus 3.0% points per annum and will have a remaining term of 240 months. The occurrence of the ARD without the repayment of the CSM Bakery Supplies Portfolio I Mortgage Loan automatically triggers a full cash flow sweep whereby all excess cash flow will be used to pay down the outstanding principal balance.

Following the lockout period, the borrower has the right to prepay the CSM Bakery Supplies Portfolio I Mortgage Loan in whole or in part (see “Partial Release” section) on any date before March 1, 2024, provided that the borrower pays the greater of a yield maintenance premium or a prepayment premium equal to 1.0% of the principal amount being prepaid. In addition, the CSM Bakery Supplies Portfolio I Mortgage Loan is prepayable without penalty on or after March 1, 2024.

CSM BAKERY SUPPLIES PORTFOLIO I

Sources and Uses

Sources			Uses
Original loan amount	$44,557,500	64.6%	Purchase price	$68,548,725	99.4%
Sponsor’s new cash contribution	24,436,800	35.4	Closing Costs	445,575	0.6

Total Sources	$68,994,300	100.0%	Total Uses	$68,994,300	100.0%

The Properties. The CSM Bakery Supplies Portfolio I Mortgage Loan is secured by the fee interests in four industrial warehouse properties totaling 684,768 square feet located in Georgia, Utah and New York. The CSM Bakery Supplies Portfolio I Properties range in size from 129,511 square feet to 247,678 square feet. The CSM Bakery Supplies Portfolio I Properties are generally comprised of 70% production warehouse space, 16% dry warehouse space and 14% cold storage warehouse space. All of the CSM Bakery Supplies Portfolio I Properties are leased under a 15-year lease by CSM Bakery Supplies, and as of September 1, 2014, the CSM Bakery Supplies Portfolio I Properties were 100.0% occupied. In most cases, CSM Bakery Supplies or a predecessor company have occupied the CSM Bakery Supplies Portfolio I Properties since construction and are considered to be mission critical locations by CSM, CSM Bakery Supplies’ parent company. The leases at the CSM Bakery Supplies Portfolio I Properties are cross-defaulted with the leases at the CSM Bakery Supplies Portfolio II Properties; however, the CSM Bakery Supplies Portfolio I Mortgage Loan is not cross-defaulted with the CSM Bakery Supplies Portfolio II Mortgage Loan.

CSM Bakery Supplies, a wholly-owned subsidiary of Amsterdam-based CSM, is a large supplier and a leading global producer of bakery products worldwide and offers a wide variety of products including ingredients, semi-finished, frozen, almost-ready, and ready-made products. CSM has operations in Europe, Africa, North America, Latin America and Asia. CSM operates in 60 locations with over 9,500 employees worldwide. The North American division, Bakery Supplies North America (“BSNA”), is active in the U.S., Canada, and Latin America. BSNA develops, produces and sells a wide selection of bakery ingredients and products to professional bakeries, top consumer food companies, grocers and retailers. For the 2013 fiscal year, based on company filings CSM generated net sales of approximately €2.50 billion. The company was acquired in 2013 by Rhône Capital for an enterprise value of €1.05 billion.

The following table presents certain information relating to the CSM Bakery Supplies Portfolio I Properties:

Location (City, State)	Specific Property Type	Allocated Cut- off Date Principal Balance	Current Occupancy	Year Built/ Renovated	Net Rentable Area (SF)	Appraised Value
Tucker, Georgia	Warehouse	$13,520,000	100.0%	1967/NAP	247,678	$20,700,000
Tucker, Georgia	Warehouse	$12,350,000	100.0%	2000/NAP	169,844	$19,000,000
Pleasant View, Utah	Warehouse	$10,497,500	100.0%	2008/NAP	137,735	$16,150,000
Lancaster, New York	Warehouse	$8,190,000	100.0%	1971/1991	129,511	$12,600,000

Total/Weighted Average		$44,557,500	100.0%		684,768	$68,450,000

The following table presents certain information relating to the tenancy at the CSM Bakery Supplies Portfolio I Properties:

Major Tenants

Tenant Name	Credit Rating (Fitch/Moody’s/ S&P)	Tenant NRSF	% of NRSF	Annual U/W Base Rent PSF	Annual U/W Base Rent	% of Total Annual U/W Base Rent	Lease Expiration Date

Major Tenants
CSM Bakery Products NA., Inc.	NR/NR/NR	684,768	100.0%	$7.00	$4,796,311	100.0%	6/1/2029

Occupied Collateral Total		684,768	100.0%	$7.00	$4,796,311	100.0%

CSM BAKERY SUPPLIES PORTFOLIO I

The following table presents certain information relating to the lease rollover schedule at the CSM Bakery Supplies Portfolio I Properties:

Lease Expiration Schedule(1)

Year Ending December 31,	No. of Leases Expiring	Expiring NRSF	% of Total NRSF	Cumulative Expiring NRSF	Cumulative % of Total NRSF	Annual U/W Base Rent	Annual U/W Base Rent PSF
MTM	0	0	0.0%	0	0.0%	$0	$0.00
2014	0	0	0.0%	0	0.0%	$0	$0.00
2015	0	0	0.0%	0	0.0%	$0	$0.00
2016	0	0	0.0%	0	0.0%	$0	$0.00
2017	0	0	0.0%	0	0.0%	$0	$0.00
2018	0	0	0.0%	0	0.0%	$0	$0.00
2019	0	0	0.0%	0	0.0%	$0	$0.00
2020	0	0	0.0%	0	0.0%	$0	$0.00
2021	0	0	0.0%	0	0.0%	$0	$0.00
2022	0	0	0.0%	0	0.0%	$0	$0.00
2023	0	0	0.0%	0	0.0%	$0	$0.00
2024	0	0	0.0%	0	0.0%	$0	$0.00
Thereafter	1	684,768	100.0%	684,768	100.0%	$4,796,311	$7.00
Vacant	0	0	0.0%	684,768	100.0%	$0	$0.00
Total/Weighted Average	1	684,768	100.0%			$4,796,311	$7.00

(1)	Information obtained from the underwritten rent roll.

The following table presents historical occupancy percentages at the CSM Bakery Supplies Portfolio I Properties:

Historical Occupancy(1)

9/1/2014(2)

100%

(1)	Historical occupancy is unavailable because this transaction constitutes a sale-leaseback. In most cases, CSM Bakery Supplies or a predecessor company have been at the CSM Bakery Supplies Portfolio I Properties since construction.

(2)	Information obtained from the underwritten rent roll.

Cash Flow Analysis(1)

	In-Place	U/W	U/W $ per SF
Base Rent	$4,796,311	$4,796,311	$7.00
Grossed Up Vacant Space	0	0	0.00
Total Reimbursables	0	0	0.00
Other Income	0	0	0.00
Less Vacancy & Credit Loss	0	(239,816)(2)	(0.35)
Effective Gross Income	$4,796,311	$4,556,495	$6.65

Total Operating Expenses	$0	$136,695	$0.20

Net Operating Income	$4,796,311	$4,419,800	$6.45
TI/LC	0	216,296	0.32
Capital Expenditures	0	102,715	0.15
Net Cash Flow	$4,796,311	$4,247,985	$5.99

NOI DSCR	1.76x	1.62x
NCF DSCR	1.76x	1.51x
NOI DY	10.8%	9.9%
NCF DY	10.8%	9.2%

(1)	No historical financial information is available as the sponsor purchased the CSM Bakery Supplies Portfolio I Properties in August, 2014.

(2)	The underwritten economic vacancy is 5.0%. The CSM Bakery Supplies Portfolio I Properties were 100.0% physically occupied as of September 1, 2014.

Appraisal. As of the appraisal valuation dates ranging from June 11, 2014 to June 18, 2014, the CSM Bakery Supplies Portfolio I Properties had an aggregate “as-is” appraised value of $68,450,000.

CSM BAKERY SUPPLIES PORTFOLIO I

Environmental Matters. According to the Phase I environmental site assessments dated August 6, 2014, there was no evidence of any recognized environmental conditions at the CSM Bakery Supplies Portfolio I Properties.

Market Overview. The CSM Bakery Supplies Portfolio I Properties are located in Tucker, Georgia, Pleasant View, Utah and Lancaster, New York, respectively.

The Tucker, Georgia properties are located approximately 14 miles northeast of the Atlanta central business district. According to the appraisal, the Tucker properties are located within the Atlanta industrial market and Northeast industrial submarket. The Northeast Atlanta industrial submarket had a vacancy of 9.5% and average net asking rents of $3.94 per square foot as of the first quarter 2014. The city of Atlanta has ten Fortune 500 headquartered firms, which places Atlanta fourth among cities in the United States behind New York (42), Houston (24), and Dallas (12). Furthermore, more than 700 Fortune 1,000 companies have local operations in Atlanta, and of these companies, 20 are headquartered in Atlanta. Atlanta’s Hartsfield International Airport is a major cargo center, and international air cargo traffic through Hartsfield grew by by 111% during the past decade.

The Pleasant View, Utah property is located approximately 47 miles north of the Salt Lake City central business district. According to the appraisal, the Pleasant View property is located near the Salt Lake City industrial market and Airport industrial submarket. The Airport industrial submarket had a vacancy of 5.8% and average net asking rents of $4.80 per square foot as of the first quarter 2014.

The Lancaster, New York property is located approximately 12 miles east of the Buffalo central business district. According to the appraisal, the Lancaster property is located in Buffalo’s East Industrial submarket. The East industrial submarket had a vacancy of 6.8% and average net asking rents of $6.80 per square foot as of the first quarter 2014.

The Borrower. The borrower is AG Net Lease Realty Fund III, L.P., a single purpose entity with two independent directors. The borrower is ultimately controlled by AG Net Lease III Corp, the guarantor of certain nonrecourse carveouts under the CSM Bakery Supplies Portfolio I Mortgage Loan.

The Sponsor. The loan sponsor is AG Net Lease III Corp (“AG Net Lease”), a subsidiary of Angelo, Gordon & Co. AG Net Lease is a real estate investment firm that focuses on the management, acquisition, financing, disposition, leasing and construction of commercial real estate throughout North America and select international markets. AG Net Lease was founded in 1993 and has acquired over $13 billion of properties with transactions ranging from $5.0 million to $200.0 million.

Escrows. Monthly tax, insurance, replacement and TI/LC reserves are not required as long as no Cash Management Period (as defined below) has occurred and is continuing.

Lockbox and Cash Management. The CSM Bakery Supplies Portfolio I Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrower directs tenants to pay their rents directly to such lockbox account. The loan documents also require that all cash revenues and all other monies received by the borrower or manager be deposited into the lockbox account within one business day after receipt. Prior to the occurrence of a Cash Management Period (as defined below), all funds on deposit in the lockbox account are swept into the borrower’s operating account. During a Cash Management Period, all funds on deposit in the lockbox account are swept to a lender-controlled cash management account.

A “Cash Management Period” will commence (i) if an event of default has occurred and is continuing; (ii) if the amortizing debt service coverage ratio is less than 1.25x; (iii) with the commencement of a Lease Sweep Period (as defined below); or (iv) with the making of any approved mezzanine loan. A Cash Management Period will end, with respect to clause (i) above, with the cure of such event of default; with respect to clause (ii) above, upon the achievement of an amortizing debt service coverage ratio of 1.25x for two consecutive calendar quarters; and with respect to clause (iii) above, when such Lease Sweep Period has ended.

A “Lease Sweep Period” will commence on the first payment date under the CSM Bakery Supplies Portfolio I Mortgage Loan following the occurrence of any of the following: (i) any Major Lease (as defined below) at any of the CSM Bakery Supplies Portfolio I Properties is surrendered, cancelled or terminated prior to its then current expiration date; (ii) if any tenant under a Major Lease discontinues its business at the premises; (iii) upon the occurrence of an insolvency proceeding by any tenant under a Major Lease. A Lease Sweep Period will end, with respect to clause (i) above, the date on which such space has been fully leased pursuant to a replacement lease and all associated expenses have been paid in full; with respect to clause (ii) above, when the tenant under the Major Lease commences operations again at its premises in accordance with the terms of the Major Lease; and with respect to clause (iii) above, if the applicable insolvency proceeding regarding the tenant under the applicable Major Lease has terminated and the applicable Major Lease has been affirmed, assumed or assigned in accordance with the applicable bankruptcy code.

A “Major Lease” is defined as the CSM Bakery Supplies lease and any other lease entered into which demises more than 20% of the leasable area of any of the CSM Bakery Supplies Portfolio I Properties.

Property Management. The CSM Bakery Supplies Portfolio I Properties are managed by the tenant under the CSM lease.

Assumption. The CSM Bakery Supplies Portfolio I Mortgage Loan borrower has the right to transfer all, but not less than all, of the CSM Bakery Supplies Portfolio I Properties, subject to customary conditions set forth in the loan documents, including but not limited to: (i) no event of default has occurred and is continuing; (ii) the proposed transferee, property manager and management agreement are satisfactory to the lender and applicable rating agencies; (iii) the anticipated repayment date has not occurred; and (iv) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the then current ratings assigned to the Series 2014-C22 Certificates.

CSM BAKERY SUPPLIES PORTFOLIO I

Partial Release. On any payment date following the lockout period, the borrower may obtain the release of an individual property from the lien of the related mortgage (and the related loan documents) in connection with a partial release upon the satisfaction of certain conditions including but not limited to: (i) the property to be released must be the subject of a sale to a bona fide third party purchaser who is neither a Restricted Party (as defined below) nor an affiliate of a Restricted Party; (ii) the borrower will provide the lender a written request at least 20 days prior to the proposed release date; (iii) no event of default has occurred or is continuing at the time that the release occurs; (iv) payment by the borrower in an amount equal to 110% of the allocated loan amount for the individual property to be released, along with any applicable yield maintenance or prepayment premium; (v) after such release, the amortizing debt service coverage ratio of the remaining properties must not be less than the greater of (x) the amortizing debt service coverage ratio immediately preceding such release and (y) 1.63x; (vi) after such release, the loan to value ratio of the remaining properties must not be greater than the lesser of (x) the loan to value ratio immediately preceding such release and (y) 65.0%.

A “Restricted Party” means the borrower, any principal or the guarantor or any affiliate thereof under the CSM Bakery Supplies Portfolio I Mortgage Loan.

Real Estate Substitution. The substitution of one or more of the CSM Bakery Supplies Portfolio I Properties is permitted subject to: (i) the aggregate sum of all allocated loan amounts for all substituted properties cannot exceed 25% of the loan amount; (ii) receipt of rating agency confirmation from Fitch, KBRA and Moody’s that such substitution shall not constitute a downgrade of any of the Series 2014-C22 Certificates; (iii) substitution collateral must have rent at or higher than the CSM Bakery Supplies lease being substituted; (iv) after such substitution, the amortizing debt service coverage ratio must not be less than 1.63x; (v) after such substitution, the loan to value ratio must not be greater than 65.0%.

Subordinate and Mezzanine Indebtedness. There is no existing mezzanine debt related to the CSM Bakery Supplies Portfolio I Mortgage Loan. However, future mezzanine debt is permitted subject to satisfaction of certain conditions, including: (i) execution of an intercreditor agreement in form and substance acceptable to Fitch, KBRA and Moody’s and reasonably acceptable to the lender; (ii) the Aggregate DSCR (as defined below) is not less than 1.20x; (iii) the Aggregate LTV (as defined below) will not be greater than 72.5%; (iv) the debt yield is not less than 8.5%; and (v) mezzanine loan documents acceptable to Fitch, KBRA and Moody’s and reasonably acceptable to the lender have been delivered to the lender.

The “Aggregate DSCR” is the aggregate debt service coverage ratio based on the amortizing debt service under the CSM Bakery Supplies Portfolio I Mortgage Loan and any approved mezzanine loan that is outstanding.

The “Aggregate LTV” is the aggregate loan to value ratio based on the outstanding principal balance of the CSM Bakery Supplies Portfolio I Mortgage Loan and any approved mezzanine loan that is outstanding.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the CSM Bakery Supplies Portfolio I Properties. The loan documents also require business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event.

No. 7 – U-Haul Portfolio

Loan Information					Property Information
Mortgage Loan Seller:		Wells Fargo Bank, National Association			Single Asset/Portfolio:	Portfolio
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Self Storage
Original Principal Balance:		$35,000,000			Specific Property Type:	Self Storage
Cut-off Date Principal Balance:		$35,000,000			Location:	Various – See Table
% of Initial Pool Balance:		[ ]%			Size:	421,632 SF
Loan Purpose:		Refinance			Cut-off Date Principal Balance Per SF:	$83.01
Borrower Names:		UHIL 7, LLC; AREC 7, LLC			Year Built/Renovated:	Various – See Table
Sponsor:		AMERCO			Title Vesting:	Fee
Mortgage Rate:		4.220%			Property Manager:	Self-managed
Note Date:		August 22, 2014			3rd Most Recent Occupancy (As of):	83.0% (12/31/2011)
Anticipated Repayment Date:		[TBD], 2024			2nd Most Recent Occupancy (As of):	83.9% (12/31/2012)
Maturity Date:		[TBD], 2034			Most Recent Occupancy (As of):	84.7% (12/31/2013)
IO Period:		None			Current Occupancy (As of):	90.0% (6/25/2014)
Loan Term (Original):		120 months
Seasoning:		0 months			Underwriting and Financial Information:
Amortization Term (Original):		360 months
Loan Amortization Type:		Amortizing ARD			3rd Most Recent NOI (As of):	$3,967,508 (12/31/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$4,166,472 (12/31/2013)
Call Protection:		L(24),D(92),O(4)			Most Recent NOI (As of):	$4,288,369 (TTM 4/30/2014)
Lockbox Type:		Soft/Springing Cash Management
Additional Debt:		None
Additional Debt Type:		NAP			U/W Revenues:	$6,275,348
					U/W Expenses:	$2,429,465
					U/W NOI:	$3,845,883
					U/W NCF:	$3,743,935
					U/W NOI DSCR:	1.87x
					U/W NCF DSCR:	1.82x
Escrows and Reserves(1):					U/W NOI Debt Yield:	11.0%
					U/W NCF Debt Yield:	10.7%
Type:	Initial		Monthly	Cap (If Any)	As-Is Appraised Value:	$49,205,000
Taxes	[TBD]		Springing	NAP	As-Is Appraisal Valuation Date:	Various
Insurance	[TBD]		Springing	NAP	Cut-off Date LTV Ratio:	71.1%
Replacement Reserves	[TBD]		[TBD]	[TBD]	LTV Ratio at Maturity or ARD:	57.0%

(1)	See “Escrows” section.

The Mortgage Loan. The mortgage loan (the “U-Haul Portfolio Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering 21 self storage properties totaling 421,632 square feet and located in 14 states (the “U-Haul Portfolio Properties”). The U-Haul Portfolio Mortgage Loan was originated on August 22, 2014 by Wells Fargo Bank, National Association. The U-Haul Portfolio Mortgage Loan had an original principal balance of $35,000,000, has an outstanding principal balance as of the Cut-off Date of $35,000,000 and accrues interest at an interest rate of 4.220% per annum. The U-Haul Portfolio Mortgage Loan had an initial term of 120 months, has a remaining term of 120 months as of the Cut-off Date, and requires principal and interest payments based on a 30-year amortization schedule through the Anticipated Repayment Date (“ARD”). The ARD is [TBD], 2024, and the final maturity date is [TBD], 2034. In the event the U-Haul Portfolio Mortgage Loan is not paid off on or before the ARD, the borrower will be required to make payments of principal and interest based on an interest rate equal to the lesser of (i) the initial mortgage rate plus 5.00% and (ii) 3.00% plus the greater of (a) the initial interest rate and (b) the 10-year swap yield as of the ARD plus 1.65%. The ARD automatically triggers a Cash Trap Event Period (see “Lockbox and Cash Management” section) whereby all excess cash flow will be used to pay down the principal balance of the U-Haul Portfolio Mortgage Loan.

Following the lockout period, the borrower has the right to defease the U-Haul Portfolio Mortgage Loan in whole, but not in part, on any date before [TBD], 2024. In addition, the U-Haul Portfolio Mortgage Loan is prepayable without penalty on or after [TBD], 2024.

U-HAUL PORTFOLIO

Sources and Uses

Sources				Uses
Original loan amount	$35,000,000		100.0%	Loan payoff	[TBD]	[TBD]
				Reserves	[TBD]	[TBD]
				Closing costs	[TBD]	[TBD]
				Return of equity	[TBD]	[TBD]
Total Sources	$35,000,000	100.0%		Total Uses	[TBD]	[TBD]

The Properties. The U-Haul Portfolio Properties comprise 21 self storage properties totaling 421,632 square feet and located in 14 states (see table below). The U-Haul Portfolio Properties were constructed between 1920 and 1990, and four properties were renovated between 1961 and 2000. As of June 25, 2014, the U-Haul Portfolio Properties were 90.0% occupied.

The following table presents certain information relating to the U-Haul Portfolio Properties:

Property Name – Location	Allocated Cut-off Date Principal Balance	% of Portfolio Cut-off Date Principal Balance	Occupancy	Year Built/ Renovated	Net Rentable Area (SF)	Appraised Value
U-Haul – Yonkers, NY	$8,820,242	25.2%	89.8%	1950/NAP	65,687	$12,400,000
U-Haul – Pleasant Hills, PA	$2,987,501	8.5%	97.7%	1978/NAP	27,412	$4,200,000
U-Haul – El Paso, TX	$2,596,281	7.4%	79.4%	1971/NAP	36,570	$3,650,000
U-Haul – Coraopolis, PA	$2,240,626	6.4%	92.6%	1980/NAP	18,431	$3,150,000
U-Haul – Corpus Christi, TX	$1,956,102	5.6%	96.7%	1951/1981	37,199	$2,750,000
U-Haul – Washington, PA	$1,778,275	5.1%	90.0%	1980/NAP	11,900	$2,500,000
U-Haul – Fontana, CA	$1,636,013	4.7%	75.4%	1970/NAP	20,596	$2,300,000
U-Haul – Houston North, TX	$1,564,882	4.5%	99.8%	1978/NAP	34,711	$2,200,000
U-Haul – Lebanon, NH	$1,351,489	3.9%	97.7%	1976/2000	12,796	$1,900,000
U-Haul – Olympia, WA	$1,230,566	3.5%	92.3%	1939/1961	11,569	$1,730,000
U-Haul – Detroit, MI	$1,191,444	3.4%	75.9%	1965/NAP	28,768	$1,675,000
U-Haul – Westfield, MA	$1,173,661	3.4%	95.8%	1955/NAP	15,000	$1,650,000
U-Haul – Livermore, CA	$1,102,530	3.2%	86.5%	1982/NAP	11,100	$1,550,000
U-Haul – Memphis, TN	$1,066,965	3.0%	93.7%	1966/1984	18,140	$1,500,000
U-Haul – Cincinnati, OH	$995,834	2.8%	97.4%	1920/NAP	13,450	$1,400,000
U-Haul – Birmingham, AL	$782,441	2.2%	83.0%	1970/NAP	10,150	$1,100,000
U-Haul – Macon, GA	$640,179	1.8%	82.1%	1966/NAP	12,669	$900,000
U-Haul – Grand Island, NE	$569,048	1.6%	96.6%	1979/NAP	9,515	$800,000
U-Haul – Wichita, KS	$497,917	1.4%	87.9%	1970/NAP	10,150	$700,000
U-Haul – Bloomberg, PA	$426,786	1.2%	97.1%	1990/NAP	8,858	$600,000
U-Haul – Longview, TX	$391,220	1.1%	89.5%	1939/NAP	6,961	$550,000
Total/Weighted Average	$35,000,000	100.0%	90.0%		421,632	$49,205,000

The following table presents historical occupancy percentages at the U-Haul Portfolio Properties:

Historical Occupancy

12/31/2011(1)		12/31/2012(1)		12/31/2013(1)		6/25/2014(2)
83.0%		83.9%		84.7%		90.0%

(1)	Information obtained from the borrower.

(2)	Information obtained from the underwritten rent roll.

U-HAUL PORTFOLIO

Operating History and Underwritten Net Cash Flow. The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the U-Haul Portfolio Properties:

Cash Flow Analysis

	2012	2013	TTM 4/30/2014	U/W	U/W $ per SF
Base Rent	$4,722,597	$4,830,786	$4,997,556	$4,997,798	$11.85
Grossed Up Vacant Space	0	0	0	1,071,390	2.54
Other Income	1,229,254	1,311,490	1,276,753	1,277,550	3.03
Less Vacancy & Collection Loss	0	0	0	(1,071,390)(1)	(2.54)
Effective Gross Income	$5,951,851	$6,142,276	$6,274,309	$6,275,348	$14.88

Total Operating Expenses	$1,984,343	$1,975,804	$1,985,940	$2,429,465(2)	$5.76

Net Operating Income	$3,967,508	$4,166,472	$4,288,369	$3,845,883	$9.12

Capital Expenditures	0	0	0	101,948	0.24
Net Cash Flow	$3,967,508	$4,166,472	$4,288,369	$3,743,935	$8.88

NOI DSCR	1.93x	2.02x	2.08x	1.87x
NCF DSCR	1.93x	2.02x	2.08x	1.82x
NOI DY	11.3%	11.9%	12.3%	11.0%
NCF DY	11.3%	11.9%	12.3%	10.7%

(1)	The underwritten economic vacancy is 17.7%. The U-Haul Portfolio Properties were 90.0% physically occupied as of June 25, 2014.

(2)	The increase in underwritten operating expenses is primarily due to a 6.0% underwritten management fee. The historical operating statements do not include a management fee, as the U-Haul Portfolio Properties are self-managed.

Appraisal. As of the appraisal valuation dates ranging from June 13, 2014 to June 26, 2014, the U-Haul Portfolio Properties had an “as-is” appraised value of $49,205,000.

Environmental Matters. According to the Phase I environmental reports dated June and July 2014, there was no evidence of any recognized environmental conditions (“RECs”) at 13 of the U-Haul Portfolio Properties. RECs were identified at the following eight U-Haul Portfolio Properties: Fontana, California; El Paso, Texas; Grand Island, Nebraska; Detroit, Michigan; Lebanon, New Hampshire; Westfield, Massachusetts; Bloomsburg, Pennsylvania; and Cincinnati, Ohio.

In lieu of undergoing additional investigation related to the RECs, the borrower obtained a $15.0 million environmental insurance policy.

The Borrowers. The borrowers are UHIL 7, LLC and AREC 7, LLC, each of which is a single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the U-Haul Portfolio Mortgage Loan. AMERCO is the guarantor of certain nonrecourse carveouts under the U-Haul Portfolio Mortgage Loan.

The Sponsor. The sponsor is AMERCO, which engages in the manufacturing, repair and rental of U-Haul equipment and storage space. As of July 15, 2014, AMERCO owned and managed approximately 1,540 U-Haul retail centers throughout the United States and Canada. AMERCO filed for chapter 11 bankruptcy in 2003 and emerged from bankruptcy in 2004.

Escrows. The loan documents provide for upfront escrows in the amount of [TBD] for real estate taxes, [TBD] for insurance and [TBD] for replacement reserves. The borrower is also required to make ongoing monthly deposits of [TBD] for replacement reserves (subject to a cap of [TBD]). Ongoing monthly reserves for real estate taxes are not required as long as (i) no event of default has occurred and is continuing; (ii) the borrower provides the lender with timely proof of payment; and (iii) there is an amount sufficient to pay real estate taxes for six months deposited and maintained in the real estate tax escrow account. Ongoing monthly reserves for insurance are not required as long as (i) no event of default has occurred and is continuing; (ii) the borrower provides the lender with evidence of renewal of the insurance policies and timely proof of payment of insurance premiums; and (iii) either (a) the U-Haul Portfolio Properties are covered by an acceptable blanket insurance policy or (b) if the U-Haul Portfolio Properties are not covered by an acceptable blanket insurance policy, there is an amount sufficient to pay insurance premiums for six months deposited and maintained in the insurance escrow account.

Lockbox and Cash Management. The U-Haul Portfolio Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrower and property manager deposit all cash revenues and all other monies received into such lockbox account within two business days after receipt. During a Cash Trap Event Period (as defined below), all funds on deposit in the lockbox account are swept to a lender-controlled cash management account on a daily basis.

A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default; (ii) the debt service coverage ratio being less than 1.15x for two consecutive calendar quarters; (iii) the borrower’s failure to provide timely evidence of payment of taxes or to provide timely evidence that the U-Haul Portfolio Properties are insured in accordance with the loan documents; or (iv) the payment date that is three payment dates prior to the ARD. A Cash Trap Event Period will end, with regard to clause (i), upon the cure of such event of default (except for a Cash Trap Event Period triggered by an event of default caused by a bankruptcy action of the borrower, which will not expire); with regard to clause (ii), upon the debt service coverage ratio being equal to or greater than 1.15x for four consecutive calendar quarters; and with regard to clause (iii), upon the borrower providing evidence to the lender of the applicable payment of taxes and/or evidence of insurance. A Cash Trap Event Period triggered by clause (iv) will not expire until the full repayment of the U-Haul Portfolio Mortgage Loan. In addition, a Cash Trap Event Period cure shall occur no more than five times during the term of the U-Haul Portfolio Mortgage Loan.

U-HAUL PORTFOLIO

Property Management. The U-Haul Portfolio Properties are managed by an affiliate of the borrower.

Assumption. The borrower has a one-time right to transfer the U-Haul Portfolio Properties, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee experience, financial strength and general business standing; (ii) execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iii) if requested by the lender, rating agency confirmation from Fitch, KBRA and Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates.

Partial Release. Not permitted.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Not permitted.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Hilton Lexington Downtown Property, as well as business interruption insurance covering no less than the 24-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.

No. 8 – Hermosa Pavilion

Loan Information					Property Information
Mortgage Loan Seller:		The Royal Bank of Scotland			Single Asset/Portfolio:		Single Asset
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:		Mixed Use
Original Principal Balance:		$31,875,000			Specific Property Type:		Retail/Office/Storage
Cut-off Date Principal Balance:		$31,875,000			Location:		Hermosa Beach, CA
% of Initial Pool Balance:		[ ]%			Size(2):		120,226 SF
Loan Purpose:		Refinance			Cut-off Date Principal Balance Per SF:		$265.13
Borrower Name:		1601 PCH, LP			Year Built/Renovated:		1988/2005
Sponsor:		Shaoul J. Levy			Title Vesting:		Fee
Mortgage Rate:		4.341%			Property Manager:		Platinum Realty Management, Inc.
Note Date:		August 12, 2014			3rd Most Recent Occupancy (As of):		78.9% (12/31/2011)
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of):		85.4% (12/31/2012)
Maturity Date:		September 6, 2024			Most Recent Occupancy (As of):		93.9% (12/31/2013)
IO Period:		48 months			Current Occupancy (As of)(3):		94.3% (TTM 6/30/2014)
Loan Term (Original):		120 months
Seasoning:		0 months			Underwriting and Financial Information:
Amortization Term (Original):		360 months
Loan Amortization Type:		Interest-only, Amortizing Balloon			3rd Most Recent NOI (As of)(4):		$1,955,974 (12/31/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of)(4):		$2,170,559 (12/31/2013)
Call Protection:		L(24),D(91),O(5)			Most Recent NOI (As of)(4):	$2,347,484 (TTM 6/30/2014)
Lockbox Type:		Hard/Springing Cash Management
Additional Debt:		None
Additional Debt Type:		NAP			U/W Revenues:		$3,771,982
					U/W Expenses:		$1,031,632
					U/W NOI(4):		$2,740,350
					U/W NCF(4):		$2,611,384
Escrows and Reserves(1):					U/W NOI DSCR:		1.44x
					U/W NCF DSCR:		1.37x
Type:	Initial		Monthly	Cap (If Any)	U/W NOI Debt Yield:		8.6%
Taxes	$136,844		$22,807	NAP	U/W NCF Debt Yield:		8.2%
Insurance	$19,000		$1,583	NAP	As-Is Appraised Value:		$42,500,000
Replacement Reserves	$0		$1,938	NAP	As-Is Appraisal Valuation Date:		June 5, 2014
TI/LC Reserve	$0		$8,331	$560,000	Cut-off Date LTV Ratio:		75.0%
Salon Republic Reserve	$968,019		$0	NAP	LTV Ratio at Maturity or ARD:		67.0%

(1)	See “Escrows” section.

(2)	The property type mix by square feet is as follows: Retail - 55,446 square feet (46.1% of net rentable area); Office – 53,397 square feet (44.4% of net rentable area); Storage – 4,476 square feet (3.7% of net rentable area)

(3)	Includes Salon Republic (16,179 square feet; 13.5% of net rentable area), which is expected to open for business in October 2014.

(4)	See “Cash Flow Analysis” section.

The Mortgage Loan. The mortgage loan (the “Hermosa Pavilion Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering a mixed use retail and office center located in Hermosa Beach, California (the “Hermosa Pavilion Property”). The Hermosa Pavilion Mortgage Loan was originated on August 12, 2014 by The Royal Bank of Scotland. The Hermosa Pavilion Mortgage Loan had an original principal balance of $31,875,000, has an outstanding principal balance as of the Cut-off Date of $31,875,000 and accrues interest at an interest rate of 4.341% per annum. The Hermosa Pavilion Mortgage Loan had an initial term of 120 months, has a remaining term of 120 months as of the Cut-off Date and requires payments of interest-only for the first 48 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Hermosa Pavilion Mortgage Loan matures on September 6, 2024.

Following the lockout period, the borrower has the right to defease the Hermosa Pavilion Mortgage Loan in whole, but not in part, on any date before May 1, 2024. In addition, the Hermosa Pavilion Mortgage Loan is prepayable without penalty on or after May 1, 2024.

HERMOSA PAVILION

Sources and Uses

Sources			Uses
Original loan amount	$31,875,000	100.0%	Loan payoff	$21,414,804	67.2%
			Reserves	1,123,863	3.5
			Closing Costs	491,334	1.5
			Return of equity	8,394,998	26.3
Total Sources	$31,875,000	100.0%	Total Uses	$31,875,000	100.0%

The Property. The Hermosa Pavilion Property is a mixed use, retail and office property containing approximately 120,226 square feet located in Hermosa Beach, California. Originally constructed in 1988 as a movie theatre anchored retail center, the Hermosa Pavilion Property was extensively remodeled in 2005 to accommodate 24 Hour Fitness. The Hermosa Pavilion Property consists of an enclosed two-story building that contains retail and office uses and is situated on a 1.92-acre parcel. The two-story building has an enclosed mall design and contains multiple commercial and retail tenants with a central interior plaza on the ground floor. The second level is accessed via a central stairway and elevator and contains commercial, office, and executive suite tenants. The anchor, 24 Hour Fitness, occupies both levels with a private stairway. The Hermosa Pavilion Property includes a six-level parking garage providing 504 parking spaces resulting in a parking ratio of 3.8 spaces per 1,000 square feet of net rentable area. As of June 30, 2014 the Hermosa Pavilion Property was 94.3% leased to 42 tenants.

The following table presents certain information relating to the tenancy at the Hermosa Pavilion Property:

Major Tenants

Tenant Name	Credit Rating (Fitch/Moody’s/ S&P)(1)	Tenant NRSF	% of NRSF	Annual U/W Base Rent PSF	Annual U/W Base Rent	% of Total Annual U/W Base Rent	Sales PSF(2)	Occupancy Cost(2)	Lease Expiration Date

Anchor Tenant
24 Hour Fitness(3)	B3/NR/B	50,765	42.2%	$26.41	$1,340,947	42.1%	NAV	NAV	7/31/2020
Total Anchor Tenant		50,765	42.2%	$26.41	$1,340,947	42.1%

Major Tenants
Salon Republic(4)	NR/NR/NR	16,179	13.5%	$22.19	$358,980	11.3%	NAV	NAV	9/30/2029
Fusion Learning	NR/NR/NR	6,486	5.4%	$33.72	$218,708	6.9%	NAV	NAV	2/28/2017
Precision Development	NR/NR/NR	4,738	3.9%	$35.28	$167,157	5.2%	NAV	NAV	4/9/2017
Keller Williams Beach Cities	NR/NR/NR	4,800	4.0%	$30.00	$144,000	4.5%	NAV	NAV	2/29/2016
Your Event, Inc.	NR/NR/NR	4,476	3.7%	$16.59	$74,243	2.3%	NAV	NAV	MTM
Total Major Tenants		36,679	30.5%	$26.26	$963,088	30.2%

Non-Major Tenants		25,885	21.6%	$34.00	$880,038	27.6%

Occupied Collateral Total		113,319	94.3%	$28.10	$3,184,073	100.0%

Vacant Space		6,907	5.7%

Collateral Total		120,226	100.0%

(1)	Certain ratings are those of the parent company whether or not the parent guarantees the lease.

(2)	Tenants are not required to report sales.

(3)	24 Hour Fitness does not report sales but membership as of July 2014 was approximately 16,000 members, compared to the chain average of 9,000 per location, per the tenant.

(4)	Salon Republic is expected to open for business in October 2014. The Salon Republic Reserve includes funds of $104,706 for the Salon Republic rent abatement through March 2015.

HERMOSA PAVILION

The following table presents certain information relating to the lease rollover schedule at the Hermosa Pavilion Property:

Lease Expiration Schedule(1)(2)

Year Ending December 31,	No. of Leases Expiring	Expiring NRSF	% of Total NRSF	Cumulative Expiring NRSF	Cumulative % of Total NRSF	Annual U/W Base Rent	Annual U/W Base Rent PSF(3)
MTM	20	11,131	9.3%	11,131	9.3%	$343,314	$30.84
2014	4	752	0.6%	11,883	9.9%	$29,280	$38.94
2015	5	1,607	1.3%	13,490	11.2%	$67,090	$41.75
2016	3	10,535	8.8%	24,025	20.0%	$313,116	$29.72
2017	2	11,224	9.3%	35,249	29.3%	$385,865	$34.38
2018	5	9,315	7.7%	44,564	37.1%	$293,615	$31.52
2019	1	1,811	1.5%	46,375	38.6%	$51,867	$28.64
2020	1	50,765	42.2%	97,140	80.8%	$1,340,947	$26.41
2021	0	0	0.0%	97,140	80.8%	$0	$0.00
2022	0	0	0.0%	97,140	80.8%	$0	$0.00
2023	0	0	0.0%	97,140	80.8%	$0	$0.00
2024	0	0	0.0%	97,140	80.8%	$0	$0.00
Thereafter	1	16,179	13.5%	113,319	94.3%	$358,980	$22.19
Vacant	0	6,907	5.7%	120,226	100.0%	$0	$0.00
Total/Weighted Average	42	120,226	100.0%			$3,184,073	$28.10

(1)	Information obtained from the underwritten rent roll.

(2)	Certain tenants may have lease termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Expiration Schedule.

(3)	Weighted Average Annual U/W Base Rent PSF excludes vacant space.

The following table presents historical occupancy percentages at the Hermosa Pavilion Property:

Historical Occupancy

12/31/2011(1)		12/31/2012(1)		12/31/2013(1)		6/30/2014(2)
78.9%		85.4%		93.9%		94.3%

(1)	Information obtained from the borrower.

(2)	Information obtained from the underwritten rent roll.

Cash Flow Analysis

	2012(1)	2013(1)	TTM 6/30/2014	U/W(2)	U/W $ per SF
Base Rent	$2,292,225	$2,506,825	$2,697,470	$3,184,073	$26.48
Grossed Up Vacant Space	0	0	0	$185,876	1.55
Percentage Rent	0	0	0	0	0.00
Total Reimbursables	521,979	551,267	559,460	598,853	4.98
Other Income	8,787	4,322	1,620	1,620	0.01
Less Vacancy & Credit Loss	0	0	0	(226,222)(3)	(1.88)
Effective Gross Income	$2,822,991	$3,062,414	$3,258,550	$3,744,201	$31.14

Total Operating Expenses	$867,017	$891,855	$911,066	$1,030,521	$8.57

Net Operating Income	$1,955,974	$2,170,559	$2,347,484	$2,713,680	$22.57
TI/LC	0	0	0	104,921	0.87
Capital Expenditures	0	0	0	24,045	0.20
Net Cash Flow	$1,955,974	$2,170,559	$2,347,484	$2,584,713	$21.50

NOI DSCR	1.03x	1.14x	1.23x	1.44x
NCF DSCR	1.03x	1.14x	1.23x	1.37x
NOI DY	6.1%	6.8%	7.4%	8.6%
NCF DY	6.1%	6.8%	7.4%	8.2%

(1)	The Hermosa Pavilion Property entered foreclosure in 2009 and was sold to the current Sponsor in 2010. At the time of sale, occupancy was approximately 50%. Through a repositioning strategy and capital investment, the Sponsor has increased occupancy from 50% to 94.3% as of June 30, 2014.

(2)

The increase in U/W Base Rents from TTM 6/30/2014 is due to the Salon Republic lease that is scheduled to commence in October 2014 which will increase base rental income at the Hermosa Pavilion Property by $358,980. The Salon Republic Reserve includes $104,706 for the Salon Republic rent abatement through March 2015.

(3)	The underwritten economic vacancy is 5.7%. The Hermosa Pavilion Property was 80.8% occupied and 94.3% leased as of June 30, 2014.

HERMOSA PAVILION

Appraisal. As of the appraisal valuation date of June 5, 2014, the Hermosa Pavilion Property had an “as-is” appraised value of $42,500,000.

Environmental Matters. According to the Phase I environmental report dated June 24, 2014, there was no evidence of any recognized environmental conditions at the Hermosa Pavilion Property.

Market Overview. The Hermosa Pavilion Property is located approximately 21.4 miles south of downtown Los Angeles and approximately 6.1 miles south of the Los Angeles International Airport. The Hermosa Pavilion Property is located at the northwest corner of 16th Street and Pacific Coast Highway, a primary commercial thoroughfare that provides access to the regional freeway system including the San Diego (Interstate 405) freeway. The Hermosa Pavilion Property is located between the City of Manhattan Beach, the Hermosa Beach pier, and the City of Redondo, in a commercial corridor that includes a Vons anchored shopping center immediately to the south. According to the appraisal, as of 2014, the estimated population within a three- and five-mile radius of the Hermosa Pavilion Property is 177,516 and 416,300, respectively. The estimated average household income within the same three- and five-mile radius was $118,490 and $96,344, respectively

According to a third party report, the South Bay/Torrance retail submarket is a coastal zone home to upper income beachfront cities in Los Angeles County, including Hermosa Beach, Manhattan Beach, and Redondo Beach. The community’s main, shopping, dining, and entertainment area is the Hermosa Beach Pier, less than one mile west of the Hermosa Pavilion Property. As of the first quarter of 2014, the South Bay/Torrance submarket had a reported vacancy of 4.1% and an average asking rate of $29.77 per square foot, on a triple-net basis.

According to a third party report, the El Segundo/Beach Cities office submarket contains a concentration of high technology, aerospace/defense and business companies. The submarket is located within the greater Los Angeles South Bay and contains newer office buildings and commercial amenities. According to a third party market research report, as of the first quarter of 2014, the El Segundo/ Beach Cities submarket had a reported market vacancy of 17.9% and a Class A rent average asking rate of $31.32 per square foot, on full service gross basis while posting a positive net absorption of 151,972 square feet in 2013.

The Borrowers. The borrower is a recycled special purpose entity and is 70.0% owned by Sofiya Machulskaya, 15.0% owned by the Lion Property Trust, and the remainder divided among another four partners. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Hermosa Pavilion Mortgage Loan. Shaoul J. Levy is the guarantor of certain nonrecourse carveouts under the Hermosa Pavilion Mortgage Loan.

The Sponsor. The loan sponsor is Shaoul J. Levy, the founder of Levy Affiliated. Mr. Levy has over 25 years of experience investing in real estate and acquired his first major commercial property in 1988. Mr. Levy formed Levy Affiliated to invest in real estate in Southern California on behalf of high net worth individuals, and has since grown the company to a team of 50 individuals overseeing a portfolio of nearly $500 million worth of real estate spread across the western United States. He has extensive experience investing across a variety of deal structures, having sourced, negotiated and executed over $630 million of real estate transactions. In total, he has acquired 56 commercial properties, representing approximately 4.0 million square feet of buildings.

Escrows. The loan documents provide for upfront escrows in the amount of $136,844 for real estate taxes, $19,000 for insurance, and $968,019 for the Salon Republic Reserve. The loan documents provide for monthly on-going escrows in the amount of $22,807 for real estate tax, $1,583 for insurance, $1,938 for replacement reserves, and $8,331 for TI/LCs (capped at $560,000). Additionally, during a Lease Sweep Period (as defined below), all excess cash flow (after payment of debt service, required reserves and budgeted and approved operating expenses) is deposited into the TI/LC reserve until such time that $560,000 has been deposited into the TI/LC reserve.

Lockbox and Cash Management. The Hermosa Pavilion Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrower directs tenant to pay their rents directly into such lockbox account. Prior to the occurrence of a Cash Trap Event Period (as defined below), all funds on deposit in the lockbox account are swept into the borrowers’ operating account on a daily basis. During a Cash Trap Event Period, all funds on deposit in the lockbox account are swept to a lender-controlled cash management account on a monthly basis.

A “Cash Trap Event Period” will commence upon the earlier of (i) the maturity date of the mortage loan, (ii) the occurrence and continuation of an event of default, (iii) an amortizing debt service coverage ratio less than 1.05x, or (iv) the commencement of a Lease Sweep Period.

A Cash Trap Event Period will end, with respect to clause (i) the Hermosa Pavilion Mortgage Loan and all other obligations under the loan documents have been repaid in full or (ii) the maturity date has not occurred and with respect to clause (ii) above, any event of default has been cured and no other event of default has occurred and is continuing; with respect to clause (iii) lender has determined that the Hermosa Pavilion Property has achieved an amortizing debt service coverage ratio of 1.05x for two consecutive calendar quarters; and with respect to clause (iv) such Lease Sweep Period has ended.

A “Lease Sweep Period” shall commence on the first payment date following the occurrence of any of the following: (i) the date that is six months prior to the end of the term of any Major Lease (as defined below) (including any renewal terms); (ii) the date required under a Major Lease by which the applicable Major Tenant (as defined below) is required to give notice of its exercise of a renewal option thereunder (and such renewal has not been so exercised); (iii) any Major Lease is surrendered, cancelled or terminated prior to its then current expiration date; (iv) any Major Tenant shall discontinue its business at its premises (i.e., “goes dark”); (v) the occurrence and continuance (beyond any applicable notice and cure periods) of a material monetary default under any Major Lease by the applicable Major Tenant thereunder; or (vi) the occurrence of certain insolvency proceedings related to a major tenant.

HERMOSA PAVILION

A Lease Sweep Period will end upon the earlier to occur of (x) the accumulation of $560,000 in the reserve to pay for all anticipated expenses in connection with the re-leasing of the space under the applicable Major Lease that gave rise to the subject Lease Sweep Period, including brokerage commissions and tenant improvements, and any anticipated shortfalls of payments required hereunder during any period of time that rents are insufficient as a result of down-time or free rent periods, or (y) the occurrence of any of the following: (1) with respect to a Lease Sweep Period caused by clauses (i), (ii), (iii) or (iv) above, upon the earlier to occur of (A) the date on which the Major Tenant irrevocably exercises its renewal or extension option (or otherwise enters into an extension agreement with the borrower and acceptable to lender) with respect to all of the space demised under its Major Lease, and in lender’s judgment, sufficient funds have been accumulated in the reserve (during the continuance of the Lease Sweep Period) to pay for all anticipated leasing expenses for such Major Lease and any other anticipated expenses in connection with such renewal or extension, or (B) the date on which all of the space demised under the Major Lease that gave rise to the Lease Sweep Period has been fully leased pursuant to a replacement lease or replacement leases approved by lender, and all Major Lease leasing expenses (and any other expenses in connection with the re-tenanting of such space) have been paid in full whether from funds contained in any reserve accounts; (2) with respect to a Lease Sweep Period caused by clause (v) above, if the Major Tenant default has been cured, and no other Major Tenant default has occurred for a period of three consecutive months following such cure; or (3) with respect to a lease Sweep Period caused by clause (vi) above, if the applicable Major Tenant insolvency proceeding has terminated and the applicable Major Lease has been affirmed, assumed or assigned in a manner satisfactory to lender.

A “Major Lease” is the 24 Hour Fitness Lease and any other lease which covers 30,000 or more rentable square feet of the Hermosa Pavilion Property.

A “Major Tenant” is any tenant under either a Major Lease, or under one or more leases, which when taken together cover in the aggregate 30,000 or more rentable square feet of the Hermosa Pavilion Property.

Property Management. The Hermosa Pavilion Property is managed by Platinum Realty Management, Inc.

Assumption. The borrower has the right to transfer the Hermosa Pavilion Property, provided that no event of default has occurred and is continuing and certain other conditions are satisfied, including, but not limited to the following: (i) the lender’s reasonable determination that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee’s experience, financial strength and general business standing; (ii) execution of a recourse guaranty and an environmental indemnity by an affiliate of the transferee; and (iii) if requested by the lender, rating agency confirmation from Fitch, KBRA, and Moody’s that the transfer will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates.

Partial Release. Not permitted.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Not permitted.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Hermosa Pavilion. The loan documents also require business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.

Earthquake Insurance. The loan documents do not require earthquake insurance. The seismic report indicated a probable maximum loss of 8%.


No. 9 – Texas Portfolio

Loan Information					Properties Information
Mortgage Loan Seller:		Walker & Dunlop Commercial Property Funding I WF, LLC			Single Asset/Portfolio:	Portfolio
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Multifamily
Original Principal Balance:		$31,423,000			Specific Property Type:	Garden
Cut-off Date Principal Balance:		$31,423,000			Location:	Various(3)
% of Initial Pool Balance:		[ ]%			Size:	520 units
Loan Purpose:		Acquisition			Cut-off Date Principal Balance Per Unit(1):	$60,429
Borrower Names:		AMG Rincon, LLC; AMG Reata, LLC; AMG Las Palmas, LLC			Year Built/Renovated:	Various(4)
Sponsors:		Anthony Iarocci, III; Brian Gibbs; Gary Solomon, Sr.			Title Vesting:	Fee
Mortgage Rate:		4.358%			Properties Manager:	Self-managed
Note Date:		July 30, 2014			3rd Most Recent Occupancy (As of)(5):	93.4% (12/31/2011)
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of)(5):	89.2% (12/31/2012)
Maturity Date:		August 11, 2024			Most Recent Occupancy (As of)(5):	88.1% (12/31/2013)
IO Period:		48 months			Current Physical Occupancy (As of):	94.0% (7/21/2014)
Loan Term (Original):		120 months
Seasoning:		1 month			Underwriting and Financial Information(1):
Amortization Term (Original):		360 months
Loan Amortization Type:		Interest-only, Amortizing Balloon			3rd Most Recent NOI (As of):	$2,919,939 (12/31/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$2,719,687 (12/31/2013)
Call Protection:		L(25),D(91),O(4)			Most Recent NOI (As of):	$2,754,481 (TTM 6/30/2014)
Lockbox Type:		Hard/In-Place Cash Management
Additional Debt(1):		Yes			U/W Revenues:	$5,279,048
Additional Debt Type(1):		Mezzanine			U/W Expenses:	$2,159,204
					U/W NOI:	$3,119,844
					U/W NCF:	$2,989,844
Escrows and Reserves(2):					U/W NOI DSCR:	1.66x
					U/W NCF DSCR:	1.59x
Type:	Initial		Monthly	Cap (If Any)	U/W NOI Debt Yield:	9.9%
Taxes	$360,832		$45,104	NAP	U/W NCF Debt Yield:	9.5%
Insurance	$24,302		$12,151	NAP	As-Is Appraised Value:	$43,750,000
Replacement Reserve	$987,632		$10,833	NAP	As-Is Appraisal Valuation Date:	June 16, 2014
Deferred Maintenance	$118,363		$0	NAP	Cut-off Date LTV Ratio:	71.8%
Renovation Reserve	$210,950		$0	NAP	LTV Ratio at Maturity or ARD:	64.3%

(1)

See “Subordinate and Mezzanine Indebtedness” below. The equity interests in the borrowers under the Texas Portfolio Mortgage Loan have been pledged to secure mezzanine indebtedness with a balance as of the Cut-off Date of $5,377,000. All LTV, DSCR, debt yield and Cut-off Date Principal Balance Per Unit numbers shown in the chart above are based solely on the $31,423,000 mortgage loan financing. As of the Cut-off Date, the combined U/W NCF DSCR is 1.24x (based on a 9.45% interest rate on the mezzanine indebtedness), the combined LTV ratio is 84.1% and the combined U/W NCF Debt Yield is 8.1%.

(2)

See “Escrows” below.

(3)

The three properties comprising the Texas Portfolio are located in McAllen, Texas (Rincon Apartments), Harlingen, Texas (Reata Apartments) and Brownsville, Texas (Las Palmas Apartments).

(4)

The Rincon Apartments property was built in 2001, the Reata Apartments property was built in 2002 and the Las Palmas Apartments property was built in 2002.

(5)

See “Historical Occupancy” below.

The Mortgage Loan. The mortgage loan (the “Texas Portfolio Mortgage Loan”) is evidenced by a single promissory note that is secured by deeds of trust encumbering three garden multifamily properties totaling 520 units located in McAllen, Texas, Harlingen, Texas, and Brownsville, Texas (the “Texas Portfolio Properties”). The Texas Portfolio Mortgage Loan was originated on July 30, 2014 by Walker & Dunlop Commercial Property Funding I WF, LLC. The Texas Portfolio Mortgage Loan had an original principal balance of $31,423,000, has an outstanding principal balance as of the Cut-off Date of $31,423,000 and accrues interest at an interest rate of 4.358% per annum. The Texas Portfolio Mortgage Loan had an initial term of 120 months, has a remaining term of 119 months as of the Cut-off Date and requires interest-only payments for the first 48 payments following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Texas Portfolio Mortgage Loan matures on August 11, 2024.

Following the lockout period, the borrowers have the right to defease the Texas Portfolio Mortgage Loan in whole, but not in part (other than in connection with a partial release as described below under “Partial Release”), on any due date before May 11, 2024. In addition, the Texas Portfolio Mortgage Loan is prepayable without penalty on or after May 11, 2024.

TEXAS PORTFOLIO

Sources and Uses

Sources			Uses
Original loan amount	$31,423,000	71.8%	Purchase price(1)	$41,292,000	94.4%
Mezzanine loan	5,377,000	12.3%	Reserves	1,702,079	3.9
Sponsors’ new cash contribution	6,955,857	15.9%	Closing costs	761,778	1.7
Total Sources	$43,755,857	100.0%	Total Uses	$43,755,857	100.0%

(1)	The Texas Portfolio Properties were part of a six-property portfolio acquisition by the sponsors. The purchase price reflects the purchase price allocated to the Texas Portfolio Properties as reflected in the settlement statements and title policies.

The Properties. The Texas Portfolio Properties consist of three multifamily properties containing 520 units located in McAllen, Texas (Rincon Apartments), Harlingen, Texas (Reata Apartments), and Brownsville, Texas (Las Palmas Apartments). The Texas Portfolio Properties were built between 2001 and 2002 and the unit mix is made up of 304 one-bedroom units and 216 two-bedroom units. As of July 21, 2014, the Texas Portfolio Properties were 94.0% occupied.

The Rincon Apartments property consists of fourteen two-story, garden-style apartment buildings and one single-story clubhouse/office situated on a 12.7-acre parcel in McAllen, Texas. Built in 2001, the property contains 232 units comprised of 136 one-bedroom units (averaging 668 square feet each) and 96 two-bedroom units (averaging 1,038 square feet each).

The Reata Apartments property consists of nine two-story, garden-style apartment buildings and one single-story clubhouse/office situated on a 6.3-acre parcel in Harlingen, Texas. Built in 2002, the property contains 144 units comprised of 88 one-bedroom units (averaging 660 square feet each) and 56 two-bedroom units (averaging 1,026 square feet each).

Las Palmas Apartments property consists of nine two-story, garden-style apartment buildings and one single-story clubhouse/office situated on an 8.7-acre parcel in Brownsville, Texas. Built in 2002, the property contains 144 units comprised of 80 one-bedroom units (averaging 656 square feet) and 64 two-bedroom units (averaging 1,022 square feet each).

Common area amenities at all of the Texas Portfolio Properties include a swimming pool, picnic area and barbeque grills, fitness center, business center, covered parking and gated access.

The following table presents certain information relating to the Texas Portfolio Properties:

Property Name	Allocated Cut-off Date Principal Balance	% of Portfolio Cut-off Date Principal Balance	Occupancy	Year Built/ Renovated	No. of Units
Rincon Apartments	$14,907,000	47.4%	91.4%	2001/NAP	232
Las Palmas Apartments	$8,573,000	27.3%	97.9%	2002/NAP	144
Reata Apartments	$7,943,000	25.3 %	94.4%	2002/NAP	144
Total/Weighted Average	$31,423,000	100.0%	94.0%		520

The following table presents certain information relating to the unit mix of the Texas Portfolio Properties:

Apartment Unit Summary(1)

Unit Type	No. of Units	% of Total Units	Average Unit Size (SF)	Average In-Place Monthly Rent per Unit
1 Bedroom	304	58.5%	667	$749
2 Bedroom	216	41.5%	1,022	$948
Total/Weighted Average	520	100.0%	814	$832

(1)	Information obtained from the underwritten rent rolls.

The following table presents historical occupancy percentages at the Texas Portfolio Properties:

Historical Occupancy

12/31/2011(1)		12/31/2012(1)		12/31/2013(1)		7/21/2014(2)
93.4%		89.2%		88.1%		94.0%

(1)	Economic occupancy for the entirety of each calendar year. Information obtained from the borrowers.

(2)	Physical occupancy as of July 21, 2014. Information obtained from the rent roll provided by the borrowers.

TEXAS PORTFOLIO

Cash Flow Analysis

	2012		2013		TTM 6/30/2014		U/W		U/W $ per Unit
Base Rent	$5,211,706		$5,165,813		$5,161,171		$4,833,022		$9,294
Grossed Up Vacant Space	0		0		0		345,680		665
Other Income(1)	515,228		560,728		550,959		550,920		1,059
Less Vacancy & Credit Loss	(616,968	)	(679,003	)	(558,901	)	(450,574	)(2)	(866	)
Effective Gross Income	$5,109,966		$5,047,538		$5,153,229		$5,279,048		$10,152

Total Operating Expenses	$2,190,027		$2,327,850		$2,398,748		$2,159,204		$4,152

Net Operating Income	$2,919,939		$2,719,688		$2,754,481		$3,119,844	(3)	$6,000
Capital Expenditures	0		0		36,000		130,000		250
Net Cash Flow	$2,919,939		$2,719,688		$2,718,481		$2,989,844		$5,750

NOI DSCR	1.55x		1.45x		1.47x		1.66x
NCF DSCR	1.55x		1.45x		1.45x		1.59x
NOI DY	9.3%		8.7%		8.8%		9.9%
NCF DY	9.3%		8.7%		8.7%		9.5%

(1)	Other Income is largely comprised of water/sewer reimbursements, trash reimbursements, parking and garage fees, cable television fees, late fees, pet fees and other forms of miscellaneous income.

(2)	The underwritten occupancy is 91.3%. The Texas Portfolio Properties were 94.0% physically occupied as of July 21, 2014.

(3)	Based on trailing 9 months collections with respect to net rental income and trailing 12 months collections with respect to Other Income.

Appraisal. As of the appraisal valuation date of June 16, 2014, the Texas Portfolio Properties had an aggregate “as-is” appraised value of $43,750,000.

Environmental Matters. According to Phase I environmental assessments dated June 27, 2014, there was no evidence of any recognized environmental conditions at the Texas Portfolio Properties.

Market Overview. The Texas Portfolio Properties are located in the cities of McAllen, Harlingen and Brownsville, all of which are within the far southern portion of the State of Texas.

Rincon Apartments

The Rincon Apartments property is located in McAllen, Texas, within the McAllen-Edinburg-Pharr metropolitan statistical area (“McAllen MSA”). According to third-party market research reports, the McAllen MSA had an estimated population of 840,500 as of March 2014. In addition, the McAllen MSA population has grown roughly 17.5% since 2007 and is projected to increase 9.0% by 2018. The number of households within a five-mile radius of the Rincon Apartments property is expected to increase through 2019 with an annual growth rate of 1.4%. The average household income within a one-mile radius in 2014 is $68,865. The economy of the McAllen MSA is heavily influenced by its proximity to the Mexican border. Major employment sectors in the McAllen MSA are education and health services (25.7%), trade, transportation and utilities (21.4%), government (23.3%), and leisure and hospitality (9.1%). The McAllen MSA had a vacancy rate of 2.5% as of the first quarter of 2014, which is lower than the national rate of 4.1% and represents a significant decrease from a five-year low of 6.9% in 2009. Furthermore, the average asking rent for the McAllen MSA as of the first quarter of 2014 was $684 per unit.

Reata Apartments & Las Palmas Apartments

The Reata Apartments property (Harlingen, Texas) and the Las Palmas Apartments property (Brownsville, Texas) are located within the Brownsville-Harlingen Metropolitan Statistical Area (the “Brownsville MSA”). According to third-party market research reports, the Brownsville MSA had an estimated population of 428,500 as of March 2014. In addition, the average household income within a one-mile radius of the Reata Apartments property and the Las Palmas Apartment property in 2014 is $74,403 and $44,833, respectively. The Brownsville MSA’s economy is based on international trade with Mexico through the North America Free Trade Agreement and is home to a growing manufacturing sector. The Port of Brownsville is a major economic growth driver for the region and provides an important link between the road networks of nearby Mexico and the Gulf Intracoastal Waterway of Texas. The Brownsville MSA had a vacancy rate of 4.7% as of the first quarter of 2014, which represents a significant decrease from a five-year low of 7.5% in 2009. For the same period, the average asking rent for the Brownsville MSA was $627 per unit.

The Borrowers. The borrowers are AMG Rincon, LLC, AMG Reata, LLC and AMG Las Palmas, LLC, each a newly formed single purpose entity with two independent directors. Anthony Iarocci, III, Brian Gibbs, and Gary Solomon, Sr. are the guarantors of certain nonrecourse carveouts under the Texas Portfolio Mortgage Loan.

The Sponsors. The sponsors are Anthony Iarocci, III, Brian Gibbs, and Gary Solomon, Sr. Mr. Iarocci’s real estate experience has primarily been in the new construction area, having been a principal in the development of over 1,000 apartment units in the past four years. Brian Gibbs is a developer, owner and operator of real estate in New Orleans. Gary Solomon, Sr. has been an active

TEXAS PORTFOLIO

venture capitalist for the past 24 years and is currently involved with companies that employ approximately 1,200 employees. In 1991, Mr. Solomon purchased Crescent Bank & Trust which currently has $600 million in assets and 400 employees.

Escrows. The loan documents provide for upfront reserves in the amount of $360,832 for real estate taxes, $24,302 for insurance, $118,363 for deferred maintenance, $987,632 for replacement reserves and $210,950 for a renovation reserve. The renovation reserve will be primarily used to (i) complete minor roof repairs at the Las Palmas Apartments property ($13,600), the Reata Apartments property ($16,050) and the Rincon Apartments property ($21,300), (ii) add new parking spots at the Las Palmas Apartments property ($10,000), and (iii) complete ongoing interior upgrades at the Rincon Palmas Apartments property ($150,000). The loan documents also provide for ongoing monthly reserves in the amount of $45,104 for real estate taxes, $12,151 for insurance and $10,833 for replacement reserves.

Lockbox and Cash Management. The loan documents require a lender-controlled lockbox account, which is already in place, and that all cash revenues and all other monies received by the borrowers or the property manager be deposited into the lockbox account within one business day of receipt. All amounts on deposit in the lockbox account are swept on a daily basis into a lender-controlled cash management account. Prior to the occurrence of a Cash Trap Event (as defined below), all excess funds remaining on deposit in the cash management account after application to debt service and other expenses in accordance with the cash management agreement will be swept to the borrowers’ operating account. Upon the occurrence of a Cash Trap Event, all such excess funds will be swept into the excess cash flow account and held as additional collateral for the Texas Portfolio Mortgage Loan.

A “Cash Trap Event” will commence (i) upon the occurrence of an event of default, or (ii) if the total debt service coverage ratio (that is, including the debt service for the Texas Portfolio Mezzanine Loan (as defined below)) calculated based on the trailing three calendar months is less than 1.10x.

Property Management. The Texas Portfolio Properties are managed by an affiliate of the borrowers.

Assumption. Commencing on July 30, 2015, the borrowers have the right to transfer the Texas Portfolio Properties, provided that, among other things, (i) no event of default has occurred and is continuing, (ii) the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration transferee’s experience, financial strength and general business standing; (iii) the Texas Portfolio Mezzanine Lender (see “Subordinate and Mezzanine Indebtedness” below) consents in writing to such transfer, (iv) a recourse guaranty and an environmental indemnity are executed by an affiliate of the transferee, and (v) rating agency confirmations are provided with respect to each of Fitch, KBRA, and Moody’s.

Partial Release. Following the lockout period, as long as no event of default has occurred and is continuing, the borrowers are permitted to release any individual property from the lien of the Texas Portfolio Mortgage Loan (in connection with a partial defeasance), subject to certain conditions, including (i) the payment of a release price equal to the greatest of (A) 115% of the allocated loan amount of the property being released, (B) the amount that would result in the debt service coverage ratio with respect to the remaining properties being no less than 1.58x, and (C) the amount that would result in the debt service coverage ratio with respect to the remaining properties being no less than the debt service coverage ratio immediately prior to the release, and (ii) rating agency confirmations are provided with respect to each of Fitch, KBRA, and Moody’s.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. ColFin Texas Portfolio Funding, LLC (the “Texas Portfolio Mezzanine Lender”) has made a $5,377,000 mezzanine loan (the “Texas Portfolio Mezzanine Loan”) to AMG Mezz Borrower, LLC, the limited liability company that owns 100% of the borrowers under the Texas Portfolio Mortgage Loan. The Texas Portfolio Mezzanine Loan accrues interest at an interest rate of 9.450% per annum and requires interest-only payments for the initial 48 months of the term and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrowers provide coverage for terrorism in an amount equal to the full replacement cost of the Texas Portfolio Properties. The loan documents also require business interruption insurance covering no less than the 12-month period following the occurrence of a casualty event.


No. 10 – Hilton Lexington Downtown

Loan Information					Property Information
Mortgage Loan Seller:		Wells Fargo Bank, National Association			Single Asset/Portfolio:	Single Asset
Credit Assessment (Fitch/KBRA/Moody’s):		NR/NR/NR			Property Type:	Hospitality
Original Principal Balance:		$28,420,000			Specific Property Type:	Full Service
Cut-off Date Principal Balance:		$28,420,000			Location:	Lexington, KY
% of Initial Pool Balance:		[ ]%			Size:	366 rooms
Loan Purpose:		Acquisition			Cut-off Date Principal Balance Per Room:	$77,650
Borrower Name:		Lexington Downtown Hotel, LLC			Year Built/Renovated:	1982/2010
Sponsor:		Lexington Downtown Hotel Investment, LLC			Title Vesting:	Fee
Mortgage Rate:		4.130%			Property Manager:	New Castle Hotels & Resorts
Note Date:		June 19, 2014			3rd Most Recent Occupancy (As of):	58.7% (12/31/2011)
Anticipated Repayment Date:		NAP			2nd Most Recent Occupancy (As of):	65.1% (12/31/2012)
Maturity Date:		July 11, 2019			Most Recent Occupancy (As of):	69.0% (12/31/2013)
IO Period:		36 months			Current Occupancy (As of):	68.5% (4/30/2014)
Loan Term (Original):		60 months
Seasoning:		2 months			Underwriting and Financial Information:
Amortization Term (Original):		360 months
Loan Amortization Type:		Interest-only, Amortizing Balloon			3rd Most Recent NOI (As of):	$3,018,246 (12/31/2012)
Interest Accrual Method:		Actual/360			2nd Most Recent NOI (As of):	$3,719,414 (12/31/2013)
Call Protection:		L(26),D(30),O(4)			Most Recent NOI (As of):	$3,790,988 (TTM 4/30/2014)
Lockbox Type:		Hard/Springing Cash Management
Additional Debt:		None
Additional Debt Type:		NAP
					U/W Revenues:	$16,547,442
					U/W Expenses:	$12,695,992
					U/W NOI:	$3,851,450
Escrows and Reserves(1):					U/W NCF:	$3,189,552
					U/W NOI DSCR:	2.33x
Type:	Initial		Monthly	Cap (If Any)	U/W NCF DSCR:	1.93x
Taxes	$174,996		$19,444	NAP	U/W NOI Debt Yield:	13.6%
Insurance	$0		Springing	NAP	U/W NCF Debt Yield:	11.2%
FF&E	$0		(1)	NAP	As-Is Appraised Value:	$41,000,000
PIP Reserve	$1,800,000		Springing	NAP	As-Is Appraisal Valuation Date:	May 27, 2014
Parking Rent Reserve	$56,250		Springing	$56,250	Cut-off Date LTV Ratio:	69.3%
Seasonality Reserve	$249,951		$35,707	$249,951	LTV Ratio at Maturity or ARD:	67.0%

(1)	See “Escrows” section.

The Mortgage Loan. The mortgage loan (the “Hilton Lexington Downtown Mortgage Loan”) is evidenced by a single promissory note that is secured by a first mortgage encumbering the fee interest in a full service hotel located in Lexington, Kentucky (the “Hilton Lexington Downtown Property”). The Hilton Lexington Downtown Mortgage Loan was originated on June 19, 2014 by Wells Fargo Bank, National Association. The Hilton Lexington Downtown Mortgage Loan had an original principal balance of $28,420,000, has an outstanding principal balance as of the Cut-off Date of $28,420,000 and accrues interest at an interest rate of 4.130% per annum. The Hilton Lexington Downtown Mortgage Loan had an initial term of 60 months, has a remaining term of 58 months as of the Cut-off Date and requires interest-only payments for the first 36 months following origination and, thereafter, requires payments of principal and interest based on a 30-year amortization schedule. The Hilton Lexington Downtown Mortgage Loan matures on July 11, 2019.

Following the lockout period, the borrower has the right to defease the Hilton Lexington Downtown Mortgage Loan in whole, but not in part, on any date before April 11, 2019. In addition, the Hilton Lexington Downtown Mortgage Loan is prepayable without penalty on or after April 11, 2019.

HILTON LEXINGTON DOWNTOWN

Sources and Uses

Sources			Uses
Original loan amount	$28,420,000	66.2%	Purchase price	$38,930,000	90.7%
Buyer credits	2,805,000(1)	6.5	Reserves	2,281,197	5.3
Sponsor’s new cash contribution	11,700,867	27.3	Closing costs	1,714,670	4.0
Total Sources	$42,925,867	100.0%	Total Uses	$42,925,867	100.0%

(1)	Represents a $1,830,000 credit for property improvement plan (“PIP”) work and a $975,000 credit for equity rollover from the prior ownership structure.

The Property. The Hilton Lexington Downtown Property is a 366-room full service hotel located in the central business district of Lexington, Kentucky. Built in 1982 and renovated in 2010, the Hilton Lexington Downtown Property is situated on floors 1-17 of a 22-story high rise tower; floors 18-22 comprise 38 leasehold condominium units, which are owned by a third-party through an air rights lease and are not part of the collateral. The Hilton Lexington Downtown Property is part of a mixed use development which also includes a 240,000 square foot office building and the 476-space Vine Center parking garage (both properties are not part of the collateral). The borrower has an agreement to operate the Vine Center parking garage through July 2038. The Hilton Lexington Downtown Property was formerly operated as a Radisson hotel and was re-flagged to a Hilton in 2009, along with $16.0 million of capital improvements. In addition, the borrower plans to complete a $1.8 million property improvement plan (“PIP”) by February 2016. Amenities at the Hilton Lexington Downtown Property include two food and beverage outlets, room service, indoor pool, exercise room, business center and 16 conference rooms totaling 20,209 square feet. The Hilton Lexington Downtown Property is subject to a franchise agreement that expires in June 2029.

Cash Flow Analysis

	2012	2013	TTM 4/30/2014	U/W	U/W $ per Room
Occupancy	65.1%	69.0%	68.5%	68.5%
ADR	$118.23	$123.37	$123.67	$123.67
RevPAR	$77.02	$85.16	$84.76	$84.76

Total Revenue	$14,832,962	$16,316,787	$ 16,424,935	$16,547,442	$45,212
Total Department Expenses	6,009,268	6,448,835	6,469,375	6,469,375	17,676
Gross Operating Profit	$8,823,694	$9,867,952	$9,955,560	$10,078,067	$27,536

Total Undistributed Expenses	5,419,061	5,765,974	5,757,889	5,797,165	15,839
Profit Before Fixed Charges	$3,404,633	$4,101,978	$4,197,671	$4,280,902	$11,696

Total Fixed Charges	386,387	382,564	406,683	429,452	1,173

Net Operating Income	$3,018,246	$3,719,414	$3,790,988	$3,851,450	$10,523
FF&E	0	0	0	661,898	1,808
Net Cash Flow	$3,018,246	$3,719,414	$3,790,988	$3,189,552	$8,715

NOI DSCR	1.82x	2.25x	2.29x	2.33x
NCF DSCR	1.82x	2.25x	2.29x	1.93x
NOI DY	10.6%	13.1%	13.3%	13.6%
NCF DY	10.6%	13.1%	13.3%	11.2%

Appraisal. As of the appraisal valuation date of May 27, 2014, the Hilton Lexington Downtown Property had an “as-is” appraised value of $41,000,000.

Environmental Matters. According to the Phase I environmental site assessment dated May 29, 2014, there was no evidence of any recognized environmental conditions at the Hilton Lexington Downtown Property.

Market Overview and Competition. The Hilton Lexington Downtown Property is located at the northeast corner of the intersection of West Vine Street and South Mill Street, in the central business district of Lexington, Kentucky. Lexington is the second largest city in Kentucky and is home to the headquarters of Lexmark International, the Kentucky Horse Park and the University of Kentucky. Primary access to the local area is provided by Interstate 75 from the north and south and Interstate 64 from the east and west. The Hilton Lexington Downtown Property is within walking distance to Rupp Arena (the University of Kentucky basketball arena), the Lexington Convention Center and an array of restaurants and nightlife. Directly adjacent to the Hilton Lexington Downtown Property is Triangle Park, which serves as a community gathering site and hosts Lexington’s Christmas tree and ice skating rink in the winter as well as outdoor concerts and festivals in the spring and summer. In addition, the Hilton Lexington Downtown Property is located less than one mile north of the main campus of the University of Kentucky.

HILTON LEXINGTON DOWNTOWN

The following table presents certain information relating to the Hilton Lexington Downtown Property’s competitive set:

Subject and Market Historical Occupancy, ADR and RevPAR(1)

	Competitive Set			Hilton Lexington Downtown			Penetration Factor
Year	Occupancy	ADR	RevPAR	Occupancy	ADR	RevPAR	Occupancy	ADR	RevPAR
4/30/2014 TTM	58.7%	$125.81	$73.90	68.0%	$124.72	$84.76	115.7%	99.1%	114.7%
4/30/2013 TTM	58.5%	$122.45	$71.66	67.4%	$120.90	$81.47	115.2%	98.7%	113.7%
4/30/2012 TTM	58.0%	$120.80	$70.06	61.4%	$119.47	$73.30	105.8%	98.9%	104.6%

(1)	Information obtained from a third party hospitality report dated May 19, 2014. The competitive set includes the following hotels: The Campbell House, Hyatt Regency Lexington, Marriott Griffin Gate Resort & Spa and Embassy Suites Lexington.

The Borrower. The borrower is Lexington Downtown Hotel, LLC, a Delaware limited liability company and a single purpose entity with one independent director. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Hilton Lexington Downtown Mortgage Loan. Bryan E. Gordon and Seth M. Wolkov are the guarantors of certain nonrecourse carveouts under the Hilton Lexington Downtown Mortgage Loan.

The Sponsor. The sponsor is Lexington Downtown Hotel Investment, LLC. The executive officers of the sponsor are Bryan E. Gordon and Seth M. Wolkov, who serve as chairman/managing director and senior vice president, respectively, of Madison Capital Management. Founded in 1996, Madison Capital Management is a private investment holding company that has invested over $1 billion into a diverse portfolio of investments including hospitality and multifamily commercial real estate assets.

Escrows. The loan documents provide for an upfront real estate tax escrow in the amount of $174,996 and ongoing monthly escrows of $19,444.

The loan documents provide for an upfront escrow in the amount of $1,800,000 for a PIP reserve. Additional deposits into the PIP Reserve may be required if the lender determines in its reasonable discretion that any future PIP work may be required. Future deposits into the PIP Reserve shall be in an amount equal to 125% of the estimated costs to complete such additional PIP work.

The loan documents provide for an upfront escrow in the amount of $56,250, which represents three months’ rent for the parking structure located adjacent to the Hilton Lexington Downtown Property, which the borrower leases in its entirety. If disbursements are made from the Parking Rent Reserve due to insufficient cash flow from the Hilton Lexington Downtown Property to pay the rent then due under the parking agreement, the borrower shall replenish the account on the following monthly payment date.

The loan documents provide for an upfront escrow in the amount of $249,951 for a Seasonality Reserve, which may be used for the payment of any monthly debt service payment in December or January of each year, only to the extent that there is insufficient cash flow from the Hilton Lexington Downtown Property to make such debt service payment or pay operating expenses. The borrower is also required to make deposits of $35,707 into the Seasonality Reserve account in February, March, April, May, September, October and November of each year (subject to a cap of $249,951).

Ongoing monthly reserves for insurance are not required as long as (i) no event of default has occurred and is continuing; (ii) the Hilton Lexington Downtown Property is covered by an acceptable blanket insurance policy; and (iii) the borrower provides the lender with evidence of renewal of the insurance policies and timely proof of payment of insurance premiums.

Prior to February 2016, ongoing monthly FF&E reserves are not required as long as no event of default has occurred and is continuing. Commencing February 2016, ongoing monthly FF&E reserves are required in an amount equal to one-twelfth of 4.0% of gross revenue for the prior fiscal year.

Lockbox and Cash Management. The Hilton Lexington Downtown Mortgage Loan requires a lender-controlled lockbox account, which is already in place, and that the borrower and property manager cause all receipts payable with respect to the Hilton Lexington Downtown Property to be deposited directly into the lockbox account. The loan documents also require all revenues received by the borrower or the property manager to be deposited into the lockbox account within one business day of receipt. Prior to the occurrence of a Cash Trap Event Period (as defined below), all funds on deposit in the lockbox account are swept to the borrower’s operating account on a monthly basis. During a Cash Trap Event Period, all funds on deposit in the lockbox account are swept to a lender-controlled cash management account on a monthly basis.

A “Cash Trap Event Period” will commence upon the earlier of (i) the occurrence and continuance of an event of default or (ii) the amortizing debt service coverage ratio falling below 1.15x at the end of any calendar month (unless, within 10 business days, the borrower provides the lender with a letter of credit in an amount which, if applied to the outstanding principal balance of the Hilton Lexington Downtown Mortgage Loan, would cause the debt service coverage ratio to be equal to or greater than 1.15x). A Cash Trap Event Period will expire, with regard to clause (i), upon the cure of such event of default, or with regard to clause (ii), upon the amortizing debt service coverage ratio being equal to or greater than 1.20x for one calendar quarter.

Property Management. The Hilton Lexington Downtown Property is managed by New Castle Hotels & Resorts.

Assumption. The borrower has the two-time right to transfer the Hilton Lexington Downtown Property provided that certain conditions are satisfied, including (i) no event of default has occurred and is continuing; (ii) the lender reasonably determines that the proposed transferee and guarantor satisfy the lender’s credit review and underwriting standards, taking into consideration

HILTON LEXINGTON DOWNTOWN

transferee experience, financial strength and general business standing; and (iii) the lender has received confirmation from Fitch, KBRA and Moody’s that such assumption will not result in a downgrade, withdrawal or qualification of the respective ratings assigned to the Series 2014-C22 Certificates.

Partial Release. Not permitted.

Real Estate Substitution. Not permitted.

Subordinate and Mezzanine Indebtedness. Not permitted.

Ground Lease. None.

Terrorism Insurance. The loan documents require that the “all risk” insurance policy required to be maintained by the borrower provide coverage for terrorism in an amount equal to the full replacement cost of the Hilton Lexington Downtown Property, as well as business interruption insurance covering no less than the 18-month period following the occurrence of a casualty event, together with a six-month extended period of indemnity.

WFRBS Commercial Mortgage Trust 2014-C22

Transaction Contact Information

Questions may be directed to any of the following individuals:

Wells Fargo Securities, LLC		RBS Securities Inc.

Brigid Mattingly	Tel. (312) 269-3062	Todd Jaeger - Trading	Tel. (203) 897-2900
	Fax (312) 658-0140

A.J. Sfarra	Tel. (212) 214-5613	Adam Ansaldi	Tel. (203) 897-0881
	Fax (212) 214-8970		Fax (203) 873-3542

Alex Wong	Tel. (212) 214-5615	Jim Barnard	Tel. (203) 897-4417
	Fax (212) 214-8970		Fax (203) 873-4310