UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM ABS-15G
ASSET-BACKED SECURITIZER
REPORT PURSUANT TO SECTION 15G
OF THE SECURITIES EXCHANGE ACT OF 1934
Check the appropriate box to indicate the filing obligation to which this form is
intended to satisfy:
|
[_] |
Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period _________ to __________. |
Date of Report (Date of earliest event reported): ___________
Commission File Number of securitizer: ___________
Central Index Key Number of securitizer: ___________
| |
(Name and telephone number, including area code,
of the person to contact in
connection with this filing) |
Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1): [_]
Indicate by check
mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i): [_]
Indicate by check mark whether the securitizer has no activity to report for the annual period
pursuant to Rule 15Ga-1(c)(2)(ii): [_]
|
[X] |
Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2). |
Central Index
Key Number of depositor: 0001026214
| Federal Home Loan Mortgage
Corporation (as issuer of the Structured Pass-Through Certificates, Series ML-28) and FRETE 2025-ML28 Trust |
| (Exact name of issuing entity as specified in its charter) |
Central Index Key Number of issuing entity (if applicable): 0001026214
Central Index Key Number of underwriter (if applicable): ___________
| Jason Griest (703)
903-2000 |
(Name and telephone number, including area code,
of the person to contact in
connection with this filing) |
INFORMATION TO BE INCLUDED IN THE REPORT
PART I: REPRESENTATION AND WARRANTY INFORMATION
N/A
PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer
See Independent Accountants’ Agreed-Upon Procedures Report, dated February 4, 2025, of Ernst & Young LLP, attached as Exhibit 99.1 to this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
| Date: February 4, 2025 |
Federal Home Loan Mortgage Corporation,
as Depositor with respect to the Structured Pass-Through
Certificates, Series ML-28, and as
Securitizer with
respect to the FRETE 2025-ML28 Trust |
| |
|
| |
By: |
/s/ Jason Griest |
| |
|
Name: Jason Griest
Title: Vice President – Multifamily Securitization |
EXHIBIT INDEX
| Exhibit 99.1 |
Independent Accountants’ Agreed-Upon Procedures Report, dated
February 4, 2025, of Ernst & Young LLP. |
Exhibit 99.1
 |
Ernst & Young LLP One Manhattan West New York, NY 10001 |
|
Tel: +1 212 773 3000 ey.com |
Report of Independent Accountants on Applying Agreed-Upon Procedures
Federal Home Loan Mortgage Corporation (“Freddie Mac”)
J.P. Morgan Securities LLC
(collectively, the “Specified Parties”)
Structured Pass-Through Certificates (SPCs) Series ML-28
FRETE 2025-ML28 Trust
Multifamily ML Pass-Through Certificates, Series 2025-ML28
We have performed the procedures enumerated in Attachment A, which were agreed to and acknowledged as appropriate by the Specified Parties, for the intended purpose of assisting the
Specified Parties in evaluating the accuracy of certain information with respect to the Loans (as defined herein) contained on the Data Files (as defined herein) (the “Subject Matter”) relating to the Freddie Mac Structured Pass-Through
Certificates (SPCs) Series ML-28 and FRETE 2025-ML28 Trust Multifamily ML Pass-Through Certificates, Series 2025-ML28 securitization transaction (the “Transaction”) as of 4 February 2025. This report may not be suitable for
any other purpose. The procedures performed may not address all of the items of interest to a user of the report and may not meet the needs of all users of the report and, as such, users are responsible for determining whether the procedures
performed are appropriate for their purposes. The appropriateness of these procedures is solely the responsibility of the Specified Parties identified in this report. No other party acknowledged the appropriateness of the procedures. Consequently,
we make no representation regarding the appropriateness of the procedures described in Attachment A, either for the purpose for which this report has been requested or for any other purpose.
The procedures performed and our associated findings are included in Attachment A.
For the purpose of the procedures described in this report, Freddie Mac provided us with:
|
a. |
Certain electronic data files (the “Data Files”) that are described in Attachment A, |
|
b. |
Electronic copies of the loan files for the Loans, which contain various source documents (the “Source Documents”) relating to the Loans and Properties (as defined herein) that secure the Loans, |
|
c. |
A list of characteristics on the Data Files (the “Compared Characteristics”), which are listed on Exhibit 1 to Attachment A, that Freddie Mac instructed us to compare to information contained in the Source
Documents, |
|
d. |
A list of characteristics on the Data Files (the “Recalculated Characteristics”), which are described in Attachment A, that Freddie Mac instructed us to recalculate using information on the Data Files, |
|
e. |
A list of characteristics on the Data Files (the “Provided Characteristics”), which are listed on Exhibit 2 to Attachment A, on which Freddie Mac instructed us to perform no procedures, |
|
f. |
A draft of the preliminary information circular for the Transaction (the “Draft Preliminary Information Circular”) and |
|
g. |
Instructions, assumptions and methodologies, which are described in Attachment A. |
|
|
Page 2 of 3 |
The procedures included in Attachment A were limited to comparing or recalculating certain information that is further described in Attachment A. Freddie Mac is responsible for the
Subject Matter, Data Files, Source Documents, Compared Characteristics, Recalculated Characteristics, Provided Characteristics, Draft Preliminary Information Circular and the determination of the instructions, assumptions and methodologies that are
described herein. We were not requested to perform, and we have not performed, any procedures other than those listed in Attachment A with respect to the Data Files. We have not verified, and we make no representation as to, the appropriateness,
accuracy, completeness or reasonableness of the Source Documents, Provided Characteristics, Draft Preliminary Information Circular or any other information provided to us by Freddie Mac upon which we relied in forming our findings. Accordingly, we
make no representation and express no opinion or conclusion as to: (a) the existence of the Loans, (b) questions of legal or tax interpretation or (c) the appropriateness, accuracy, completeness or reasonableness of any
instructions, assumptions and methodologies provided to us by Freddie Mac that are described in this report. We undertake no responsibility to update this report for events and circumstances occurring after the date hereof.
This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the
American Institute of Certified Public Accountants (the “AICPA”). An agreed-upon procedures engagement involves the practitioner performing specific procedures that the Specified Parties have agreed to and acknowledged to be
appropriate for the purpose of the engagement and reporting on findings based on the procedures performed. We were not engaged to, and did not, conduct an examination to express an opinion or a review to express a conclusion in accordance with
attestation standards established by the AICPA on any of the items referred to herein. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would
have been reported to you.
The agreed-upon procedures described in this report were not performed for the
purpose of:
|
a. |
Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization (a “rating agency”) or |
|
b. |
Making any findings with respect to: |
|
i. |
Whether the origination of the Loans conformed to, or deviated from, stated underwriting or credit extension guidelines, standards, criteria, or other requirements, |
|
ii. |
The value of the collateral securing the Loans, |
|
iii. |
Whether the originator(s) of the Loans complied with federal, state or local laws or regulations or |
|
iv. |
Any other factor or characteristic of the Loans that would be material to the likelihood that the issuer of the certificates that are secured by the Loans will pay interest and principal in accordance with applicable terms and
conditions. |
We are required to be independent of Freddie Mac and to meet our other ethical
responsibilities, as applicable for agreed-upon procedures engagements set forth in the Preface: Applicable to All Members and Part 1 – Members in Public Practice of the Code of Professional Conduct established by the AICPA. Independence
requirements for agreed upon procedure engagements are less restrictive than independence requirements for audit and other attestation services.
|
|
Page 3 of 3 |
This report is intended solely for the information and use of the Specified Parties and is not intended to be, and should not be, used by anyone other than the Specified Parties. It
is not intended to be, and should not be, used by any other person or entity, including investors and rating agencies, who are not identified in the report as Specified Parties, but who may have access to this report as required by law or
regulation.
/s/ Ernst &
Young LLP
4 February 2025
|
|
Attachment A Page 1 of 7 |
Background
For the purpose of the procedures described in this report, Freddie Mac indicated that:
|
a. |
The primary assets of the Transaction’s issuing entity will be a pool of 15 fixed rate loans (the “Loans”) intended to be tax-exempt loans, secured by 15 mortgaged real properties (the “Properties”)
and |
|
b. |
One of the Loans has a corresponding taxable supplemental loan that will not be an asset of the Transaction’s issuing entity (the “Taxable Loan”). |
For the purpose of the procedures described in this report, each Loan, together with the corresponding Taxable
Loan, is hereinafter referred to as the “Total Debt associated with each Loan.”
Procedures performed and our associated findings
|
1. |
Freddie Mac provided us with: |
|
a. |
An electronic data file (the “Preliminary Data File”) that Freddie Mac indicated contains information relating to the Loans and Total Debt associated with each Loan as of 1 February 2025 (the “Cut-Off
Date”) and |
|
b. |
Record layout and decode information related to the information on the Data Files. |
We performed certain procedures on earlier versions of the Data Files and communicated differences prior to being provided the Data Files which were subjected to the procedures
as described herein.
For each Loan on the Preliminary Data File, we compared the Compared
Characteristics listed on Exhibit 1 to Attachment A, as shown on the Preliminary Data File, to the corresponding information in copies of the Source Document(s) indicated on Exhibit 1 to Attachment A, subject only to the instructions, assumptions
and methodologies described in the notes on Exhibit 1 to Attachment A and the next paragraph(s) of this Item.
|
|
Attachment A Page 2 of 7 |
1. (continued)
The Source Document(s) that we were instructed by Freddie Mac to use for each Compared Characteristic are indicated on Exhibit 1 to Attachment A. Where more than one Source
Document is listed for a Compared Characteristic, Freddie Mac instructed us to note agreement if the value on the Preliminary Data File for the Compared Characteristic agreed with the corresponding information in at least one of the Source Documents
listed for such Compared Characteristic on Exhibit 1 to Attachment A (except as described in the notes on Exhibit 1 to Attachment A). We performed no procedures to reconcile any differences that may exist between various Source Documents for any of
the Compared Characteristics listed on Exhibit 1 to Attachment A.
Additionally, for any Loan(s)
listed in the table below, Freddie Mac provided us with the related draft Source Document(s) listed in the “Draft Source Document(s)” column of the table below.
| |
Loan |
Draft Source Document(s) |
| |
|
|
| |
Winnfield RAD |
Continuing Covenant Agreement Amendment |
For the purpose of the procedures described in this report, Freddie Mac instructed us to treat any “Draft Source Document(s)” listed in the table above as fully
executed Source Document(s).
|
2. |
As instructed by Freddie Mac, we adjusted the information on the Preliminary Data File to correct all the differences we noted in performing the procedures described in the Item above and provided a list of such differences to Freddie Mac. The
Preliminary Data File, as so adjusted, is hereinafter referred to as the “Updated Data File.” |
|
3. |
Subsequent to the procedures described in the Items above, Freddie Mac provided us with an electronic data file (the “Final Data File,” which together with the Preliminary Data File comprise the Data Files) that Freddie Mac
indicated contains information relating to the Loans as of the Cut-Off Date. |
Using information on the:
we compared each Compared Characteristic listed on Exhibit 1 to Attachment A, as shown on the Final Data File, to the corresponding
information on the Updated Data File and found such information to be in agreement.
| |
a. |
First Payment Date and |
as shown on the Final Data File, we
recalculated the “Loan Term (Original)” of each Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
|
|
Attachment A Page 3 of 7 |
| |
a. |
First Payment Date, as shown on the Final Data File, and |
|
b. |
First payment date that a payment of principal and interest is due, as shown in the applicable Source Document, |
we recalculated the “IO Period”
of each Loan (except for any Interest Only Loan(s) or Amortizing Loan(s) (both as defined herein), which are described in the succeeding paragraph(s) of this Item). We compared this recalculated information to the corresponding information on the
Final Data File and found such information to be in agreement.
For
any Interest Only Loan, Freddie Mac instructed us to use the “Loan Term (Original)” value on the Final Data File for the “IO Period” characteristic.
For any Amortizing Loan, Freddie Mac instructed us to use ”0” for
the “IO Period” characteristic.
|
6. |
Using the “First Payment Date,” as shown on the Final Data File, we recalculated the “Seasoning” of each Loan as of the Cut-Off Date. We compared this recalculated information to the corresponding information on the
Final Data File and found such information to be in agreement. |
| |
c. |
Gross Interest Rate and |
| |
d. |
Monthly Debt Service Amount (Amortizing), |
as shown on the
Final Data File, and assuming each Loan has a fixed level monthly payment, we recalculated the “Amortization Term (Original)” of each Loan (except for any Interest Only Loan(s), which are described in the succeeding paragraph(s) of
this Item). We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
For any Interest Only Loan, Freddie Mac instructed us to use “0” for the “Amortization Term (Original)” characteristic.
|
c. |
Amortization Term (Original), |
as shown on the Final Data File, we recalculated the “Amortization Term (Remaining)” of each Loan (except
for any Interest Only Loan(s), which are described in the succeeding paragraph(s) of this Item). We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
For any Interest Only Loan, Freddie Mac instructed us to use “0” for
the “Amortization Term (Remaining)” characteristic.
|
|
Attachment A Page 4 of 7 |
as shown on the Final Data File, we recalculated the “Loan Term (Remaining)” of each Loan. We compared this
recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
|
g. |
Gross Interest Rate and |
|
h. |
Monthly Debt Service Amount (Amortizing), |
as shown on the Final Data File, and the instructions provided by Freddie Mac that are described in the
succeeding paragraph(s) of this Item, we recalculated the principal balance as of the Cut-Off Date (the “Cut-Off Date Loan Amount”) and as of the “Maturity Date” (the “Maturity Balance”) of each
Loan, assuming all scheduled payments of principal and/or interest on the Loans are made and that there are no prepayments or other unscheduled collections. We compared this recalculated information to the corresponding information on the Final Data
File and found such information to be in agreement.
For the purpose of recalculating the
“Cut-Off Date Loan Amount” and “Maturity Balance” characteristics for any Loan listed in the table below, Freddie Mac instructed us to apply the principal payment value related to the “First Payment Date” of the
Loan, as shown on the amortization schedule in the applicable Source Document(s).
For the purpose of this procedure, Freddie Mac instructed us to:
|
a. |
Ignore differences of +/- $2 or less and |
|
b. |
Recalculate the “Maturity Balance” as the principal amount that is scheduled to be paid on the “Maturity Date” after the principal component (if any) that is included in the scheduled payment that is due on
the “Maturity Date” is applied to the principal balance of the corresponding Loan. |
|
|
Attachment A Page 5 of 7 |
|
11. |
Using the “Cut-Off Date Loan Amount,” as shown on the Final Data File, we recalculated the “% of Cut-off Date Pool Balance” of each Loan. We compared this recalculated information to the corresponding information on the
Final Data File and found such information to be in agreement. |
|
12. |
Using the “Cut-Off Date Loan Amount” and “Loan Group,” as shown on the Final Data File, we recalculated the “% of Cut-Off Date Loan Group Balance” of each Loan. We compared this recalculated information to the
corresponding information on the Final Data File and found such information to be in agreement. |
|
a. |
Primary Servicing Fee, |
|
d. |
Master Servicing Surveillance Fee, |
|
e. |
Special Servicing Surveillance Fee and |
as shown on the Final Data File, we recalculated the “Administration Fee Rate” of each Loan. We compared this
recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
|
a. |
Gross Interest Rate and |
|
b. |
Administration Fee Rate, |
as shown on the Final Data File, we recalculated the “Net Mortgage Interest Rate” of each Loan. We compared this
recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
|
a. |
Monthly Debt Service Amount (Amortizing), |
|
c. |
2nd Most Recent NCF and |
as applicable, as shown on the Final Data File, the monthly debt service amount as shown in the applicable Taxable Loan Source
Document(s), as applicable, and the applicable calculation methodologies and assumptions that are described in the Draft Preliminary Information Circular, we recalculated the:
|
i. |
3rd Most Recent DSCR (NCF), |
|
ii. |
2nd Most Recent DSCR (NCF) and |
|
iii. |
Most Recent DSCR (NCF) |
of each Loan and, as applicable, Total Debt associated with each Loan (except for any Loan in a Crossed Loan Group (as defined
herein), which are described in the succeeding paragraph(s) of this Item). We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement. For the purpose of this
procedure, we were instructed by Freddie Mac to round each characteristic listed in i. through iii. above to two decimal places.
|
|
Attachment A Page 6 of 7 |
15. (continued)
For the purpose of this procedure, Freddie Mac instructed us to recalculate the characteristics listed in i. through iii. above for any group of Loans with the same
value (except for “N/A”) for the “Crossed Loans” characteristic (each such group of Loans is a “Crossed Loan Group”), as shown on the Final Data File, by:
|
a. |
Recalculating each characteristic listed in i. through iii. above on an individual basis for each Loan in the Crossed Loan Group, |
|
b. |
Recalculating the weighted average of each characteristic listed in i. through iii. above for all of the Loans in the Crossed Loan Group by weighting the result of a. above for each Loan in the Crossed Loan Group by the “Cut-Off
Date Loan Amount” of such Loan, as shown on the Final Data File, and |
|
c. |
Rounding the result of b. above to two decimal places. |
|
a. |
Information on the Final Data File, |
|
b. |
The monthly debt service amount as shown in the applicable Taxable Loan Source Document(s), as applicable, and |
|
c. |
The applicable calculation methodologies and assumptions that are described in the Draft Preliminary Information Circular, |
we recalculated the:
|
v. |
Cut-Off Date Balance/Unit |
of each Loan and, as applicable, Total Debt associated with each Loan (except for any Loan in a Crossed Loan Group, which are
described in the succeeding paragraph(s) of this Item). We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement. For the purpose of this procedure, we were
instructed by Freddie Mac to round the characteristics listed in i. through ii. above to the nearest 1/10th of one percent and the characteristics listed in iii. through iv. above to two decimal places.
For the purpose of this procedure, Freddie Mac instructed us to
recalculate the characteristics listed in i. through iv. above for any Crossed Loan Group by:
|
a. |
Recalculating each characteristic listed in i. through iv. above on an individual basis for each Loan in the Crossed Loan Group, |
|
b. |
Recalculating the weighted average of each characteristic listed in i. through iv. above for all of the Loans in the Crossed Loan Group by weighting the result of a. above for each Loan in the Crossed Loan Group by the “Cut-Off
Date Loan Amount” of such Loan, as shown on the Final Data File, and |
|
c. |
Rounding the result of b. above to the nearest 1/10th of one percent for characteristics listed in i. through ii. above, and rounding the result of b. above to two decimal places for characteristics listed in iii. through
iv. above. |
|
|
Attachment A Page 7 of 7 |
16. (continued)
For the purpose of this procedure, Freddie Mac instructed us to recalculate the characteristic listed in v. above for any Crossed Loan Group by dividing the
aggregate “Cut-off Date Loan Amount” of the Loans in the Crossed Loan Group by the aggregate “Total Units” of the Loans in the Crossed Loan Group.
|
17. |
Using the “Bad Boy Indemnitor / Guarantor” and “Borrower Principal,” as shown on the Final Data File, we identified those Loans that had at least one common “Bad Boy Indemnitor / Guarantor”
or “Borrower Principal” (the “Related Borrower Loans”). We compared the Related Borrower Loan information to the corresponding information on the Final Data File and found such information to be in
agreement. |
Exhibit 1 to Attachment A
Page 1 of 20
Compared Characteristics and Source Documents
Property Information:
| Characteristic |
Source Document(s) |
| |
|
| Street Address |
Appraisal Report, Engineering Report, USPS Website |
| Property City |
Appraisal Report, Engineering Report, USPS Website |
| County |
Appraisal Report, Engineering Report, USPS Website |
| Property State |
Appraisal Report, Engineering Report, USPS Website |
| Metropolitan Statistical Area (see Note 27) |
MSA Support File |
| Zip Code |
Appraisal Report, Engineering Report, USPS Website |
| Property Type |
Appraisal Report |
| Property Subtype |
Appraisal Report, Property Inspection and Lease Audit, Investment Brief |
| Year Built |
Engineering Report, Appraisal Report, Post Construction Analysis Report, Investment Brief |
| Year Renovated (see Note 32) |
Engineering Report, Appraisal Report, Construction Report, Post Construction Analysis Report, Investment Brief |
| Expected Construction Completion Date (see Note 30) |
Continuing Covenant Agreement, Commitment Letter, Pre-Construction Analysis Report |
| Elevator (Y/N) |
Engineering Report, Appraisal Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Physical Risk Report, Pre-Construction
Analysis Report |
| Zoning Status (see Note 2) |
Zoning Summary, Appraisal Report |
| Management Company |
Management Agreement, Continuing Covenant Agreement |
Exhibit 1 to Attachment A
Page 2 of 20
Third Party
Information:
| Characteristic |
Source Document(s) |
| |
|
| Appraisal Firm |
Appraisal Report |
| Appraised Value (see Note 3) |
Appraisal Report |
| Appraisal Valuation Date (see Note 3) |
Appraisal Report |
| Appraised Value Type (see Note 3) |
Appraisal Report |
| FIRREA Eligible (Y/N) |
Appraisal Report |
| Engineering Firm |
Engineering Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Form 1105, Physical Risk Report,
Preliminary Environmental Screening Site Report, Pre-Construction Analysis Report, Post Construction Analysis Report |
| Engineering Report Date |
Engineering Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Form 1105, Physical Risk Report,
Preliminary Environmental Screening Site Report, Pre-Construction Analysis Report, Post Construction Analysis Report |
| Immediate Repairs Cost Estimate (see Note 4) |
Engineering Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Form 1105, Physical Risk Report,
Preliminary Environmental Screening Site Report, Pre-Construction Analysis Report |
| Replacement Reserves Cost Estimate per Year (see Note 5) |
Engineering Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Form 1105, Physical Risk Report,
Preliminary Environmental Screening Site Report, Pre-Construction Analysis Report |
| Environmental Firm (see Note 6) |
Phase I Environmental Report, Physical Risk Report, Preliminary Environmental Screening Site Report, Investment Brief |
| Phase I Environmental Report Date (see Note 6) |
Phase I Environmental Report, Physical Risk Report, Preliminary Environmental Screening Site Report, Investment Brief |
| Phase II Recommended (Y/N) |
Phase I Environmental Report, Physical Risk Report, Preliminary Environmental Screening Site Report, Investment Brief |
| Phase II Performed (Y/N) (see Note 7) |
Phase II Environmental Report |
| |
|
Exhibit 1 to Attachment A
Page 3 of 20
Third Party
Information: (continued)
| Characteristic |
Source Document(s) |
| |
|
| Phase II Environmental Report Date (see Note 7) |
Phase II Environmental Report |
| Environmental Cost to Cure (Phase I plus Phase II) (see Note 8) |
Phase I Environmental Report, Phase II Environmental Report, Physical Risk Report, Preliminary Environmental Screening Site Report |
| Elevated Seismic Hazard Region or PGA ≥ 0.15g (Y/N) |
Seismic Report, Engineering Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Investment Brief, Physical Risk Report,
Preliminary Environmental Screening Site Report |
| PML Report Required (Y/N) (see Note 9) |
Seismic Report, Engineering Report, Plan and Cost Review Summary Report, Renovation Cost Analysis and Document Review Report, Investment Brief, Physical Risk Report,
Preliminary Environmental Screening Site Report |
| Seismic Firm (see Note 9) |
Seismic Report, Engineering Report, Investment Brief, Physical Risk Report, Preliminary Environmental Screening Site Report |
| Seismic Report Date (see Note 9) |
Seismic Report, Engineering Report, Investment Brief, Physical Risk Report, Preliminary Environmental Screening Site Report |
| PML (%) (see Note 9) |
Seismic Report, Engineering Report, Investment Brief, Physical Risk Report, Preliminary Environmental Screening Site Report |
Exhibit 1 to Attachment A
Page 4 of 20
Multifamily
Information:
| Characteristic |
Source Document(s) |
| |
|
| Total Units (see Note 10) |
Appraisal Report, Rent Roll |
| Unit of Measure |
Appraisal Report, Rent Roll |
| Monthly Rent Per Unit (see Note 11) |
Rent Roll |
| Occupancy As of Date (see Note 12) |
Rent Roll |
| Occupancy % (see Note 12) |
Rent Roll, Appraisal Report |
| Tenant Concentration Type (see Note 13) |
Property Inspection and Lease Audit, Investment Brief, Appraisal Report |
| % of Tenant Concentration (see Note 13) |
Property Inspection and Lease Audit, Investment Brief, Appraisal Report |
| Condo Ownership (% or N/A) |
Continuing Covenant Agreement, Investment Brief |
| Green Advantage |
Investment Brief, Green Assessment Report, Continuing Covenant Agreement |
| Affordable LI Units (<=80% AMI) (see Note 28) |
CRA Report |
| Affordable LI Units (<=60% AMI) (see Note 28) |
CRA Report |
| Affordable VLI Units (<=50% AMI) (see Note 28) |
CRA Report |
Commercial Tenant Information:
| Characteristic |
Source Document(s) |
| |
|
| # Units – Commercial |
Rent Roll, Appraisal Report, Commercial Lease, Investment Brief |
| Amount Sq. Ft - Commercial |
Rent Roll, Appraisal Report, Commercial Lease, Investment Brief |
| % of GPR from Commercial Rental Income |
Investment Brief |
Exhibit 1 to Attachment A
Page 5 of 20
Insurance Information:
(see Note 14)
| Characteristic |
Source Document(s) |
| |
|
| Property Insurance Coverage (Y/N) |
Property Insurance Certificate, Form 1133, Multifamily Insurance Compliance Report |
| Terrorism Insurance (Y/N) |
Property Insurance Certificate, Form 1133, Multifamily Insurance Compliance Report |
| Liability Insurance Coverage (Y/N) |
Liability Insurance Certificate, Form 1133, Multifamily Insurance Compliance Report |
| Windstorm Insurance (Y/N) |
Property Insurance Certificate, Form 1133, Multifamily Insurance Compliance Report |
| Flood Insurance (Y/N) (see Note 15) |
Property Insurance Certificate, Form 1133, Multifamily Insurance Compliance Report |
| Seismic Insurance if PML >=20% (Y/N) (see Note 16) |
Property Insurance Certificate, Form 1133, Multifamily Insurance Compliance Report |
| Environmental Insurance (Y/N) |
Environmental Insurance Certificate, Continuing Covenant Agreement |
| |
|
Underwriting Information: (see Note 17)
| Characteristic |
Source Document(s) |
| |
|
| 3rd Most Recent Financial End Date |
Investment Brief, Financial Analysis |
| 3rd Most Recent EGI |
Investment Brief, Financial Analysis |
| 3rd Most Recent Expenses |
Investment Brief, Financial Analysis |
| 3rd Most Recent NOI |
Investment Brief, Financial Analysis |
| 3rd Most Recent NCF |
Investment Brief, Financial Analysis |
| 2nd Most Recent Financial End Date |
Investment Brief, Financial Analysis |
| 2nd Most Recent EGI |
Investment Brief, Financial Analysis |
| 2nd Most Recent Expenses |
Investment Brief, Financial Analysis |
| 2nd Most Recent NOI |
Investment Brief, Financial Analysis |
| 2nd Most Recent NCF |
Investment Brief, Financial Analysis |
| Most Recent Financial End Date |
Investment Brief, Financial Analysis |
| Most Recent EGI |
Investment Brief, Financial Analysis |
| Most Recent Expenses |
Investment Brief, Financial Analysis |
| Most Recent NOI |
Investment Brief, Financial Analysis |
| Most Recent NCF |
Investment Brief, Financial Analysis |
| UW EGI |
Investment Brief, Financial Analysis |
| UW Expenses |
Investment Brief, Financial Analysis |
| UW NOI |
Investment Brief, Financial Analysis |
| Underwritten Annual Reserves |
Investment Brief, Financial Analysis |
| UW NCF |
Investment Brief, Financial Analysis |
Exhibit 1 to Attachment A
Page 6 of 20
Borrower/Principal Information:
| Characteristic |
Source Document(s) |
| |
|
| Borrowing Entity |
Project Note, Funding Note, Project Loan Agreement, Multifamily Loan and Security Agreement |
| Entity Type |
Project Note, Funding Note, Project Loan Agreement, Multifamily Loan and Security Agreement |
| State of Organization |
Project Note, Funding Note, Project Loan Agreement, Multifamily Loan and Security Agreement |
| Delaware Statutory Trust (Y/N) |
Project Note, Funding Note, Project Loan Agreement, Multifamily Loan and Security Agreement |
| Borrower Or Principal Prior Bankruptcy (Y/N) |
FRE Form 1115 |
| Single Purpose Borrowing Entity / Single Asset Borrowing Entity |
Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Tenants In Common (Y/N) |
Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Bad Boy Indemnitor / Guarantor |
Guaranty Agreement, Continuing Covenant Agreement |
| Sponsor Name |
Guaranty Agreement, Continuing Covenant Agreement |
| Recourse (Y/N) |
Project Note, Funding Note, Guaranty Agreement |
| Recourse Description |
Project Note, Funding Note, Guaranty Agreement |
| Environmental Carveout (Y/N) |
Project Note, Funding Note, Guaranty Agreement, Promissory Note |
| Environmental Indemnitor (Name or N/A) |
Continuing Covenant Agreement, Guaranty Agreement |
| Fraud Carveout (Y/N) |
Project Note, Funding Note, Guaranty Agreement, Promissory Note |
| Misapplication of Rent and Insurance Proceeds Carveout (Y/N) |
Project Note, Funding Note, Guaranty Agreement, Promissory Note |
| Voluntary Bankruptcy Carveout (Y/N) |
Project Note, Funding Note, Guaranty Agreement, Promissory Note |
| Waste Carveout (Y/N) |
Project Note, Funding Note, Guaranty Agreement, Promissory Note |
Exhibit 1 to Attachment A
Page 7 of 20
Loan Information:
| Characteristic |
Source Document(s) |
| |
|
| Loan Purpose (Acquisition, Refinance) |
Settlement Statement, Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Freddie Mac Loan Number |
Project Note, Amended Project Note, Funding Note, Continuing Covenant Agreement, Promissory Note |
| Optigo Lender (see Note 18) |
Project Note, Amended Project Note, Funding Loan Agreement, Project Loan Agreement, Promissory Note |
| Note Date |
Project Note, Amended Project Note, Multifamily Housing Revenue Agency Debt Obligation, Promissory Note |
| Original Loan Amount (see Note 33) |
Project Note, Amended Project Note, Multifamily Housing Revenue Agency Debt Obligation, Promissory Note |
| Gross Interest Rate (see Note 19) |
Project Note, Amended Project Note, Promissory Note |
| Loan Amortization Type |
Project Note, Amended Project Note, Promissory Note |
| Monthly Debt Service Amount (IO) (see Note 20) |
Project Note, Amended Project Note, Promissory Note |
| Monthly Debt Service Amount (Amortizing) (see Notes 20 and 34) |
Project Note, Amended Project Note, Promissory Note |
| First Payment Date (see Note 21) |
Project Note, Amended Project Note, Promissory Note |
| Payment Date |
Project Note, Amended Project Note, Promissory Note |
Maturity Date |
Project Note, Amended Project Note, Promissory Note |
| Rate Type |
Project Note, Amended Project Note, Promissory Note |
| Accrual Basis |
Project Note, Amended Project Note, Promissory Note |
| Late Charge Grace Period |
Project Note, Amended Project Note, Promissory Note |
Exhibit 1 to Attachment A
Page 8 of 20
Loan Information: (continued)
| Characteristic |
Source Document(s) |
| |
|
| Prepayment Provision (see Note 22) |
Project Note, Amended Project Note, Project Loan Agreement, Funding Loan Agreement, Promissory Note, Multifamily Loan and Security Agreement |
| Partial Defeasance Permitted (Y/N) |
Project Note, Amended Project Note, Project Loan Agreement, Promissory Note, Multifamily Loan and Security Agreement |
| Defeasance To Maturity (Y/N) |
Continuing Covenant Agreement, Project Loan Agreement, Promissory Note, Multifamily Loan and Security Agreement |
| Non-Compliance Provisions (Y/N) |
Continuing Covenant Agreement, Multifamily and Security Agreement |
| Title Vesting (Fee/Leasehold/Both) |
Title Policy, Security Instrument |
| Lien Position |
Title Policy |
| Ground Lease Rent |
Ground Lease |
| Ground Lease Maturity Date |
Ground Lease |
| Ground Lease Expiration Date w/ Extensions |
Ground Lease |
| Cash Management (Description or N/A) (see Note 23) |
Cash Management Agreement, Lockbox Agreement |
| Lockbox (Y/N) (see Note 24) |
Cash Management Agreement, Lockbox Agreement |
| Assumption Fee |
Continuing Covenant Agreement, Multifamily and Security Agreement |
| Additional Financing In Place (existing) (Y/N) |
Continuing Covenant Agreement, Mezzanine Note, Mezzanine Loan Intercreditor Agreement, Subordinate Financing Agreement, Subordinate Loan Payoff Confirmation, Supplemental
Promissory Note |
| Additional Financing Amount (existing) |
Continuing Covenant Agreement, Mezzanine Note, Mezzanine Loan Intercreditor Agreement, Subordinate Financing Agreement, Subordinate Loan Payoff Confirmation, Supplemental
Promissory Note |
| Additional Financing Description (existing) |
Continuing Covenant Agreement, Mezzanine Note, Mezzanine Loan Intercreditor Agreement, Subordinate Financing Agreement, Subordinate Loan Payoff Confirmation, Supplemental
Promissory Note |
Exhibit 1 to Attachment A
Page 9 of 20
Loan Information: (continued)
| Characteristic |
Source Document(s) |
| |
|
| Future Mezzanine Debt (Y/N) |
Continuing Covenant Agreement, Multifamily and Security Agreement |
| Future Supplemental Financing (Y/N) |
Continuing Covenant Agreement, Continuing Covenant Agreement Amendment, Multifamily and Security Agreement |
| Future Supplemental Financing Description |
Continuing Covenant Agreement, Continuing Covenant Agreement Amendment, Multifamily and Security Agreement |
| Substitution Permitted (Y/N) |
Continuing Covenant Agreement, Substitution Agreement, Multifamily and Security Agreement |
| Collateral Release Price ($ or N/A) |
Continuing Covenant Agreement, Cross Collateralization Agreement, Multifamily and Security Agreement |
| Crossed Loans |
Continuing Covenant Agreement, Cross Collateralization Agreement, Multifamily and Security Agreement |
| Release (Y or N or N/A) |
Continuing Covenant Agreement, Cross Collateralization Agreement, Multifamily and Security Agreement |
| Release Provisions (Description or N/A) |
Continuing Covenant Agreement, Cross Collateralization Agreement, Multifamily and Security Agreement |
| Independent Director (Y/N) |
Continuing Covenant Agreement, Multifamily and Security Agreement |
| Non-Consolidation Opinion (Y/N) |
Non-Consolidation Opinion from Counsel, Commitment Letter |
| Bond Counsel Name |
Opinion from Counsel |
| Primary Servicing Fee (see Note 25) |
Commitment Letter, Project Loan Agreement |
| Trustee Fee (see Note 31) |
Trustee Fee Bid Package |
Exhibit 1 to Attachment A
Page 10 of 20
Reserve/Escrow Information: (see Notes 17 and
26)
| Characteristic |
Source Document(s) |
| |
|
| Tax Reserve - Current Balance ($ or N/A) |
Servicing Tape |
| Tax Reserve (Initial) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Tax Reserve (Monthly) |
Servicing Tape, List of All Escrow Accounts Held |
| Insurance Reserve - Current Balance ($ or N/A) |
Servicing Tape |
| Insurance Reserve (Initial) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Insurance Reserve (Monthly) |
Servicing Tape, List of All Escrow Accounts Held |
| Engineering Reserve - Current Balance ($ or N/A) |
Servicing Tape |
| Engineering Reserve/Deferred Maintenance |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Engineering Reserve – Contractual Payment ($ or N/A) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Replacement Reserve - Current Balance ($ or N/A) |
Servicing Tape |
| Replacement Reserve (Initial) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Replacement Reserve (Monthly) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
Exhibit 1 to Attachment A
Page 11 of 20
Reserve/Escrow Information: (continued)
| Characteristic |
Source Document(s) |
| |
|
| Replacement Reserve – Contractual – Cap ($ or N/A) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Other Reserve - Current Balance ($ or N/A) |
Servicing Tape |
| Other Reserve (Initial) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Other Reserve Description |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Other Reserve (Monthly) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape, Multifamily Loan and Security
Agreement |
| Other Reserve – Contractual – Cap ($ or N/A) |
Continuing Covenant Agreement, Escrow Agreement, List of All Escrow Accounts Held, Settlement Statement, Servicing Tape |
| Springing Reserve Type |
Continuing Covenant Agreement, Escrow Agreement, Multifamily Loan and Security Agreement |
| Springing Reserve Amount |
Continuing Covenant Agreement, Escrow Agreement, Multifamily Loan and Security Agreement |
| Springing Reserve Description |
Continuing Covenant Agreement, Escrow Agreement, Multifamily Loan and Security Agreement |
| Are Escrows/Reserves LOC or can be converted to LOC (Y/N) |
Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Specify Accounts for Escrows/Reserves LOC |
Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Letter of Credit Amount |
Letter of Credit, Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Letter of Credit Description |
Letter of Credit, Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
Exhibit 1 to Attachment A
Page 12 of 20
Regulatory Agreement Information: (see Note
29)
| Characteristic |
Source Document(s) |
| |
|
| Regulatory Agreement (Y/N) |
Regulatory Documents, Continuing Covenant Agreement, Legal Affordability Summary Report |
| Type of Regulatory Agreement(s) |
Regulatory Documents, Continuing Covenant Agreement, Legal Affordability Summary Report |
| Description of Regulatory Agreement(s) |
Regulatory Documents, Legal Affordability Summary Report |
| Number of LIHTC Units |
Regulatory Documents, Legal Affordability Summary Report |
| Regulatory Agency/Housing Authority/Regulatory Agreement Counterparty |
Regulatory Documents, Legal Affordability Summary Report |
| % Units with Income Restrictions |
Regulatory Documents, Legal Affordability Summary Report |
| % Units with Rent Restrictions |
Regulatory Documents, Legal Affordability Summary Report |
| HAP Maturity Date |
Regulatory Documents, Legal Affordability Summary Report |
| Tax Credit Investor Name |
LPA/Operating Agreement, Continuing Covenant Agreement |
| Rental/Income/Age Restrictions (Y/N) |
Regulatory Agreement, Continuing Covenant Agreement, Multifamily Loan and Security Agreement |
| Issuer |
Funding Loan Agreement |
| Fiscal Agent Name |
Funding Loan Agreement |
| Annual Fiscal Agent Fee ($) |
Funding Loan Agreement, Commitment Letter, Amended Funding Loan Agreement, Fiscal Agent Fee Proposal |
| Annual Fiscal Agent Fee Payment Date |
Funding Loan Agreement, Amended Funding Loan Agreement |
| First Annual Fiscal Agent Fee Payment Date |
Funding Loan Agreement, Amended Funding Loan Agreement |
| Annual Governmental Lender Fee |
Funding Loan Agreement, Regulatory Documents,
Commitment Letter |
Exhibit 1 to Attachment A
Page 13 of 20
Notes:
|
1. |
For any Loan listed in Table A1, Freddie Mac instructed us to use the information in the “Provided Value” column for the applicable characteristic listed in Table A1, even if the information in the “Provided
Value” column did not agree with the information that was shown in the applicable Source Document(s) or the applicable Source Document(s) were not provided to us. |
| |
Table A1: |
|
| |
Loan |
Characteristic |
Provided Value |
| |
|
|
|
| |
N/A |
N/A |
N/A |
| |
|
|
|
|
We performed no procedures to determine the
appropriateness, accuracy, completeness or reasonableness of any “Provided Value” information in Table A1 that was provided by Freddie Mac.
|
2. |
For the purpose of comparing the “Zoning Status” characteristic, Freddie Mac instructed us to use the appraisal report Source Document if the zoning summary Source Document was not available and to include “(Appraisal)”
in the value for the “Zoning Status” characteristic if the appraisal report was used as the Source Document. |
|
3. |
For the purpose of comparing the “Appraised Value,” “Appraisal Valuation Date” and “Appraised Value Type” characteristics for any Loan listed in Table A2, Freddie Mac instructed us
to: |
|
a. |
Use the appraised value and appraisal value date, both as shown in the applicable Source Document(s), that are associated with the appraisal valuation type that is identified in the “Valuation Type from Appraisal Report” column
of Table A2 for the “Appraised Value” and “Appraisal Valuation Date” characteristics, respectively, and |
|
b. |
Use the appraisal valuation type listed in the “Appraised Value Type” column of Table A2 for the “Appraised Value Type” characteristic. |
| |
Table A2: |
|
| |
Loan |
Valuation Type from Appraisal Report |
Appraised Value Type |
| |
|
|
|
| |
Yale Village Apartments |
Hypothetical As Renovated Restricted Estimate (Tax Exemption) |
As-Stabilized (Rent Restrictions) |
| |
|
|
|
| |
Hoover Station (f/k/a Summit Square Apartments) |
Hypothetical As If Stabilized – New HAP w/Tax Exemption |
As-Stabilized (Rent Restrictions) |
| |
|
|
|
| |
Hillcrest Senior II Apartments |
Estimate of Market Value of the Subject’s Leasehold Interest “As Is,” Subject to Restricted Rents |
As-Is (Rent Restrictions) |
| |
|
|
|
| |
Villas of Autumn Bend |
Hypothetical As If Renovated |
As-Stabilized (Rent Restrictions) |
| |
|
|
|
|
Exhibit 1 to Attachment A
Page 14 of 20
Notes: (continued)
3. (continued)
| |
Table A2: (continued) |
|
| |
Loan |
Valuation Type from Appraisal Report |
Appraised Value Type |
| |
|
|
|
| |
Motor City Apartments |
“As complete and Stabilized” assuming Section 8 encumbrances and tax abatement |
As-Stabilized (Rent Restrictions) |
| |
|
|
|
| |
Ketanji Court |
Hypothetical Stabilized & Complete as Encumbered (LIHTC) |
As-Stabilized (Rent Restrictions) |
| |
|
|
|
| |
Lakewood Christian Manor |
As Is (LIHTC As Is) |
As-Is (Rent Restrictions) |
| |
|
|
|
| |
Winnfield RAD |
Market Value upon stabilization based on restricted rents (HAP) as of current date |
As-Stabilized (Rent Restrictions) |
| |
|
|
|
|
|
4. |
For the purpose of comparing the “Immediate Repairs Cost Estimate” characteristic, Freddie Mac instructed us to use “$0” for the “Immediate Repairs Cost Estimate” characteristic if the engineering report, plan
and cost review summary report, renovation cost analysis and document review report, form 1105, physical risk report, preliminary environmental screening site report or pre-construction analysis report Source Document did not contain the
corresponding information and an engineering report Source Document was not available. |
|
5. |
For the purpose of comparing the “Replacement Reserves Cost Estimate per Year” characteristic, Freddie Mac instructed us to use “N/A” for the “Replacement Reserves Cost Estimate per Year” characteristic if the
engineering report, plan and cost review summary report, renovation cost analysis and document review report, form 1105, physical risk report, preliminary environmental screening site report or pre-construction analysis report Source Document did
not contain the corresponding information and an engineering report Source Document was not available. |
|
6. |
For the purpose of comparing the “Environmental Firm” and “Phase I Environmental Report Date” characteristics, Freddie Mac instructed us to use “N/A (Physical Risk Report)” for the “Environmental
Firm” and “Phase I Environmental Report Date” characteristics if a physical risk report, preliminary environmental screening site report or investment brief Source Document was provided in the related loan file and a phase I
environmental report Source Document was not available. |
|
7. |
Freddie Mac instructed us to perform procedures on the “Phase II Performed (Y/N)” |
and “Phase II Environmental Report Date”
characteristics only for those Loans, if any, that contained a phase II environmental report Source Document in the related loan file.
Exhibit 1 to Attachment A
Page 15 of 20
Notes: (continued)
|
8. |
For the purpose of comparing the “Environmental Cost to Cure (Phase I plus Phase II)” characteristic, Freddie Mac instructed us to use “N/A” for the “Environmental Cost to Cure (Phase I plus Phase II)”
characteristic if the physical risk report or preliminary environmental screening site report Source Document did not contain the corresponding information and a phase I environmental report or phase II environmental report Source Document was not
available. |
For the purpose of comparing the “Environmental Cost to Cure
(Phase I plus Phase II)” characteristic, Freddie Mac instructed us to use “$0” for the “Environmental Cost to Cure (Phase I plus Phase II)” characteristic if a phase I environmental report, phase II environmental
report, physical risk report and/or preliminary environmental screening site report Source Document was available and the sum of the value(s) shown in the phase I environmental report, phase II environmental report, physical risk report and/or
preliminary environmental screening site report Source Document(s) was less than $5,000.
|
9. |
Freddie Mac instructed us to perform procedures on the “PML Report Required (Y/N),” “Seismic Firm,” “Seismic Report Date” and “PML (%)” characteristics only for Loans with
“Yes” for the “Elevated Seismic Hazard Region or PGA ≥ 0.15g (Y/N)” characteristic on the Preliminary Data File. If the “Elevated Seismic Hazard Region or PGA ≥ 0.15g (Y/N)” characteristic on
the Preliminary Data File is “Yes,” Freddie Mac instructed us to use “Yes” for the “PML Report Required (Y/N)” characteristic and the applicable information in the seismic report Source Document for
the purpose of comparing the “Seismic Firm,” “Seismic Report Date” and “PML (%)” characteristics unless the applicable Source Document(s) state that a seismic assessment has been waived. If
the “Elevated Seismic Hazard Region or PGA ≥ 0.15g (Y/N)” characteristic on the Preliminary Data File is “Yes” and the applicable Source Document(s) indicate that a seismic assessment has been waived or the related
loan file does not contain a seismic report Source Document, Freddie Mac instructed us to use “No” for the “PML Report Required (Y/N)” characteristic and “N/A” for the “Seismic Firm,”
“Seismic Report Date” and “PML (%)” characteristics. If the “Elevated Seismic Hazard Region or PGA ≥ 0.15g (Y/N)” characteristic on the Preliminary Data File is “No,” Freddie Mac
instructed us to use “No” for the “PML Report Required (Y/N)” characteristic and “N/A” for the “Seismic Firm,” “Seismic Report Date” and “PML (%)”
characteristics. |
|
10. |
For the purpose of comparing the “Total Units” characteristic, Freddie Mac instructed us to only include the residential units at the mortgaged property associated with each Loan, as shown in the appraisal report or rent roll Source
Document. |
|
11. |
For the purpose of comparing the “Monthly Rent Per Unit” characteristic, Freddie Mac instructed us to use: |
|
a. |
Market rents for vacant, model, leasing office or “down” units, |
|
b. |
In-place rents plus employee concessions for manager/employee units and |
|
c. |
In-place rents plus subsidies for occupied units, |
as shown in the rent roll Source Document, and to ignore differences of +/- $5 or
less.
Exhibit 1 to Attachment A
Page 16 of 20
Notes: (continued)
|
12. |
For the purpose of comparing the “Occupancy As of Date” characteristic, Freddie Mac instructed us to use the last day of the applicable month if the applicable Source Document(s) only indicated the month and year. |
For the purpose of comparing the “Occupancy %” characteristic, Freddie
Mac instructed us to include occupied, model, leasing office and manager/employee units as occupied and to include vacant and “down” units as vacant, as shown in the rent roll Source Document.
If the number of units shown in the rent roll Source Document is less than the number of units
shown in the appraisal report Source Document, Freddie Mac instructed us to treat the difference between the number of units shown in the appraisal report Source Document and the number of units shown in the rent roll Source Document as vacant units
for the purpose of comparing the “Occupancy %” characteristic.
|
13. |
For the purpose of comparing the “Tenant Concentration Type” and “% of Tenant Concentration” characteristics, Freddie Mac instructed us to treat “Alzheimer’s care” and “memory care”
tenant types as “Assisted Living,” as shown in the property inspection and lease audit, investment brief or appraisal report Source Document. |
|
14. |
For the purpose of comparing the “Insurance Information” characteristics, Freddie Mac instructed us to use the property insurance certificate, environmental insurance certificate or liability insurance certificate Source
Document, as applicable, even if the certificate expired prior to the Cut-Off Date. |
|
15. |
Freddie Mac instructed us to use “Yes” for the “Flood Insurance (Y/N)” characteristic if: |
|
a. |
There is flood insurance in place, as shown in the property insurance certificate Source Document and |
|
b. |
Flood insurance is required, as shown in the form 1133 or multifamily insurance compliance report Source Document. |
If flood insurance is not required, as shown in the form 1133 or multifamily insurance compliance report Source Document, Freddie Mac instructed us to use “No”
for the “Flood Insurance (Y/N)” characteristic, even if the property insurance certificate Source Document indicates that flood insurance is in place.
Exhibit 1 to Attachment A
Page 17 of 20
Notes: (continued)
|
16. |
For the purpose of comparing the “Seismic Insurance if PML >=20% (Y/N)” characteristic, Freddie Mac instructed us to use “Yes” if: |
|
a. |
The “PML (%),” as shown on the Preliminary Data File, is greater than or equal to 20%, |
|
b. |
Earthquake insurance is required, as shown in the form 1133 or multifamily insurance compliance report Source Document and |
|
c. |
Earthquake insurance is in place, as shown in the property insurance certificate Source Document. |
If the “PML (%),” as shown on the Preliminary Data File, is less than 20% or is “N/A,” Freddie Mac instructed us to use “No” for
the “Seismic Insurance if PML >=20% (Y/N)” characteristic, even if the property insurance certificate Source Document indicates that earthquake insurance is in place.
|
17. |
For the purpose of comparing the “Underwriting Information” and “Reserve/Escrow Information” characteristics, Freddie Mac instructed us to ignore differences: |
|
a. |
Of +/- $1 or less for all “Underwriting Information” characteristics and |
|
b. |
Of +/- $5 or less for all “Reserve/Escrow Information” characteristics |
that are expressed as dollar values.
|
18. |
For the purpose of comparing the “Optigo Lender” characteristic, Freddie Mac instructed us to use the “Lender,” “Funding Lender” or “Initial Funding Lender” of the Loan, as shown in the applicable
Source Document(s). |
|
19. |
For the purpose of comparing the “Gross Interest Rate” characteristic, Freddie Mac instructed us to use the sum of the interest rate and the servicing fee rate, as shown in the applicable Source Document(s). |
|
20. |
For the purpose of comparing the “Monthly Debt Service Amount (IO)” characteristic for any: |
|
a. |
Loan for which the “Loan Amortization Type” characteristic, as shown on the Preliminary Data File, is “Interest Only” (each, an “Interest Only Loan”) and |
|
b. |
Loan for which the “Loan Amortization Type” characteristic, as shown on the Preliminary Data File, is “Partial IO” (each, a “Partial IO Loan”), |
and which also have an “Accrual Basis” of “30/360,” as shown on the Preliminary Data File, Freddie Mac instructed us to recalculate
the “Monthly Debt Service Amount (IO)” characteristic as 1/12th of the product of:
|
i. |
The “Original Loan Amount,” as shown on the Preliminary Data File, and |
|
ii. |
The “Gross Interest Rate,” as shown on the Preliminary Data File. |
Exhibit 1 to Attachment A
Page 18 of 20
Notes: (continued)
20. (continued)
For the purpose of comparing the “Monthly Debt Service Amount (IO)” characteristic for any Interest Only Loan or Partial IO Loan which also have an
“Accrual Basis” of “Actual/360,” as shown on the Preliminary Data File, Freddie Mac instructed us to recalculate the “Monthly Debt Service Amount (IO)” characteristic as 1/12th of the
product of:
|
a. |
The “Original Loan Amount,” as shown on the Preliminary Data File, |
|
b. |
The “Gross Interest Rate,” as shown on the Preliminary Data File, and |
For any Interest Only Loan, Freddie Mac instructed us to use the
“Monthly Debt Service Amount (IO),” as shown on the Preliminary Data File, for the “Monthly Debt Service Amount (Amortizing)” characteristic.
For any Loan for which the “Loan Amortization Type” characteristic is “Balloon” or “Fully Amortizing,” as shown on the Preliminary Data File
(each, an “Amortizing Loan”), Freddie Mac instructed us to use “N/A” for the “Monthly Debt Service Amount (IO)” characteristic.
|
21. |
For the purpose of comparing the “First Payment Date” characteristic (except for any Loan listed in Table A3), Freddie Mac instructed us to assume that the “First Payment Date” is the payment date after the end of
the first full interest accrual period. |
For the purpose of
comparing the “First Payment Date” for any Loan listed in Table A3, Freddie Mac instructed us to use the first payment date value shown on the amortization schedule in the applicable Source Document(s).
Table A3:
| |
Loan
|
| |
|
| |
Upper Post Flats |
| |
Oaks Landing |
| |
Motor City Apartments |
|
22. |
For the purpose of comparing the “Prepayment Provision” characteristic for Loans which permit defeasance after the “Conversion Date” or “Long-Term Permanent Financing Date,”
as applicable, as shown in the applicable Source Document(s), Freddie Mac instructed us to consider the “Conversion Date” or “Long-Term Permanent Financing Date,” as applicable, as
the “Note Date,” as shown in the applicable Source Document(s). |
For the purpose of comparing the “Prepayment Provision” characteristic, Freddie Mac instructed us to ignore any prepayment premiums or other conditions related
to prepayments made in connection with a tax abatement, purchase agreement, release of funds from any reserve(s) or loan equalization payment as described in the applicable Source Document(s).
Exhibit 1 to Attachment A
Page 19 of 20
Notes: (continued)
|
23. |
For the purpose of comparing the “Cash Management (Description or N/A)” characteristic, Freddie Mac instructed us to use the following definitions: |
|
a. |
Hard – a cash management administration method where the tenants directly pay rents to the borrower or the management company who then deposits the rents into a lockbox account. Funds are then swept into a lender-controlled account
and |
|
b. |
Springing – a cash management administration method where, at the origination of the Loan, the tenants directly pay rents to the borrower or the management company who then deposits the rents into a lockbox account. Prior to a
trigger event, the funds will be swept to a borrower-controlled account. Upon the occurrence of a trigger event, the funds will be swept to a lender-controlled account |
|
24. |
For the purpose of comparing the “Lockbox (Y/N)” characteristic, Freddie Mac instructed us to use “Yes” if a clearing account was set up at the origination of the Loan, as shown in the applicable Source
Document(s). |
|
25. |
For the purpose of comparing the “Primary Servicing Fee” characteristic, Freddie Mac indicated that the “Primary Servicing Fee” is described in the Draft Preliminary Information Circular as the sub-servicing
fee. |
|
26. |
For the purpose of comparing the “Reserve/Escrow Information” characteristics, the servicing tape Source Document is a Microsoft Excel file labelled “Servicer Escrow Template_2025-01-29.xlsx” which was provided by Freddie
Mac on 30 January 2025. |
|
27. |
For the purpose of comparing the “Metropolitan Statistical Area” characteristic, the MSA support file Source Document is a Microsoft Excel file labelled “MSA File_2025-01-27.xlsx” which was provided by Freddie
Mac on 27 January 2025. |
|
28. |
For the purpose of comparing the indicated characteristics, the CRA report Source Document is a Microsoft Excel file labelled “cra2 (1).csv” which was provided by Freddie Mac on 9 January 2025. |
|
29. |
For the purpose of comparing the “Regulatory Agreement Information” characteristics, the legal affordability summary report Source Document is a Microsoft Excel file labelled “ML-28 Regulatory Agreement Diligence
Spreadsheet(83678.1).xlsx” which was provided by Freddie Mac on 27 January 2025. |
|
30. |
Freddie Mac instructed us to perform procedures on the “Expected Construction Completion Date” characteristic only for those Loans, if any, that contain a repair mortgaged property completion date in the applicable Source
Document(s). |
If the applicable Source Document(s) do not contain a repair
mortgaged property completion date, Freddie Mac instructed us to use “N/A” for the “Expected Construction Completion Date” characteristic.
Exhibit 1 to Attachment A
Page 20 of 20
Notes: (continued)
|
31. |
Freddie Mac indicated that the “Trustee Fee” of “0.01830%” per annum for each Loan on the Preliminary Data File is comprised of a certificate administrator fee of “0.01550%” per annum
and a trustee fee of “0.00280%” per annum, as shown in the trustee fee bid package Source Document. |
|
32. |
For the purpose of comparing the “Year Renovated” characteristic for the Loan identified on the Preliminary Data File as “Yale Village Apartments,” Freddie Mac instructed us to use the expected construction completion
date, as shown in the applicable Source Document(s). |
|
33. |
For the purpose of comparing the “Original Loan Amount” characteristic for the Loan identified on the Preliminary Data File as “Oaks Landing” (the “Oaks Landing Loan”), Freddie Mac instructed us to use the
aggregate loan amount of “$26,569,000,” which is the sum of the original principal balance shown on the Oaks Landing Loan series 2019A amortization schedule (the “Oaks Landing Loan Series 2019A Amortization Schedule”) and the
original principal balance shown on the Oaks Landing Loan series 2020A amortization schedule (the “Oaks Landing Loan Series 2020A Amortization Schedule”), both as shown in the applicable Source Document(s). |
|
34. |
For the purpose of comparing the “Monthly Debt Service Amount (Amortizing)” characteristic for the Oaks Landing Loan, Freddie Mac instructed us to use the aggregate fixed monthly debt service of “$108,426.24,” which is
the sum of the monthly debt service on the Oaks Landing Loan Series 2019A Amortization Schedule and the monthly debt service on the Oaks Landing Loan Series 2020A Amortization Schedule, both as shown in the applicable Source
Document(s). |
We performed no procedures to determine the appropriateness, accuracy, completeness
or reasonableness of the instructions, assumptions and methodologies provided by Freddie Mac that are described in the notes above.
Exhibit 2 to Attachment A
Provided Characteristics
| |
Characteristic |
| |
|
| |
Property Name |
| |
Loan Group |
| |
Appraised Value Type |
| |
Number of Properties |
| |
Master Servicing Fee |
| |
CREFC Royalty Fee |
| |
Master Servicing Surveillance Fee |
| |
Special Servicing Surveillance Fee |
| |
Rental Subsidy Indicator (Y/N) |
| |
Rental Subsidy Type |
| |
Environmental Insurance Expiration Date |
| |
Environmental Insurance Carrier (Name or N/A) |
| |
Environmental Insurance Carrier Rating |
| |
Environmental Insurance Coverage ($ or N/A) |
| |
Terrorism Insurance Expiration Date |
| |
Terrorism Insurance Carrier (Name or N/A) |
| |
Terrorism Insurance Carrier Rating |
| |
Terrorism Insurance Coverage ($ or N/A) |
| |
Terrorism Insurance Deductible ($ or N/A) |
| |
Property Insurance Expiration Date |
| |
Property Insurance Carrier (Name or N/A) |
| |
Property Insurance Carrier Rating |
| |
Property Insurance Coverage ($ or N/A) |
| |
Property Insurance Deductible ($ or N/A) |
| |
Liability Insurance Expiration Date |
| |
Liability Insurance Carrier (Name or N/A) |
| |
Liability Insurance Carrier Rating |
| |
Liability Insurance Coverage ($ per occurrence/$ aggregate or N/A) |
| |
Liability Insurance Deductible ($ or N/A) |
| |
Tax Credit Syndicator Name |
| |
CDCR (Combined DCR) |
| |
CLTV (Combined LTV) |
| |
Borrower Principal |
| |
Borrower/Principal Liquid Assets |
| |
Borrower/Principal Net Worth |
| |
Bankruptcy Description (Chapter # or N/A) |
|
Note: |
We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the Provided Characteristics. |
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