05/13/2025 | Press release | Distributed by Public on 05/13/2025 12:25
FREE WRITING PROSPECTUS | ||
FILED PURSUANT TO RULE 433 | ||
REGISTRATION FILE NO.: 333-280224-07 | ||
Dated May 13, 2025 | BMO 2025-C12 |
Structural and Collateral Term Sheet |
BMO 2025-C12 Mortgage Trust |
$648,573,834 (Approximate Mortgage Pool Balance) |
$[] (Approximate Offered Certificates) |
BMO Commercial Mortgage Securities LLC Depositor |
COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2025-C12 |
Bank of Montreal Goldman Sachs Mortgage Company German American Capital Corporation Ladder Capital Finance LLC LMF Commercial, LLC KeyBank National Association Zions Bancorporation, N.A. Societe Generale Financial Corporation Starwood Mortgage Capital LLC UBS AG Natixis Real Estate Capital LLC Sponsors and Mortgage Loan Sellers |
BMO Capital Markets |
Deutsche Bank Securities |
KeyBanc Capital Markets |
Société Générale |
UBS Securities LLC |
Goldman Sachs & Co. LLC |
Co-Lead Managers and Joint Bookrunners |
Academy Securities | Bancroft Capital, LLC |
Drexel Hamilton |
Mischler Financial | Natixis |
Co-Managers |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Dated May 13, 2025 | BMO 2025-C12 |
This material is for your information, and none of BMO Capital Markets Corp., Goldman Sachs & Co. LLC, Deutsche Bank Securities Inc., KeyBanc Capital Markets Inc., SG Americas Securities, LLC, UBS Securities LLC, Academy Securities, Inc., Bancroft Capital, LLC, Drexel Hamilton, LLC, Mischler Financial Group, Inc. and Natixis Securities Americas LLC (collectively, the "Underwriters") are soliciting any action based upon it. This material is not to be construed as an offer to sell or the solicitation of any offer to buy any security in any jurisdiction where such an offer or solicitation would be illegal.
The depositor has filed a registration statement (including the prospectus) with the Securities and Exchange Commission (File No. 333-280224) 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 Securities and Exchange Commission 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 website at www.sec.gov. Alternatively, the depositor or BMO Capital Markets Corp., any other underwriter, or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling 1-888-200-0266. The Offered Certificates referred to in these materials, and the asset pool backing them, are subject to modification or revision (including the possibility that one or more Classes of Certificates may be split, combined or eliminated at any time prior to issuance or availability of a final prospectus) and are offered on a "when, as and if issued" basis. You understand that, when you are considering the purchase of these Certificates, a contract of sale will come into being no sooner than the date on which the relevant Class has been priced and we have verified the allocation of Certificates to be made to you; any "indications of interest" expressed by you, and any "soft circles" generated by us, will not create binding contractual obligations for you or us.
Neither this document nor anything contained in this document shall form the basis for any contract or commitment whatsoever. The information contained in this document is preliminary as of the date of this document, supersedes any previous such information delivered to you and will be superseded by any such information subsequently delivered prior to the time of sale. These materials are subject to change, completion or amendment from time to time. The information should be reviewed only in conjunction with the entire offering document relating to the Commercial Mortgage Pass-Through Certificates, Series 2025-C12 (the "Offering Document"). All of the information contained herein is subject to the same limitations and qualifications contained in the Offering Document. The information contained herein does not contain all relevant information relating to the underlying mortgage loans or mortgaged properties. Such information is described elsewhere in the Offering Document. The information contained herein will be more fully described elsewhere in the Offering Document. The information contained herein should not be viewed as projections, forecasts, predictions or opinions with respect to value. Prior to making any investment decision, prospective investors are strongly urged to read the Offering Document its entirety. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this free writing prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
This document has been prepared by the Underwriters for information purposes only and does not constitute, in whole or in part, a prospectus for the purposes of Regulation (EU) 2017/1129 (as amended or superseded) and/or Part VI of the Financial Services and Markets Act 2000 (as amended) or other offering document.
The attached information contains certain tables and other statistical analyses (the "Computational Materials") which have been prepared in reliance upon information furnished by the Mortgage Loan Sellers. Numerous assumptions were used in preparing the Computational Materials, which may or may not be reflected herein. As such, no assurance can be given as to the Computational Materials' accuracy, appropriateness or completeness in any particular context; or as to whether the Computational Materials and/or the assumptions upon which they are based reflect present market conditions or future market performance. The Computational Materials should not be construed as either projections or predictions or as legal, tax, financial or accounting advice. You should consult your own counsel, accountant and other advisors as to the legal, tax, business, financial and related aspects of a purchase of these Certificates. Any weighted average lives, yields and principal payment periods shown in the Computational Materials are based on prepayment and/or loss assumptions, and changes in such prepayment and/or loss assumptions may dramatically affect such weighted average lives, yields and principal payment periods. In addition, it is possible that prepayments or losses on the underlying assets will occur at rates higher or lower than the rates shown in the attached Computational Materials. The specific characteristics of the Certificates may differ from those shown in the Computational Materials due to differences between the final underlying assets and the preliminary underlying assets used in preparing the Computational Materials. The principal amount and designation of any security described in the Computational Materials are subject to change prior to issuance. None of the Underwriters or any of their respective affiliates make any representation or warranty as to the actual rate or timing of payments or losses on any of the underlying assets or the payments or yield on the Certificates. The information in this presentation is based upon management forecasts and reflects prevailing conditions and management's views as of this date, all of which are subject to change. In preparing this presentation, we have relied upon and assumed, without independent verification, the accuracy and completeness of all information available from public sources or which was provided to us by or on behalf of the Mortgage Loan Sellers or which was otherwise reviewed by us.
This document contains forward-looking statements. If and when included in this document, 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 consumer 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 document are made as of the date hereof. We have no obligation to update or revise any forward-looking statement.
BMO Capital Markets is a trade name used by BMO Financial Group for the wholesale banking businesses of Bank of Montreal, BMO Harris Bank N.A. (member FDIC), Bank of Montreal Europe p.l.c, and Bank of Montreal (China) Co. Ltd, the institutional broker dealer business of BMO Capital Markets Corp. (Member FINRA and SIPC) and the agency broker dealer business of Clearpool Execution Services, LLC (Member FINRA and SIPC) in the U.S., and the institutional broker dealer businesses of BMO Nesbitt Burns Inc. (Member Investment Industry Regulatory Organization of Canada and Member Canadian Investor Protection Fund) in Canada and Asia, Bank of Montreal Europe p.l.c. (authorized and regulated by the Central Bank of Ireland) in Europe and BMO Capital Markets Limited (authorized and regulated by the Financial Conduct Authority) in the UK and Australia.
Securities and investment banking activities in the United States are performed by Deutsche Bank Securities Inc., a member of NYSE, FINRA and SIPC, and its broker-dealer affiliates. Lending and other commercial banking activities in the United States are performed by Deutsche Bank AG and its banking affiliates.
Société Générale is the marketing name for SG Americas Securities, LLC.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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2 |
Dated May 13, 2025 | BMO 2025-C12 |
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 document 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 CERTIFICATES REFERRED TO IN THESE MATERIALS ARE SUBJECT TO MODIFICATION OR REVISION (INCLUDING THE POSSIBILITY THAT ONE OR MORE CLASSES OF CERTIFICATES MAY BE SPLIT, COMBINED OR ELIMINATED AT ANY TIME PRIOR TO ISSUANCE OR AVAILABILITY OF A FINAL PROSPECTUS) AND ARE OFFERED ON A "WHEN, AS AND IF ISSUED" BASIS.
THE UNDERWRITERS 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 CERTIFICATE OR CONTRACT DISCUSSED IN THESE MATERIALS.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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3 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
Collateral Characteristics |
Mortgage Loan Seller |
Number of Mortgage Loans |
Number of Mortgaged Properties |
Aggregate |
% of IPB |
Roll-up Aggregate Cut-off Date Balance |
Roll-up Aggregate % of Cut-off Date Balance |
GSMC | 5 | 9 | $155,190,000 | 23.9% | $172,780,000 | 26.6% |
BMO | 6 | 6 | $78,483,097 | 12.1% | $117,523,097 | 18.1% |
GACC | 5 | 5 | $56,506,460 | 8.7% | $97,376,460 | 15.0% |
LCF | 1 | 1 | $63,859,671 | 9.8% | $63,859,671 | 9.8% |
LMF | 3 | 3 | $54,937,004 | 8.5% | $54,937,004 | 8.5% |
KeyBank | 6 | 6 | $37,805,000 | 5.8% | $37,805,000 | 5.8% |
ZBNA | 2 | 2 | $33,500,000 | 5.2% | $33,500,000 | 5.2% |
SGFC | 3 | 3 | $25,267,603 | 3.9% | $25,267,603 | 3.9% |
SMC | 2 | 12 | $18,525,000 | 2.9% | $18,525,000 | 2.9% |
UBS AG | 1 | 1 | $14,000,000 | 2.2% | $14,000,000 | 2.2% |
Natixis | 1 | 2 | $13,000,000 | 2.0% | $13,000,000 | 2.0% |
GACC, GSMC, BMO | 1 | 1 | $64,500,000 | 9.9% | - | - |
BMO, GACC | 1 | 1 | $33,000,000 | 5.1% | - | - |
Total: | 37 | 52 | $648,573,834 | 100.0% | $648,573,834 | 100.0% |
Loan Pool | ||
Initial Pool Balance ("IPB"): | $648,573,834 | |
Number of Mortgage Loans: | 37 | |
Number of Mortgaged Properties: | 52 | |
Average Cut-off Date Balance per Mortgage Loan: | $17,529,023 | |
Weighted Average Current Mortgage Rate: | 6.55698% | |
10 Largest Mortgage Loans as % of IPB: | 62.3% | |
Weighted Average Remaining Term to Maturity: | 118 months | |
Weighted Average Seasoning: | 2 months | |
Credit Statistics | ||
Weighted Average UW NCF DSCR: | 1.72x | |
Weighted Average UW NOI Debt Yield: | 12.7% | |
Weighted Average Cut-off Date Loan-to-Value Ratio ("LTV"): | 56.0% | |
Weighted Average Maturity Date/ARD LTV: | 53.7% | |
Other Statistics | ||
% of Mortgage Loans with Additional Debt: | 3.1% | |
% of Mortgage Loans with Single Tenants(1): | 5.6% | |
% of Mortgage Loans secured by Multiple Properties: | 7.3% | |
Amortization | ||
Weighted Average Original Amortization Term: | 354 months | |
Weighted Average Remaining Amortization Term: | 352 months | |
% of Mortgage Loans with Interest-Only: | 61.1% | |
% of Mortgage Loans with Partial Interest-Only followed by Amortizing Balloon: | 20.0% | |
% of Mortgage Loans with Amortizing Balloon: | 18.9% | |
Lockboxes | ||
% of Mortgage Loans with Hard Lockboxes: | 61.8% | |
% of Mortgage Loans with Springing Lockboxes: | 28.3% | |
% of Mortgage Loans with Soft Lockbox: | 5.5% | |
% of Mortgage Loans with No Lockbox: | 2.3% | |
% of Mortgage Loans with Soft (Residential); Hard (Commercial) Lockbox: |
2.0% | |
Reserves | ||
% of Mortgage Loans Requiring Monthly Tax Reserves: | 64.6% | |
% of Mortgage Loans Requiring Monthly Insurance Reserves: | 32.8% | |
% of Mortgage Loans Requiring Monthly CapEx Reserves: | 63.4% | |
% of Mortgage Loans Requiring Monthly TI/LC Reserves(2): | 61.7% |
(1) | Excludes mortgage loans that are secured by multiple properties leased to separate single tenants. |
(2) | Calculated only with respect to the Cut-off Date Balance of mortgage loans secured or partially secured by office, retail, industrial and mixed use properties. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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4 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
Collateral Characteristics |
Ten Largest Mortgage Loans | ||||||||||||
No. | Loan Name | City, State | Mortgage Loan Seller |
No. of Prop. |
Cut-off Date Balance | % of IPB | Square Feet / Units | Property Type |
UW NCF DSCR |
UW NOI Debt Yield | Cut-off Date LTV | Maturity Date/ARD LTV |
1 | Washington Square | Portland, OR | GACC, GSMC, BMO | 1 | $64,500,000 | 9.9% | 994,568 | Retail | 2.07x | 12.1% | 51.9% | 51.9% |
2 | 32 Old Slip - Leased Fee | New York, NY | GSMC | 1 | $64,500,000 | 9.9% | 42,176 | Other | 1.10x | 6.3% | 74.2% | 74.2% |
3 | La Gran Plaza | Fort Worth, TX | LCF | 1 | $63,859,671 | 9.8% | 1,112,372 | Mixed Use | 2.29x | 19.7% | 43.1% | 37.5% |
4 | Dadeland Centre I & II | Miami, FL | GSMC | 1 | $51,500,000 | 7.9% | 242,598 | Office | 1.53x | 13.5% | 59.6% | 55.2% |
5 | Cape Cod Mall | Hyannis, MA | BMO | 1 | $40,000,000 | 6.2% | 506,308 | Retail | 2.81x | 19.5% | 50.0% | 50.0% |
6 | UOVO QPN | Long Island City, NY | BMO, GACC | 1 | $33,000,000 | 5.1% | 281,494 | Self Storage | 1.47x | 9.7% | 60.9% | 60.9% |
7 | Shoppes at Bedford | Bedford, NH | ZBNA | 1 | $28,000,000 | 4.3% | 267,661 | Retail | 1.56x | 11.7% | 64.4% | 64.4% |
8 | Corona Hills Marketplace | Corona, CA | LMF | 1 | $20,000,000 | 3.1% | 148,805 | Retail | 1.85x | 12.1% | 46.0% | 46.0% |
9 | Plymouth Meeting Executive Campus | Plymouth Meeting, PA | GSMC | 5 | $20,000,000 | 3.1% | 521,288 | Office | 2.02x | 19.9% | 51.9% | 45.6% |
10 | Cress Creek Square Shopping Center | Naperville, IL | LMF | 1 | $19,000,000 | 2.9% | 144,447 | Retail | 1.38x | 11.4% | 59.7% | 56.5% |
Top 3 Total/Weighted Average | 3 | $192,859,671 | 29.7% | 1.82x | 12.7% | 56.4% | 54.6% | |||||
Top 5 Total/Weighted Average | 5 | $284,359,671 | 43.8% | 1.91x | 13.8% | 56.1% | 54.1% | |||||
Top 10 Total/Weighted Average | 14 | $404,359,671 | 62.3% | 1.82x | 13.4% | 56.5% | 54.6% | |||||
Non-Top 10 Total/Weighted Average | 38 | $244,214,163 | 37.7% | 1.54x | 11.5% | 55.1% | 52.3% |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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5 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
Collateral Characteristics |
Pari Passu Companion Loan Summary | |||||||||
No. |
Loan Name |
Mortgage Loan Seller |
Trust Cut-off Date Balance |
Aggregate Pari Passu Companion Loan Cut-off Date Balance |
Controlling Pooling/Trust & Servicing Agreement |
Master Servicer |
Special Servicer |
Related Pari Passu Loan(s) Securitizations |
Related Pari Passu Companion Loan(s) Original Balance |
1 | Washington Square | GACC, GSMC, BMO | $64,500,000 | $275,500,000 | BMO 2025-C12 | Trimont | Rialto | Future Securitization(s) | 275,500,000 |
2 | 32 Old Slip - Leased Fee | GSMC | $64,500,000 | $102,500,000 | BMO 2025-C12 | Trimont | Rialto | Future Securitization(s) | $102,500,000 |
5 | Cape Cod Mall | BMO | $40,000,000 | $14,000,000 | BMO 2025-C12 | Trimont | Rialto | Future Securitization(s) | $14,000,000 |
6 | UOVO QPN | BMO, GACC | $33,000,000 | $110,000,000 | WFCM 2025-C64 | Trimont | Rialto |
WFCM 2025-C64 BMO 2025-C11 |
$45,000,000 $65,000,000 |
9 | Plymouth Meeting Executive Campus | GSMC | $20,000,000 | $16,000,000 | BMO 2025-C12 | Trimont | Rialto | Future Securitization(s) | $16,000,000 |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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6 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
Collateral Characteristics |
Mortgaged Properties by Type |
Weighted Average |
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Property Type | Property Subtype | Number of Properties | Cut-off Date Principal Balance | % of IPB |
UW NCF DSCR |
UW NOI DY |
Cut-off Date LTV | Maturity Date/ARD LTV |
Retail | Super Regional Mall | 2 | $104,500,000 | 16.1% | 2.35x | 14.9% | 51.2% | 51.2% |
Anchored | 7 | 88,591,605 | 13.7 | 1.58x | 12.1% | 57.3% | 55.0% | |
Single Tenant | 9 | 16,957,856 | 2.6 | 1.82x | 13.7% | 44.7% | 44.7% | |
Grocery Anchored | 1 | 6,495,597 | 1.0 | 1.73x | 15.0% | 42.2% | 36.5% | |
Unanchored | 1 | 5,500,000 | 0.8 | 2.80x | 18.7% | 36.4% | 36.4% | |
Shadow Anchored | 1 | 3,206,999 | 0.5 | 1.45x | 12.0% | 54.4% | 54.4% | |
Subtotal / Weighted Average: | 21 | $225,252,056 | 34.7% | 1.99x | 13.8% | 52.5% | 51.5% | |
Office | Suburban | 8 | $90,252,500 | 13.9% | 1.72x | 15.0% | 56.3% | 52.1% |
Multifamily | Garden | 6 | $53,389,607 | 8.2% | 1.40x | 11.3% | 57.6% | 50.5% |
Low Rise | 2 | 18,250,000 | 2.8 | 1.22x | 8.4% | 66.6% | 66.6% | |
Student Housing | 1 | 18,200,000 | 2.8 | 1.98x | 13.0% | 59.3% | 59.3% | |
Subtotal / Weighted Average: | 9 | $89,839,607 | 13.9% | 1.48x | 11.0% | 59.8% | 55.5% | |
Mixed Use | Retail / Office | 1 | $63,859,671 | 9.8% | 2.29x | 19.7% | 43.1% | 37.5% |
Multifamily / Retail | 2 | 13,000,000 | 2.0 | 1.41x | 9.6% | 55.1% | 55.1% | |
Industrial / Office | 1 | 6,175,000 | 1.0 | 1.40x | 9.9% | 67.9% | 67.9% | |
Subtotal / Weighted Average: | 4 | $83,034,671 | 12.8% | 2.09x | 17.4% | 46.8% | 42.5% | |
Self Storage | Self Storage | 7 | $77,770,000 | 12.0% | 1.43x | 9.8% | 57.5% | 56.7% |
Other | Leased Fee | 1 | $64,500,000 | 9.9% | 1.10x | 6.3% | 74.2% | 74.2% |
Industrial | Manufacturing / Warehouse | 1 | $14,000,000 | 2.2% | 1.25x | 9.8% | 46.7% | 43.9% |
Manufactured Housing | Manufactured Housing | 1 | $3,925,000 | 0.6% | 1.43x | 10.4% | 60.4% | 60.4% |
Total / Weighted Average: | 52 | $648,573,834 | 100.0% | 1.72x | 12.7% | 56.0% | 53.7% |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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7 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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8 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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9 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Sellers: | GACC, GSMC, BMO | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance(1): | $64,500,000 | Title: | Fee | |
Cut-off Date Principal Balance(1): | $64,500,000 | Property Type - Subtype: | Retail - Super Regional Mall | |
% of IPB: | 9.9% | Net Rentable Area (SF)(4): | 994,568 | |
Loan Purpose: | Recapitalization | Location: | Portland, OR | |
Borrowers: | PPR Washington Square LLC and MS Washington Square LLC | Year Built / Renovated: | 1974, 2005 / 1995, 2008, 2018-2019 | |
Borrower Sponsor: | The Macerich Partnership, L.P. | Occupancy: | 85.6% | |
Interest Rate: | 5.57700% | Occupancy Date: | 3/27/2025 | |
Note Date: | 3/27/2025 | 4th Most Recent NOI (As of): | $34,916,211 (12/31/2021) | |
Maturity Date: | 4/6/2035 | 3rd Most Recent NOI (As of): | $40,807,876 (12/31/2022) | |
Interest-only Period: | 120 months | 2nd Most Recent NOI (As of): | $37,934,316 (12/31/2023) | |
Original Term: | 120 months | Most Recent NOI (As of): | $40,052,391 (TTM 12/31/2024) | |
Original Amortization Term: | None | UW Economic Occupancy: | 93.7% | |
Amortization Type: | Interest Only | UW Revenues: | $52,293,715 | |
Call Protection(2): | L(26),DorYM1(87),O(7) | UW Expenses: | $11,301,353 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $40,992,362 | |
Additional Debt(1): | Yes | UW NCF: | $39,798,880 | |
Additional Debt Balance(1): | $275,500,000 | Appraised Value / Per SF(4)(5): | $655,000,000 / $659 | |
Additional Debt Type(1): | Pari Passu | Appraisal Date(5): | 3/1/2025 | |
Escrows and Reserves(3) | Financial Information(1) | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF(4): | $342 | ||
Taxes: | $0 | Springing | N/A | Maturity Date Loan / SF(4): | $342 | |
Insurance: | $0 | Springing | N/A | Cut-off Date LTV: | 51.9% | |
Replacement Reserves: | $0 | Springing | Variable(3) | Maturity Date LTV: | 51.9% | |
TI / LC Reserve: | $0 | Springing | Variable(3) | UW NCF DSCR: | 2.07x | |
Gap Rent Reserve: | $155,348 | $0 | N/A | UW NOI Debt Yield: | 12.1% | |
Outstanding TI / LC Reserve: | $2,752,705 | $0 | N/A | |||
Sources and Uses | |||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | ||
Whole Loan(1) | $340,000,000 | 100.0% | Return of Equity | $336,001,852 | 98.8 | % | |
Upfront Reserves | 2,908,053 | 0.9 | |||||
Closing Costs | 1,090,095 | 0.3 | |||||
Total Sources | $340,000,000 | 100.0% | Total Uses | $340,000,000 | 100.0 | % |
(1) | The Washington Square Mortgage Loan (as defined below) is part of a whole loan evidenced by 23 pari passu promissory notes with an aggregate outstanding principal balance as of the Cut-off Date of $340.0 million (the "Washington Square Whole Loan"). The Financial Information in the chart above reflects the Washington Square Whole Loan. |
(2) | The lockout period will be at least 26 payment dates beginning with and including the first payment date on May 6, 2025. Defeasance of the Washington Square Whole Loan is permitted after the date that is the earlier of (i) two years from the closing date of the securitization that includes the last note comprising a part of the Washington Square Whole Loan to be securitized (the "Lockout Release Date") and (ii) May 6, 2028. In addition, on any business day from and after the Lockout Release Date, voluntary prepayment of the Washington Square Whole Loan is permitted in whole (but not in part), together with, if such voluntary prepayment occurs prior to the monthly payment date that occurs in October 2034, a prepayment fee equal to the greater of (x) 1.00% of the principal amount of the Washington Square Whole Loan being prepaid and (y) a yield maintenance premium. The assumed lockout period of 26 payments is based on the expected BMO 2025-C12 securitization closing date in June 2025. The actual lockout period may be longer. |
(3) | For a full description of Escrows and Reserves, please refer to "Escrows and Reserves" below. |
(4) | The Washington Square Property (as defined below) is part of a larger retail development consisting of a total of 1,243,621 square feet ("SF"). Macy's operates 242,505 SF at the larger retail development and Wells Fargo operates 6,548 SF at the larger retail development which are not part of the collateral. |
(5) | The appraisal is based on the assumption that Dick's Sporting Goods, which currently leases 90,000 square feet on a month-to-month basis, will execute a ground lease for a Dick's House of Sport on a pad site on which a vacant Sears store is currently located on terms set forth in a draft lease agreement provided in connection with the appraisal, and will vacate its current space. The Washington Square Whole Loan was underwritten based on the current rent payable by Dick's Sporting Goods. There can be no assurance either that Dick's Sporting Goods will enter into the new lease assumed in the appraisal or that it will continue to lease its current space, or of what the value of the Washington Square Property would be absent such assumption |
The Loan. The largest mortgage loan (the "Washington Square Mortgage Loan") is part of the Washington Square Whole Loan secured by the borrowers' fee interests in a super-regional mall totaling 994,568 SF located in Portland, Oregon (the
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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10 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
"Washington Square Property"). The Washington Square Whole Loan consists of 23 pari passu promissory notes and accrues interest at a rate of 5.57700% per annum on an Actual/360 basis. The Washington Square Whole Loan has a 10-year term and is interest only for the entire duration of the term. The Washington Square Whole Loan was co-originated on March 27, 2025 by German American Capital Corporation ("GACC"), Goldman Sachs Bank USA ("GSBI"), Bank of Montreal ("BMO"), JPMorgan Chase Bank, National Association ("JPMCB"), and Morgan Stanley Bank, National Association ("MSBNA"). The Washington Square Mortgage Loan is evidenced by the controlling Note A-1-1 and non-controlling Notes [], contributed by GACC, non-controlling Note A-4-1, contributed by BMO, and the non-controlling Note A-2-1, contributed by GSMC, with an aggregate original principal balance of $64,500,000. The Washington Square Whole Loan is expected to be serviced pursuant to the pooling and servicing agreement for the BMO 2025-C12 trust.
The table below identifies the promissory notes that comprise the Washington Square Whole Loan:
Whole Loan Summary | ||||
Note | Original Balance | Cut-off Date Balance | Note Holder | Controlling Piece |
A-1-1 | $29,320,000 | $29,320,000 | BMO 2025-C12 | Yes |
A-1-2(1) | $10,680,000 | $10,680,000 | GACC | No |
A-1-3(1) | $15,000,000 | $15,000,000 | GACC | No |
A-1-4(1) | $15,000,000 | $15,000,000 | GACC | No |
A-1-5(1) | $15,000,000 | $15,000,000 | GACC | No |
A-1-6(1) | $10,000,000 | $10,000,000 | GACC | No |
A-1-7(1) | $10,000,000 | $10,000,000 | GACC | No |
A-1-8(1) | $8,333,334 | $8,333,334 | GACC | No |
A-2-1 | $17,590,000 | $17,590,000 | BMO 2025-C12 | No |
A-2-2(1) | $16,410,000 | $16,410,000 | GSBI | No |
A-2-3(1) | $17,000,000 | $17,000,000 | GSBI | No |
A-2-4(1) | $17,000,000 | $17,000,000 | GSBI | No |
A-3-1(1) | $40,000,000 | $40,000,000 | JPMCB | No |
A-3-2(1) | $5,333,333 | $5,333,333 | JPMCB | No |
A-4-1 | $17,590,000 | $17,590,000 | BMO 2025-C12 | No |
A-4-2(1) | $12,000,000 | $12,000,000 | BMO | No |
A-4-3(1) | $3,410,000 | $3,410,000 | BMO | No |
A-4-4(1) | $9,000,000 | $9,000,000 | BMO | No |
A-4-5(1) | $9,000,000 | $9,000,000 | BMO | No |
A-4-6(1) | $6,000,000 | $6,000,000 | BMO | No |
A-4-7(1) | $6,000,000 | $6,000,000 | BMO | No |
A-4-8(1) | $5,000,000 | $5,000,000 | BMO | No |
A-5-1(1) | $45,333,333 | $45,333,333 | MSBNA | No |
Whole Loan | $340,000,000 | $340,000,000 |
(1) | Expected to be contributed to a future securitization. |
The Property. The Washington Square Property is a super-regional shopping center located in the western suburbs of Portland, Oregon. The Washington Square Property is well located at the intersection of Highway 217 and Highway 210 in the Beaverton and Tigard neighborhoods. The Washington Square Property generates approximately 9.2 million annual visits and serves a trade area of 1.4 million people and 557,000 households. The Washington Square Property features a customer base with an average household income of approximately $143,000, which is 32.0% greater than the U.S. average. Additionally, the Washington Square Property is located less than 20 miles from the Washington State border, offering a nearby, sales-tax free, shopping destination for Washington State residents. According to the appraisal, the Washington Square Property features 6,488 surface and garage parking spaces, resulting in a parking ratio of 5.24 parking spots per 1,000 SF.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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11 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
As of March 27, 2025, the Washington Square Property was 85.6% leased to 128 unique tenants (excluding non-collateral stores). The majority of the vacant space is attributable to the 120,000 SF dark former Sears box, which has been identified for potential development as a Dick's House of Sport concept store. The Washington Square Property has average total occupancy of 96.3% over the past 10 years, and has historically had limited available space for new tenants or tenants looking to expand. The Washington Square Property is anchored by Nordstrom, Macy's (non-collateral), Dick's Sporting Goods (currently on a month-to-month lease), and JCPenney, which collectively generated estimated sales of approximately $137.2 million as of 2024 (approximately $90.2 million excluding Macy's). In-line stores smaller than 10,000 SF generated sales of approximately $332.6 million in 2024, resulting in a sales volume of approximately $1,275 PSF ($881 PSF excluding Apple) and an occupancy cost of 10.9% (14.3% excluding Apple). Sales PSF excluding Apple, tenants greater than 10,000 SF, stores open less than 12 months, arcades and non-retail stores have increased by 19.4% since 2019. The Washington Square Property is home to several restaurants including Din Tai Fung (9,000 SF / $1,737 PSF) and The Cheesecake Factory (10,178 SF / $1,217 PSF), which collectively generated approximately $28.0 million of sales in 2024.
The borrowers have executed nearly 200,000 SF of new leases, renewals, relocations, and expansions since 2022, with over 80,000 SF signed since 2024, reflecting total annual base rent of approximately $4.9 million. Across 59 same space renewals, relocations, expansions, and new leases executed since 2022, the borrower sponsor has been able to increase rents by 20.5% over prior rents, resulting in approximately $2.9 million of incremental net operating income for the Washington Square Property. To achieve the recent leasing, approximately $29.3 million has been invested into the Washington Square Property, with $19.8 million focused on leasing improvements.
Major Tenants.
JCPenney (210,585 SF; 21.2% of NRA; 0.9% of underwritten base rent): JCPenney (Fitch/Moody's/S&P: NR/NR/NR) was founded in 1902 and is one of the nation's largest retailers of apparel, home goods, jewelry, and beauty merchandise. JCPenney employs more than 50,000 associates worldwide and operates over 650 stores across the United States and Puerto Rico. With $10.2 million of sales in 2024, JCPenney at the Washington Square Property exceeds its national average sales per store of $10.0 million. Lender underwriting includes JCPenney's recently executed 5-year lease extension, which nearly doubled the tenant's prior rents. JCPenney's lease includes a 1.50% percentage rent rate at a breakpoint of $32,929,515 as of the Cut-off Date. JCPenney owns its box at the Washington Square Property.
Nordstrom (180,000 SF; 18.1% of NRA; 1.2% of underwritten base rent): Nordstrom (Fitch/Moody's/S&P: BB+/Ba2/BB) was founded in 1901 as a retail shoe business in Seattle, Washington. Nordstrom is a leading fashion designer offering clothing, shoes and accessories for men, women and kids. Nordstrom has more than 350 Nordstrom, Nordstrom Local and Nordstrom Rack locations. Nordstrom is the highest performing anchor tenant at the Washington Square Property, generating sales of $61.5 million in 2024. Additionally, Nordstrom has a significant online presence and has unofficially reported its Washington Square Property location generates approximately $98.0 million including on-line fulfillments in 2023. Nordstrom recently completed a $15.0 million renovation which included modern cosmetic upgrades, new flooring, café renovation, and department reconfiguration across both levels. Nordstrom's lease includes a 0.50% percentage rent rate at a breakpoint of $100,000,000 but not in excess of $200,000,000. Nordstrom pays 0.25% percentage rent for sales in excess of $200,000,000. Nordstrom owns its box at the Washington Square Property.
DICK'S Sporting Goods (90,000 SF; 9.0% of NRA; 7.0% of underwritten base rent): DICK'S Sporting Goods (Fitch/Moody's/S&P: NR/Baa2/BBB) ("Dick's") was founded in 1948 as a bait-and-tackle shop in Binghamton, New York, and has since grown to become an omnichannel sporting goods retailer, with a primary focus on sports equipment, apparel, footwear and accessories. Headquartered in Coraopolis, Pennsylvania, Dick's offers a wide range of products through its main and specialty concept stores, including Dick's Sporting Goods, Public Lands, Moosejaw and Going Going Gone! Having generated $18.6 million of sales in 2023, the Dick's at the Washington Square Property exceeds its national average sales per store of $13.9 million. The borrower sponsor is negotiating a lease with Dick's Sporting Goods to open a new House of Sport concept store to be located on the vacant Sears parcel which the borrower sponsor estimates to generate sales of $35 million annually. The borrower sponsor expects to invest approximately $21 million of capital in the proposed new 120,000 SF, two-level location which includes an adjacent athletic field. Dick's Sporting Goods leases its current space on a month-to-month basis. There can be no assurance that the tenant will either open a House of Sport store or remain in its current location, or that the borrower sponsor will make such investment.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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12 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
The following table presents certain information relating to the historical and current occupancy of the Washington Square Property:
Historical and Current Occupancy(1) | |||
2022 | 2023 | 2024 | Current(2) |
96.5% | 98.1% | 97.8% | 85.6% |
(1) | Based on December 31 of each respective year unless otherwise specified. |
(2) | Based on the underwritten rent roll as of March 27, 2025. Excludes non-collateral tenants. |
The following table presents certain information relating to the largest tenants by net rentable area at the Washington Square Property:
Top Tenant Summary(1) | |||||||
Tenant |
Ratings (Fitch/Moody's/S&P)(2) |
Net Rentable Area (SF) |
% of Total NRA |
UW Base Rent PSF | UW Base Rent |
% of Total UW Base Rent |
Lease |
Anchor Tenants | |||||||
JCPenney | NR/NR/NR | 210,585 | 21.2% | $1.42 | $300,000 | 0.9% | 8/31/2030 |
Nordstrom | BB+/Ba2/BB | 180,000 | 18.1% | $2.22 | $399,600 | 1.2% | 2/28/2035 |
Dick's | NR/Baa2/BBB | 90,000 | 9.0% | $26.32 | $2,368,800 | 7.0% | MTM |
Anchor Tenants Subtotal / Wtd. Avg. | 480,585 | 48.3% | $6.38 | $3,068,400 | 9.1% | ||
Major Tenants | |||||||
Pottery Barn | NR/NR/NR | 21,246 | 2.1% | $31.06 | $659,900 | 2.0% | 1/31/2026 |
H&M | NR/NR/BBB | 19,481 | 2.0% | $40.23 | $783,659 | 2.3% | 1/31/2027 |
Victoria's Secret | NR/B1/BB- | 10,187 | 1.0% | $71.74 | $730,815 | 2.2% | 3/31/2030 |
The Cheesecake Factory | NR/NR/NR | 10,178 | 1.0% | $50.00 | $508,900 | 1.5% | 1/31/2031 |
Apple Store | NR/Aaa/AA+ | 9,500 | 1.0% | $116.07 | $1,102,665 | 3.3% | 1/31/2028 |
Janelle James(3) | NR/NR/NR | 9,321 | 0.9% | $0.00(4) | $0(4) | 0.0%(4) | Various(5) |
Din Tai Fung | NR/NR/NR | 9,000 | 0.9% | $62.41 | $561,690 | 1.7% | 2/28/2029 |
American Eagle Outfitters | NR/NR/NR | 8,930 | 0.9% | $85.45 | $763,058 | 2.3% | 1/31/2026 |
Aritzia | NR/NR/NR | 7,880 | 0.8% | $59.82 | $471,382 | 1.4% | 1/31/2033 |
Hollister Co. | NR/NR/NR | 7,626 | 0.8% | $45.49 | $346,932 | 1.0% | 1/31/2026 |
Major Tenants Subtotal / Wtd. Avg. | 113,349 | 11.4% | $52.31 | $5,929,001 | 17.6% | ||
Remaining Occupied | 257,752 | 25.9% | $95.72 | $24,673,120 | 73.3% | ||
Occupied Collateral Total / Wtd. Avg. | 851,686 | 85.6% | $39.53 | $33,670,522 | 100.0% | ||
Vacant Space | 142,882 | 14.4% | |||||
Collateral Total | 994,568 | 100.0% | |||||
(1) | Based on the underwritten rent roll dated March 27, 2025. |
(2) | In certain instances, ratings provided are those of the parent company of the entity shown, whether or not the parent company guarantees the lease. |
(3) | Janelle James sales are excluded as the tenant took occupancy in 2024. |
(4) | Janelle James does not have underwritten rent as the store is a categorized as under a Specialty Lease Agreement and is being underwritten separately. |
(5) | Janelle James has 7,209 SF expiring on September 30, 2025 and 2,112 SF leased on a MTM basis. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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13 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
The following table presents certain information relating to the sales history of certain tenants of the Washington Square Property:
Tenant Sales(1)(2) | ||||
2019 | 2022 | 2023 | 2024 | |
Gross Mall Sales | $462,146,922 | $496,051,790 | $517,149,498 | $504,269,175(3) |
Sales PSF (Inline < 10,000 SF) | $280,020,294 | $326,125,793 | $349,359,669 | $332,638,894 |
Sales PSF (Inline < 10,000 SF, Excluding Apple) | $151,941,257 | $208,286,233 | $233,660,240 | $246,745,839 |
SLA | $100,017 | $2,572,391 | $3,497,853 | $5,358,023 |
Inline > 10,000 SF | $30,160,772 | $30,869,484 | $30,412,079 | $29,045,488 |
Anchor Tenants(4) | $151,865,839 | $136,484,122 | $133,879,898 | $137,226,771 |
(1) | Includes the borrower sponsor's provided estimates for non-reporting anchor tenants and/or non-collateral tenants. |
(2) | 2020 and 2021 sales are excluded due to the adverse impact of the COVID-19 pandemic. |
(3) | Tesla closed in January 2024. |
(4) | Includes sales from Macy's, which is not part of the collateral for the Washington Square Whole Loan. |
The following table presents certain information relating to the sales history of major tenants of the Washington Square Property:
Top Tenant Sales(1)(2) | ||||||
Tenant Name | SF | 2019 | 2022 | 2023 | 2024 | Occupancy Cost |
Anchor Tenants | ||||||
JCPenney | 210,585 | $16,600,412 | $11,614,465 | $10,820,321 | $10,200,519 | 4.9% |
Nordstrom | 180,000 | $66,393,324 | $59,200,709 | $57,489,636 | $61,456,311 | 1.0% |
Dick's | 90,000 | $13,372,103 | $18,668,948 | $18,569,941 | NAV(3) | 16.3%(4) |
Major Tenants | ||||||
Pottery Barn | 21,246 | $6,144,052 | $7,763,323 | $6,153,922 | $5,292,034 | 14.3% |
H&M | 19,481 | $6,995,065 | $6,966,381 | $6,545,905 | $5,392,411 | 14.6% |
Victoria's Secret | 10,187 | $5,756,509 | $5,984,613 | $5,610,653 | $5,969,587 | 18.4% |
The Cheesecake Factory | 10,178 | $11,265,146 | $10,155,168 | $12,101,598 | $12,391,456 | 7.1% |
Apple Store | 9,500 | $128,079,037 | $117,839,560 | $115,699,429 | $85,893,054 | 1.5% |
Janelle James | 9,321 | NAV | NAV | NAV | NAV(5) | NAV |
Din Tai Fung | 9,000 | $11,404,828 | $15,612,822 | $16,886,801 | $15,632,089 | 6.1% |
American Eagle Outfitters | 8,930 | $6,747,987 | $5,831,614 | $6,190,226 | $7,390,233 | 16.4% |
Aritzia | 7,880 | $3,673,131 | $5,940,033 | $10,996,292 | $11,055,371 | 7.9% |
Hollister Co. | 7,626 | $2,418,389 | $2,829,824 | $3,443,065 | $4,621,544 | 19.0% |
(1) | All sales information presented herein with respect to the Washington Square Property is based upon information provided by the borrower sponsor. In certain instances, sales figures represent estimates because the tenants are not required to report, or otherwise may not have reported sales information on a timely basis. Further, because sales are self-reported, such information is not independently verified by the borrower sponsor. |
(2) | 2020 and 2021 excluded due to the adverse impact of the COVID-19 pandemic on the Washington Square Property. |
(3) | Dick's sales are excluded due to the disruptions due to the change to Dick's House of Sport. |
(4) | Occupancy Cost is calculated from 2023 sales. |
(5) | Sales for the Janelle James store are not included as the tenant took occupancy in 2024. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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14 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
The following table presents certain information relating to the lease rollover schedule at the Washington Square Property:
Lease Rollover Schedule(1)(2) | ||||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring | |
Vacant | NAP | 148,984 | 15.0% | NAP | NAP | 142,882 | 14.4% | NAP | NAP | |
2025 & MTM | 31 | 87,253 | 8.8% | $5,603,773 | 16.6% | 291,866 | 29.3% | $5,603,773 | 16.6% | |
2026 | 32 | 40,444 | 4.1% | $8,656,859 | 25.7% | 379,119 | 38.1% | $14,260,632 | 42.3% | |
2027 | 12 | 26,642 | 2.7% | $2,810,101 | 8.3% | 419,563 | 42.2% | $17,070,733 | 50.6% | |
2028 | 8 | 26,100 | 2.6% | $2,948,866 | 8.8% | 446,205 | 44.9% | $20,019,599 | 59.4% | |
2029 | 10 | 258,142 | 26.0% | $2,363,731 | 7.0% | 472,305 | 47.5% | $22,383,330 | 66.4% | |
2030 | 14 | 24,784 | 2.5% | $4,588,618 | 13.6% | 730,447 | 73.4% | $26,971,948 | 80.0% | |
2031 | 5 | 1,064 | 0.1% | $1,715,384 | 5.1% | 755,231 | 75.9% | $28,687,332 | 85.1% | |
2032 | 1 | 27,153 | 2.7% | $154,642 | 0.5% | 756,295 | 76.0% | $28,841,974 | 85.6% | |
2033 | 6 | 13,606 | 1.4% | $1,658,856 | 4.9% | 783,448 | 78.8% | $30,500,830 | 90.5% | |
2034 | 4 | 197,514 | 19.9% | $1,051,739 | 3.1% | 797,054 | 80.1% | $31,552,569 | 93.6% | |
2035 | 8 | 0 | 0.0% | $2,117,953 | 6.3% | 994,568 | 100.0% | $33,670,522 | 100.0% | |
2036 & Thereafter | 0 | 148,984 | 15.0% | $0 | 0.0% | 994,568 | 100.0% | $33,670,522 | 100.0% | |
Total | 131 | 994,568 | 100.0% | $33,670,522 | 100.0 | % |
(1) | Based on the underwritten rent roll dated March 27, 2025. |
(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 Rollover Schedule. |
Environmental. According to the Phase I environmental site assessment dated January 10, 2025 there was a recognized environmental condition at the Washington Square Property but no investigation was warranted. See "Description of the Mortgage Pool-Environmental Considerations" in the Preliminary Prospectus .
The following table presents certain information relating to the historical and underwritten cash flows of the Washington Square Property:
Operating History and Underwritten Net Cash Flow(1) | |||||||
2021 | 2022 | 2023 | 2024 | Underwritten | Per SF | %(2) | |
Base Rent | $26,319,105 | $27,605,675 | $29,612,737 | $31,678,533 | $33,670,522 | $33.85 | 88.4% |
Contractual Rent Steps(3) | 0 | 0 | 0 | 0 | 895,145 | $0.90 | 2.4 |
Gross-Up Vacant Rent | 0 | 0 | 0 | 0 | 3,509,611 | $3.53 | 9.2 |
Gross Potential Income | $26,319,105 | $27,605,675 | $29,612,737 | $31,678,533 | $38,075,277 | $38.28 | 100.0% |
Total Recoveries | 9,362,302 | 10,174,065 | 10,878,330 | 11,694,598 | 12,481,747 | $12.55 | 32.8 |
Vacancy & Bad Debt | 331,602 | 2,017 | (194,460) | 74,039 | (3,509,611) | ($3.53) | -9.2 |
Other Income(4) | 7,544,280 | 12,195,473 | 7,639,570 | 6,938,175 | 5,246,301 | $5.27 | 13.8 |
Effective Gross Income | $43,557,289 | $49,977,230 | $47,936,177 | $50,385,345 | $52,293,715 | $52.58 | 137.3% |
Real Estate Taxes | 2,413,579 | 2,491,047 | 2,572,031 | 2,602,680 | 3,074,235 | $3.09 | 5.9 |
Insurance | 528,609 | 583,308 | 668,975 | 817,604 | 764,945 | $0.77 | 1.5 |
Management Fee | 817,959 | 966,204 | 914,934 | 871,977 | 1,000,000 | $1.01 | 1.9 |
Other Expenses | 4,880,931 | 5,128,795 | 5,845,921 | 6,040,693 | 6,462,173 | $6.50 | 12.4 |
Total Expenses | $8,641,078 | $9,169,354 | $10,001,861 | $10,332,954 | $11,301,353 | $11.36 | 21.6% |
Net Operating Income | $34,916,211 | $40,807,876 | $37,934,316 | $40,052,391 | $40,992,362 | $41.22 | 78.4% |
Capital Expenditures | 0 | 0 | 0 | 0 | 198,914 | $0.20 | 0.4 |
TI/LC | 0 | 0 | 0 | 0 | 994,568 | $1.00 | 1.9 |
Net Cash Flow | $34,916,211 | $40,807,876 | $37,934,316 | $40,052,391 | $39,798,880 | $40.02 | 76.1% |
(1) | Based on the underwritten rent roll dated March 27, 2025. Includes rents from Dick's Sporting Goods, which leases its space on a month-to-month basis. |
(2) | % column represents percentage of Gross Potential Income for all revenue lines and represents percentage of Effective Gross Income for the remaining fields. |
(3) | Contractual Rent Steps were taken through March 27, 2026. |
(4) | Other Income includes Percent in Lieu, Overage Rent, Specialty Leasing, Business Development, Storage Income, and Miscellaneous Income. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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15 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
The Market. According to the appraisal, the Washington Square Property is located in the Portland retail market and the Beaverton/I-5/217 Corridor submarket. The Washington Square Property benefits from its position at the intersection of Highway 217 and Highway 210 in the Beaverton and Tigard neighborhoods. The Portland retail market has one of the nation's lowest rates of retail space per capita and is sales-tax free, allowing the Washington Square Property to attract 9.2 million visitors annually. Key competitors offer strong regional appeal, but do not match Washington Square's scale at 1.2 million SF (including non-collateral tenants).
According to the appraisal, the Beaverton/I-5/217 Corridor consists of approximately 7.7 million SF and is the largest of the five submarkets within the approximately 24.8 million SF Portland retail market. As of the third quarter of 2024, the 5.1% vacancy rate in the submarket is lower than the 5.8% vacancy rate for the region. Additionally, the Beaverton/I-5/217 Corridor submarket asking rent of $24.68 per square foot is the highest of all the submarkets in the Portland retail market, which averages $22.83. Asking rent in the submarket and Portland retail market have grown each year since 2021. The appraisal forecasts submarket rents to grow to $25.70 by 2028.
According to the appraisal, the estimated 2023 population within a five-, seven- and 10-mile radius of the Washington Square Property was 324,164, 541,622 and 1,029,104, respectively. Additionally, for the same period, the average household income within the same radii was $127,920, $130,676 and $126,337, respectively.
The following table presents certain information relating to the appraisal's market rent conclusions for the Washington Square Property:
Market Rent Summary(1) | ||||
Market Rent (PSF) | Attained Rent (PSF) | Rent Increase Projections | New Tenant Improvements | |
Washington Square | $69.91 | $68.92 | 3.0% | $40.00 |
(1) | Based on the appraisal. |
Appraisal. The appraisal is based on the assumption that Dick's Sporting Goods, which currently leases 90,000 square feet on a month-to-month basis, will execute a ground lease for a Dick's House of Sport on a pad site on which a vacant Sears store is currently located on terms set forth in a draft lease agreement provided in connection with the appraisal, and will vacate its current space. The Washington Square Whole Loan was underwritten based on the current rent payable by Dick's Sporting Goods. There can be no assurance either that Dick's Sporting Goods will enter into the new lease assumed in the appraisal or that it will continue to lease its current space, or what the value of the Washington Square Property would be absent such assumption.
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate(2) |
Direct Capitalization Approach | $655,000,000 | 6.00% |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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16 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
The following table presents certain information relating to comparable retail centers for the Washington Square Property:
Competitive Retail Center Summary(1) | ||||||
Property / Location | Year Built / Renovated or Expanded | Total NRA (SF) | Occupancy | Distance to Subject | Sales PSF | Anchor Tenants |
Washington Square Portland, OR |
1974, 2005 / 1995, 2008, 2018-2019 | 994,568(2)(3) | 85.6%(2)(3) | NAP | $1,200 - $1,300(4) | Dick's Sporting Goods, JCPenney, Macy's, Nordstrom, Dick's House of Sport |
Bridgeport Village Tigard, OR |
2004 / 2022 | 485,584 | 96.8% | 5.7 miles | $900 - $1,100(4) | Crate & Barrel, Regal Cinemas, Saks Off Fifth Avenue, Barnes & Noble |
Nyberg Woods Tualatin, OR |
2006 / NAP | 367,967 | 95.1% | 6.2 miles | NAV | Best Buy, Old Navy, BootBarn, PetSmart |
Nyberg Rivers Tualatin, OR |
2014 / 2015 | 567,479 | 96.9% | 6.1 miles | NAV | Cabela's, New Seasons Market, LA Fitness, HomeGoods, Michaels |
Pioneer Place Portland, OR |
1990 / 2000, 2012, 2018 | 356,223 | 63.2% | 8.7 miles | $450 - $500(5) | Zara, Regal Cinemas, H&M, Apple Flagship, Punch Bowl Social |
Clackamas Town Center Happy Valley, OR |
1980 / 1994, 2012 | 1,415,000 | 84.8% | 14.1 miles | $550 - $650 | Dick's Sporting Goods, Macy's, JCPenney, REI |
(1) | Based on the appraisal. |
(2) | Based on the underwritten rent roll as of March 27, 2025. |
(3) | Total NRA (SF) and Occupancy exclude the non-collateral space. |
(4) | Sales PSF includes Apple. |
(5) | Sales PSF excludes Luxury. Sales PSF including luxury are ($2,500 - $3,000). |
The Borrowers. The borrowers for the Washington Square Whole Loan are PPR Washington Square LLC and MS Washington Square LLC, each a Delaware limited liability company and single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Washington Square Whole Loan. MS Washington Square LLC owns the portion of the Washington Square Property on which a vacant Sears store is located, and PPR Washington Square LLC owns the remainder of the Washington Square Property.
The Borrower Sponsor. The borrower sponsor is The Macerich Partnership, L.P. ("Macerich"). Macerich is a fully integrated, self-managed and self-administrated real estate investment trust. As an owner, operator and developer of retail real estate in densely populated U.S. markets. Macerich's portfolio is concentrated in California, the Pacific Northwest, Phoenix/Scottsdale, and the metropolitan New York to Washington, D.C corridor. Macerich currently owns 43 million square feet of real estate consisting primarily of interests in 40 assets.
Since 2016, approximately $29.3 million has been invested into the Washington Square Property, with $19.8 million focused on leasing improvements. Further, the borrower sponsor is planning additional leasing-driven investments including a $33 million center court renovation and approximately $21 million for the new Dick's House of Sport location. Such investments are not required or reserved for under the Washington Square Whole Loan Documents.
Property Management. The Washington Square Property is managed by Macerich Property Management Company, LLC, an affiliate of the borrower sponsor.
Lockbox / Cash Management. The Washington Square Whole Loan is structured with a hard lockbox and springing cash management. The borrower and property manager are required to direct the tenants to pay rent directly into the lockbox account, and to deposit any rents otherwise received into such account within three business days after receipt. During the continuance of a Trigger Period (as defined below), all funds in the lockbox account are required to be swept on a weekly basis, and on the second business day preceding each monthly payment date, to a lender-controlled cash management account. Funds in the cash management account are required to be applied to debt service and the reserves and escrows described above, with any excess funds (i) to be deposited into an excess cash flow reserve account held by the lenders as cash collateral for the Washington Square Whole Loan or (ii) if no Trigger Period is continuing, disbursed to the borrower.
Escrows and Reserves. At origination, the borrowers were required to deposit into escrow (i) $2,752,705 for outstanding tenant improvements and leasing costs and (ii) $155,348 for a gap rent reserve.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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17 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
Tax Escrows - On a monthly basis, during the continuance of a Trigger Period or at any time taxes are not paid by the borrowers prior to the assessment of any penalty, the borrowers are required to escrow 1/12th of the annual estimated tax payments payable during the next ensuing 12 months.
Insurance Escrows - During the continuance of a Trigger Period, except if the Washington Square Property is insured under an acceptable blanket policy, the borrowers are required to escrow 1/12th of the annual estimated insurance payments on a monthly basis. An acceptable blanket policy is currently in place.
Replacement Reserves - During the continuance of a Trigger Period, the borrowers are required to escrow an amount equal to the gross leasable area of the Washington Square Property (excluding non-collateral square footage, excluded replacement reserve premises, which are the premises leased by Nordstrom and Dick's Sporting Goods pursuant to the House of Sport lease, , if such lease is executed, and any other tenant that is required to pay for all repairs and maintenance costs for its entire leased premises, roof and structural components) multiplied by $0.25 and divided by 12 on a monthly basis for ongoing replacement reserves. The replacement reserve ongoing deposits are capped at an amount equal to 24 times the required deposit.
Rollover Reserves - During the continuance of a Trigger Period, the borrowers are required to escrow an amount equal to the gross leasable area of the Washington Square Property (excluding non-collateral square footage and excluded rollover premises, which are premises leased by Nordstrom and Dick's Sporting Goods pursuant to the House of Sport lease, if such lease is executed) multiplied by $1.00 and divided by 12 on a monthly basis for ongoing rollover reserves. The rollover reserve ongoing deposits are capped at an amount equal to 24 times the required deposit.
A "Trigger Period" commences upon the occurrence of (i) an event of default or (ii) a Low Debt Service Period (as defined below) and will end if, (a) with respect to clause (i), the lender has waived the event of default or the borrowers have cured the event of default and no other event of default is then continuing, and (b) with respect to clause (ii), the Low Debt Service Period has ended pursuant to the definition thereof, or the borrowers have prepaid the Washington Square Whole Loan or provided additional credit support such that the actual debt service coverage ratio is 1.40x or above.
A "Low Debt Service Period" commences upon the actual debt service coverage ratio being less than 1.40x for two consecutive calculation dates, and will end upon the Washington Square Whole Loan achieving an actual debt service coverage ratio of at least 1.40x for two consecutive calculation dates.
Subordinate and Mezzanine Debt. None.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. The borrowers have the right to obtain releases of outparcels, which include specified portions of the Washington Square Property identified in the Washington Square Whole Loan documents as the "Hotel Release Parcel" (approximately 1.47 acres proposed for future hotel use, and has a separate appraised value of $3,400,000) and the "Multifamily Release Parcel" (approximately 3.77 acres, proposed for future multifamily use and has a separate appraised value of $12,900,000). No release price is required in connection with such a partial release. Further, the borrowers may adjust the boundary lines of such parcels without the lender's approval, provided that such adjustment does not increase the size of the parcel by more than 15% or would not otherwise be expected to have a material adverse effect (as certified by the borrowers) on the remaining collateral for the Washington Square Whole Loan. In addition, in connection with an expiration (without renewal) of the lease to JCPenney that expires April 20, 2030 or other termination of that lease, the borrowers may obtain the release of a portion of the Washington Square Property identified in the Washington Square Whole Loan documents as the "JCPenney Development Parcel". Such release requires payment of a release price of $3,250,000. The related appraisal provided two values for the JCPenney Development Parcel, one, which relates solely to the JCPenney store improvements and underlying site, assuming they continue to be leased, was $5,100,000, while the second value, which relates to a 21.4 acre site that includes the foregoing area plus adjoining non-income producing parking areas, and would need to be separately replotted as a development site, was $27,300,000. The Washington Square Whole Loan documents permit release of the larger parcel. The release price for the JCPenney Development Parcel is based on the $5,100,000 value for the smaller parcel, which is included in the valuation of the Washington Square Property (while the $27,300,000 value of the actual release parcel is not included in the valuation of the Washington Square Property). In addition, the Washington Square Whole Loan permits release of unspecified outparcels that are either (A) non-income
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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18 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 1 - Washington Square |
producing and unimproved for tenant occupancy, the release of which does not have a material adverse effect on (i) the business, operations, or financial condition of the borrowers, (ii) the ability of the borrowers to repay the Washington Square Whole Loan or (iii) the ongoing operations and (B) real property that is as of the date of any potential release non-income producing and improved by structures that (i) were vacant as of the origination date and (ii) have been vacant and non-income producing continuously since the origination date and for at least 3 years prior to the date of any potential release. All of such releases are subject to various conditions, including but not limited to (i) except in the case of the release of the JCPenney Development Parcel, the borrower certifies that the release will not materially and adversely affect the use, operations, economic value of, or the revenue produced by (exclusive of the economic value or revenue lost attributable to the release parcel) the remaining improvements located on the Washington Square Property as a retail shopping center, (ii) compliance with applicable laws, and (iii) satisfaction of REMIC-related conditions.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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19 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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20 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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21 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | GSMC | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance(1): | $64,500,000 | Title: | Fee | |
Cut-off Date Principal Balance(1): | $64,500,000 | Property Type - Subtype: | Other - Leased Fee | |
% of IPB: | 9.9% | Net Rentable Area (SF)(4): | 42,176 | |
Loan Purpose: | Refinance | Location: | New York, NY | |
Borrowers: | 32 Slipstream, LLC and 32 Old Stream, LLC | Year Built / Renovated: | NAP / NAP | |
Borrower Sponsor: | Leon Melohn | Occupancy: | NAP | |
Interest Rate: | 5.65000% | Occupancy Date: | NAP | |
Note Date: | 5/5/2025 | 4th Most Recent NOI (As of)(5): | NAV | |
Maturity Date: | 5/6/2035 | 3rd Most Recent NOI (As of)(5): | NAV | |
Interest-only Period: | 120 months | 2nd Most Recent NOI (As of)(5): | NAV | |
Original Term: | 120 months | Most Recent NOI (As of)(5): | NAV | |
Original Amortization Term: | None | UW Economic Occupancy: | 100.0% | |
Amortization Type: | Interest Only | UW Revenues: | $10,481,490 | |
Call Protection(2): | L(25),D(88),O(7) | UW Expenses: | $0 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $10,481,490 | |
Additional Debt(1): | Yes | UW NCF: | $10,481,490 | |
Additional Debt Balance(1): | $102,500,000 | Appraised Value / Per SF(6): | $225,000,000 / $5,335 | |
Additional Debt Type(1): | Pari Passu | Appraisal Date(6): | 3/24/2025 | |
Escrows and Reserves(3) | Financial Information(1) | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $3,960 | ||
Taxes: | $0 | Springing | N/A | Maturity Date Loan / SF: | $3,960 | |
Insurance: | $0 | Springing | N/A | Cut-off Date LTV(5): | 74.2% | |
Maturity Date LTV(5): | 74.2% | |||||
UW NCF DSCR: | 1.10x | |||||
UW NOI Debt Yield: | 6.3% | |||||
Sources and Uses | ||||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | |||
Whole Loan(1) | $167,000,000 | 89.5 | % | Loan Payoff | $176,544,017 | 94.6 | % | |
Borrower Sponsor Equity | 19,685,488 | 10.5 | Closing Costs(6) | 10,141,472 | 5.4 | |||
Total Sources | $186,685,488 | 100.0 | % | Total Uses | $186,685,488 | 100.0 | % |
(1) | The 32 Old Slip - Leased Fee Loan (as defined below) is part of the 32 Old Slip - Leased Fee Whole Loan (as defined below), which is evidenced by seven pari passu promissory notes with an aggregate principal balance of $167,000,000. The Financial Information presented above is based on the aggregate original principal balance of the promissory notes comprising the 32 Old Slip - Leased Fee Whole Loan. |
(2) | Defeasance of the 32 Old Slip - Leased Fee Whole Loan is permitted in full at any time after the date that is the earlier to occur of (i) two years after the closing date of the securitization that includes the last 32 Old Slip - Leased Fee Whole Loan note to be securitized and (ii) May 5, 2028. The assumed defeasance lockout period of 25 payments is based on the anticipated closing date of the BMO 2025-C12 securitization trust in June 2025. The actual defeasance lockout period may be longer. |
(3) | See "Escrows and Reserves" below for further discussion of reserve information. |
(4) | Net Rentable Area (SF) reflects square footage attributable to the parcel of land which serves as collateral for the 32 Old Slip - Leased Fee Mortgage Loan (as defined below). |
(5) | Historical NOI data is not available for the ground lease. However, certain historical operating information and occupancy data relating to the Non-Collateral Improvements (as defined below) are available. Please refer to "Underwritten Net Cash Flow" below. |
(6) | The Appraised Value of $225.0 million represents the value of the leased fee interest. The appraiser also provided an "as is" land value of $131.8 million, which results in an LTV of 126.7%. |
(7) | Closing Costs are inclusive of a rate buydown totaling $8,663,125. |
The Loan. The second largest mortgage loan (the "32 Old Slip - Leased Fee Loan") is part of a whole loan (the "32 Old Slip - Leased Fee Whole Loan") evidenced by seven pari passu promissory notes with an aggregate original principal balance of $167,000,000. The 32 Old Slip - Leased Fee Loan is evidenced by the controlling Note A-1 and the non-controlling A-3, with an outstanding principal balance as of the Cut-off Date of $64,500,000. The 32 Old Slip - Leased Fee Loan will be included in the BMO 2025-C12 securitization trust and represents approximately 9.9% of the Initial Pool Balance. The 32 Old Slip - Leased Fee Whole Loan was co-originated by Goldman Sachs Bank USA, Barclays Capital Real Estate Inc. ("BCREI") and Morgan Stanley Mortgage Capital Holdings LLC ("MSMCH") on May 5, 2025. The 32 Old Slip - Leased
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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22 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
Fee Whole Loan is secured by the borrowers' fee simple interest in the land beneath a Class-A office building totaling 1,170,997 square feet located in Manhattan, New York (the "32 Old Slip - Leased Fee Property"). The 32 Old Slip - Leased Fee Whole Loan has a 10-year term, is interest-only for the full term of the 32 Old Slip - Leased Fee Whole Loan and accrues interest at a rate of 5.65000% per annum on an Actual/360 basis. The scheduled maturity date of the 32 Old Slip - Leased Fee Whole Loan is May 6, 2035.
The table below identifies the promissory notes that comprise the 32 Old Slip - Leased Fee Whole Loan. The 32 Old Slip - Leased Fee Whole Loan will be serviced pursuant to the pooling and servicing agreement for the BMO 2025-C12 trust securitization. The relationship between the holders of the 32 Old Slip - Leased Fee Whole Loan is governed by a co-lender agreement as described under "Description of the Mortgage Pool-The Whole Loans-The Serviced Pari Passu Whole Loans" and "The Pooling and Servicing Agreement" in the Preliminary Prospectus.
Whole Loan Summary | ||||
Note | Original Balance | Cut-off Date Balance | Note Holder |
Controlling Piece |
A-1 | $40,000,000 | $40,000,000 | BMO 2025-C12 | Yes |
A-2(1) | $30,500,000 | $30,500,000 | GSBI | No |
A-3 | $24,500,000 | $24,500,000 | BMO 2025-C12 | No |
A-4(1) | $25,000,000 | $25,000,000 | BCREI | No |
A-5(1) | $11,000,000 | $11,000,000 | BCREI | No |
A-6(1) | $26,000,000 | $26,000,000 | MSMCH | No |
A-7(1) | $10,000,000 | $10,000,000 | MSMCH | No |
Whole Loan | $167,000,000 | $167,000,000 |
(1) | Expected to be contributed to one or more future securitization(s). |
The Property. The 32 Old Slip - Leased Fee Property consists of approximately 0.97 acres of land located in New York, New York, which is encumbered by a term ground lease (the "Ground Lease") that commenced on April 13, 2015 and ends on April 29, 2114, with two 25-year extension options and no unilateral termination rights and was entered into by the borrowers, collectively as landlord in connection with the acquisition of the 32 Old Slip - Leased Fee Property. The tenant under the Ground Lease, RXR 32 Old Slip Owner LLC, or any successor tenant under the Ground Lease (the "Ground Tenant"), owns the improvements currently located on the 32 Old Slip - Leased Fee Property (the "Non-Collateral Improvements") and none of the Non-Collateral Improvements serves as collateral for the 32 Old Slip - Leased Fee Whole Loan. The Ground Tenant may not sell, assign or otherwise transfer its leasehold interest (except for assignments or subleases consented to by the landlord), nor may it engage in any transaction which would (directly or indirectly) result in a change of control of the Ground Tenant. The Non-Collateral Improvements consist of a Class-A office building totaling 1,170,997 square feet constructed in 1987. The Ground Tenant is required to pay ground rent for the current lease year (through April 12, 2026) in the amount of $9,572,381. The ground rent contractually increases by 2.0% annually. The borrowers only receives the rental income from the Ground Lease and not from the operation of the Non-Collateral Improvements.
The Ground Tenant has a right of first offer with respect of the sale of the 32 Old Slip - Leased Fee Property by the landlord, with certain excluded transfers (including foreclosures (or deeds in lieu of foreclosures) by fee mortgagees and the first transfer following a foreclosure (or a deed in lieu of foreclosure) by a fee mortgagee). In addition, in the 60th lease year, the Ground Tenant has an option to purchase the land (together with the landlord's reversionary interest). Such right does not apply to a foreclosure of a fee mortgage held by a lender that is not an affiliate of the borrowers. The Ground Tenant has no assets other than its leasehold interest under the ground lease and its ownership of the Non-Collateral Improvements.
The Ground Tenant obtained a leasehold mortgage in the amount of $404 million on April 9, 2019, which is secured by (i) the leasehold interest and (ii) the Non-Collateral Improvements, and is scheduled to mature in December 2025. We cannot assure you that the Ground Tenant will be able to repay or refinance such loan or that additional debt will not be imposed on the Non-Collateral Improvements.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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23 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
The following information presents certain information relating to the current economic occupancy of the 32 Old Slip - Leased Fee Property:
Current Occupancy(1) |
100.0% |
(1) | Current occupancy is based on the economic occupancy. |
Appraisal. According to the appraisal dated May 1, 2025, the 32 Old Slip - Leased Fee Property had an "as-is" appraised value of $225,000,000 as of March 24, 2025.
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate |
Income Capitalization Approach | $225,000,000 | 6.25% |
(1) | Source: Appraisal. |
Environmental. According to the Phase I environmental site assessment dated March 27, 2025, there are no recognized environmental conditions or current recommendations for further action at the 32 Old Slip - Leased Fee Property. The Phase I environmental site assessment identified the presence of underground storage tanks at the 32 Old Slip - Leased Fee Property, however, which, while not a significant environmental concern to the 32 Old Slip - Leased Fee Property at this time, are recommended to be properly handled in accordance with governmental regulations in the event the 32 Old Slip - Leased Fee Property is redeveloped and/or any onsite excavations occur and disturb the area of the closed underground storage tanks.
Non-Collateral Improvements Major Tenants. The three largest tenants by underwritten base rent at the Non-Collateral Improvements of the 32 Old Slip - Leased Fee Property are Cahill Gordon & Reindel LLP, Daiwa Capital Markets America and PG32OS LLC.
Cahill Gordon & Reindel LLP (201,621 square feet; 17.2% of NRA; 19.8% of base rent): Cahill Gordon & Reindel LLP is an American law firm based in New York City with offices in Washington, D.C. and London. Founded in 1919, the firm has maintained practices in, among others, the areas of capital markets, banking and finance. Cahill Gordon & Reindel uses the 32 Old Slip - Leased Fee Property as its headquarters and occupies 201,621 SF with a lease expiration in September 2040.
Daiwa Capital Markets America (112,270 square feet; 9.6% of NRA; 14.0% of base rent): Daiwa Capital Markets America Inc. is a New York-based registered securities broker-dealer, a futures commission merchant, a primary dealer of U.S. Treasury securities, and a member of the New York Stock Exchange. This tenant currently occupies 112,270 SF with a lease that expires in June 2026.
PG32OS LLC (85,526 square feet; 7.3% of NRA; 9.9% of underwritten base rent): PG32OS is the leasehold owner that occupies 85,526 SF with a lease expiration in September 2032.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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24 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
The following table presents certain information relating to the major tenants at the Non-Collateral Improvements:
Non-Collateral Improvements Tenant Summary(1) | |||||||
Tenant Name |
Credit Rating (Moody's/ S&P/Fitch) |
Net Rentable Area (SF) | % of Total NRA | Base Rent PSF | Base Rent | % of Total Base Rent | Lease Exp. Date |
Cahill Gordon & Reindel LLP | NR/NR/NR | 201,621 | 17.2% | $56.50 | $11,391,587 | 19.8% | 9/30/2040 |
Daiwa Capital Markets America | Baa1/BBB+/A- | 112,270 | 9.6% | $72.00 | $8,083,440 | 14.0% | 6/30/2026 |
PG32OS LLC(2) | NR/NR/NR | 85,526 | 7.3% | $66.41 | $5,679,696 | 9.9% | 9/30/2032 |
Tradition America Holdings Inc. | NR/NR/NR | 70,120 | 6.0% | $65.88 | $4,619,670 | 8.0% | 6/30/2030 |
Alliant Insurance Services | NR/NR/NR | 55,939 | 4.8% | $61.00 | $3,412,218 | 5.9% | 9/30/2030 |
Catlin Specialty Insurance Co | NR/NR/NR | 47,566 | 4.1% | $58.00 | $2,758,828 | 4.8% | 6/30/2025 |
CLS Bank International | NR/NR/NR | 38,743 | 3.3% | $65.00 | $2,518,295 | 4.4% | 6/30/2027 |
The Cementbloc Inc. | NR/NR/NR | 55,268 | 4.7% | $44.00 | $2,431,792 | 4.2% | 6/30/2031 |
T.Y. Lin International | NR/NR/NR | 50,532 | 4.3% | $45.77 | $2,312,652 | 4.0% | 5/31/2030 |
Candid | NR/NR/NR | 38,723 | 3.3% | $46.00 | $1,781,258 | 3.1% | 1/31/2031 |
Major Tenants | 756,308 | 64.6% | $59.49 | $44,989,435 | 78.2% | ||
Other Tenants(3) | 256,005 | 21.9% | $49.07 | $12,562,717 | 21.8% | ||
Occupied Total Leasehold | 1,012,313 | 86.4% | $56.85 | $57,552,153 | 100.0% | ||
Vacant Space (Owned) | 158,684 | 13.6% | |||||
Leasehold Total | 1,170,997 | 100.0% |
(1) | The Non-Collateral Improvements are not collateral for the 32 Old Slip - Leased Fee Whole Loan. The tenant summary for the Non-Collateral Improvements is provided above for informational purposes only. Information is based on the rent roll for the Non-Collateral Improvements as of December 31, 2024. |
(2) | PG32OS LLC is the leasehold owner. |
(3) | Other Tenants includes RXR 32 Old Slip TRS LLC, which is an affiliate of the leasehold owner that occupies 38,750 SF and pays $930,000 of base rent on a lease that expires on January 31, 2032. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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25 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
The following table presents certain information relating to the lease rollover schedule at the Non-Collateral Improvements:
Lease Rollover Schedule(1)(2) | |||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring |
Vacant | NAP | 158,684 | 13.6% | NAP | NAP | 158,684 | 13.6% | NAP | NAP |
2025 & MTM | 14 | 108,312 | 9.2% | $5,391,055 | 9.4% | 266,996 | 22.8% | $5,391,055 | 9.4% |
2026 | 3 | 117,898 | 10.1% | $8,415,492 | 14.6% | 384,894 | 32.9% | $13,806,547 | 24.0% |
2027 | 9 | 59,697 | 5.1% | $3,773,955 | 6.6% | 444,591 | 38.0% | $17,580,502 | 30.5% |
2028 | 4 | 15,072 | 1.3% | $919,392 | 1.6% | 459,663 | 39.3% | $18,499,894 | 32.1% |
2029 | 11 | 70,976 | 6.1% | $4,426,719 | 7.7% | 530,639 | 45.3% | $22,926,613 | 39.8% |
2030 | 11 | 176,330 | 15.1% | $10,344,540 | 18.0% | 706,969 | 60.4% | $33,271,153 | 57.8% |
2031 | 4 | 98,297 | 8.4% | $4,475,716 | 7.8% | 805,266 | 68.8% | $37,746,869 | 65.6% |
2032 | 4 | 124,650 | 10.6% | $6,647,888 | 11.6% | 929,916 | 79.4% | $44,394,757 | 77.1% |
2033 | 2 | 21,321 | 1.8% | $530,104 | 0.9% | 951,237 | 81.2% | $44,924,861 | 78.1% |
2034 | 0 | 0 | 0.0% | $0 | 0.0% | 951,237 | 81.2% | $44,924,861 | 78.1% |
2035 | 1 | 15,949 | 1.4% | $1,235,705 | 2.1% | 967,186 | 82.6% | $46,160,566 | 80.2% |
2036 & Beyond | 6 | 203,811 | 17.4% | $11,391,587 | 19.8% | 1,170,997 | 100.0% | $57,552,153 | 100.0% |
Total | 69 | 1,170,997 | 100.0% | $57,552,153 | 100.0% |
(1) | The Non-Collateral Improvements are not collateral for the 32 Old Slip - Leased Fee Whole Loan. The tenant summary for the Non-Collateral Improvements is provided above for informational purposes only. Information is based on the rent roll for the Non-Collateral Improvements as of December 31, 2024. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the stated expiration date of the subject lease or leases which are not considered in the Lease Rollover Schedule. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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26 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the 32 Old Slip - Leased Fee Property and Non-Collateral Improvements:
Underwritten Net Cash Flow | |||
Underwritten | PSF(1) | % | |
Base Rental Revenue(2) | $10,481,490 | $248.52 | 100.0% |
Effective Gross Revenue | $10,481,490 | $248.52 | 100.0% |
Net Operating Income | $10,481,490 | $248.52 | 100.0% |
Net Cash Flow | $10,481,490 | $248.52 | 100.0% |
(1) | Based on 42,176 square feet. |
(2) | Based on the 10-yr average of contractual ground rent. |
Non-Collateral Look-Through Underwritten Net Cash Flow(1) | ||||
2021 | 2022 | 2023 | 2024 | |
Base Rental Revenue | $55,042,000 | $56,598,502 | $60,857,000 | $55,485,161 |
Expense Reimbursements |
5,419,000 | 4,891,978 | 6,637,000 | 7,640,694 |
Other Revenue | 237,000 | 385,574 | 316,000 | 1,348,428 |
Effective Gross Revenue |
$60,698,000 | $61,876,054 | $67,810,000 | $64,474,283 |
Property Operating Expenses |
14,821,000 | 15,434,204 | 15,945,000 | 18,068,419 |
Real Estate Taxes | 11,452,000 | 10,313,266 | 11,124,000 | 12,012,446 |
Marketing, General & Administrative |
2,098,000 | 1,347,808 | 2,472,000 | 1,442,863 |
Total Reimbursable Expenses |
$28,371,000 | $27,095,278 | $29,541,000 | $31,523,727 |
Fee Simple Net Operating Income |
$32,327,000 | $34,780,776 | $38,269,000 | $32,950,555 |
Ground Rent | 8,500,000 | 8,500,000 | 8,500,000 | 8,500,000 |
Leasehold Net Operating Income |
$23,827,000 | $26,280,776 | $29,769,000 | $24,450,555 |
Ground Rent Coverage |
3.80 x | 4.09x | 4.50x | 3.88x |
(1) | The Non-Collateral Improvements are not collateral for the 32 Old Slip - Leased Fee Whole Loan. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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27 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
The Market. The 32 Old Slip - Leased Fee Property is located in the Financial District submarket of Manhattan. According to the appraisal, Financial District vacancy and availability rates are near all-time highs, reported at 12.6% and 25.0%, respectively, for the fourth quarter of 2024 and are already reflective of the significant amount of office space withdrawn due to planned residential conversion.
The following table presents certain information regarding the Financial District Historical Office Market Overview:
Financial District Historical Office Market Overview(1) | |||||
Period | Average Asking Rent | Vacancy Rate | Availability Rate | Leasing Activity YTD | Net Absorption YTD |
Q4 2024 | $55.58 | 12.60% | 25.00% | $1,546,338 | $2,863,493 |
Q3 2024 | $55.70 | 23.30% | 27.20% | NAV | NAV |
Q2 2024 | $55.34 | 24.50% | 28.40% | NAV | NAV |
Q1 2024 | $55.21 | 24.70% | 28.70% | NAV | NAV |
Q4 2023 | $55.81 | 25.50% | 29.30% | $1,323,522 | ($452,881) |
Q3 2023 | $55.68 | 24.70% | 28.80% | NAV | NAV |
Q2 2023 | $56.14 | 24.40% | 28.40% | NAV | NAV |
Q1 2023 | $56.31 | 23.40% | 27.80% | NAV | NAV |
Q4 2022 | $56.73 | 23.30% | 27.40% | $1,879,198 | $61,951 |
Q3 2022 | $56.18 | 24.30% | 28.40% | NAV | NAV |
Q2 2022 | $56.52 | 21.70% | 28.00% | NAV | NAV |
Q1 2022 | $57.04 | 19.80% | 27.20% | NAV | NAV |
Average | $56.02 | 22.70% | 27.90% | $1,583,019 | $824,188 |
(1) | Source: Appraisal. |
The Borrowers. The borrowers are 32 Slipstream, LLC and 32 Old Stream, LLC, as tenants-in-common as to the 32 Old Slip - Leased Fee Property, each a Delaware limited liability company structured to be bankruptcy-remote with one independent director. Legal counsel to the borrowers provided a non-consolidation opinion in connection with the origination of the 32 Old Slip - Leased Fee Whole Loan.
The Borrower Sponsor. The borrower sponsor and non-recourse carveout guarantor is Leon Melohn.
Property Management. The 32 Old Slip - Leased Fee Property is managed by Melohn Enterprises, LLC, a New York limited liability company and an affiliate of the borrowers.
Escrows and Reserves.
Tax Reserve - On a monthly basis during a 32 Old Slip Ground Lease Cessation Period (as defined below), the borrowers are required to deposit into a property tax reserve an amount equal to 1/12th of the property taxes that the lender reasonably estimates will be payable during the next ensuing 12 months.
Insurance Reserve - On a monthly basis during a 32 Old Slip Ground Lease Cessation Period, the borrowers are required to deposit into an insurance reserve an amount equal to 1/12th of the insurance premiums that the lender reasonably estimates will be payable during the next ensuing 12 months; provided, however, such insurance reserve will be conditionally waived so long as the borrowers maintain a blanket policy meeting the requirements of the 32 Old Slip - Leased Fee Whole Loan documents, there is no continuing event of default under the 32 Old Slip - Leased Fee Whole Loan documents and the borrowers provide timely evidence of payment of the applicable premiums. At origination, there was no such a blanket policy in place.
REMIC Payment Reserve - During a 32 Old Slip REMIC Cash Sweep Period (as defined below), all excess cash flow after payment of debt service, required reserves and budgeted operating expenses will be deposited into a REMIC payment reserve until such amount deposited in the REMIC payment reserve equals the 32 Old Slip REMIC Payment (as defined below) amount (as reasonably determined by the lender) in accordance with the 32 Old Slip - Leased Fee Whole Loan documents.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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28 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
Upon the completion of any 32 Old Slip Tenant Change (as defined below) for which the borrowers' consent is required pursuant to the terms of the 32 Old Slip Ground Lease, if the 32 Old Slip - Leased Fee Whole Loan is included in a securitization trust as to which REMIC elections are made (a "REMIC") and immediately following such completion the 32 Old Slip - Leased Fee Whole Loan fails to satisfy a Lender 80% Determination (as defined below), then the borrowers are required (on the first payment date following the completion of such 32 Old Slip Tenant Change) to prepay the outstanding principal balance of the 32 Old Slip - Leased Fee Whole Loan in an amount equal to either (i) the amounts necessary to cause the Lender 80% Determination to be satisfied or (ii) a lesser amount, provided that the borrowers deliver to the lender an opinion of counsel, in form and substance reasonably satisfactory to the lender and delivered by counsel reasonably satisfactory to the lender, opining that the prosecution and completion of such 32 Old Slip Tenant Change does not cause any portion of the 32 Old Slip - Leased Fee Whole Loan to cease to be a "qualified mortgage" within the meaning of section 860G(a)(3) of the Internal Revenue Code of 1986, as amended (such amount to satisfy the immediately preceding clause (i) or (ii), a "32 Old Slip REMIC Payment").
A "32 Old Slip Trigger Period" means each period that commences upon the occurrence of any of the following events: (i) there is a default by the 32 Old Slip Ground Tenant (as defined below) under the 32 Old Slip Ground Lease arising out of a failure by the 32 Old Slip Ground Tenant to pay rent required thereunder (after all applicable notice and cure periods afforded to the 32 Old Slip Ground Tenant and the 32 Old Slip Ground Leasehold Mortgagee (as defined below) pursuant to the terms of the 32 Old Slip Ground Lease), (ii) the DSCR, determined as of the first day of any fiscal quarter during any 32 Old Slip Ground Lease Cessation Period, is less than the 32 Old Slip Trigger Level (as defined below), or (iii) upon the 32 Old Slip Ground Tenant commencing any 32 Old Slip Tenant Change for which the borrowers' consent is required pursuant to the terms of the 32 Old Slip Ground Lease, if the lender reasonably determines that that the 32 Old Slip - Leased Fee Whole Loan would not satisfy the Lender 80% Determination when such 32 Old Slip Tenant Change is completed, which 32 Old Slip Trigger Period concludes upon the earlier to occur of (a) in the case of a 32 Old Slip Trigger Period that commenced pursuant to the immediately preceding clause (i) or (ii), the debt service coverage ratio, determined as of the first day of each of two consecutive fiscal quarters thereafter, is equal to or greater than the 32 Old Slip Trigger Level, (b) in the case of a 32 Old Slip Trigger Period that commenced pursuant to the immediately preceding clause (i), either (x) such default is waived by the borrowers in writing in connection with the borrowers' actual receipt of the payment in cash of all such outstanding rent under the 32 Old Slip Ground Lease (whether such rent is paid by the 32 Old Slip Ground Tenant or the 32 Old Slip Ground Leasehold Mortgagee), which waiver is subject to the approval of the lender (not to be unreasonably withheld, conditioned or delayed) or (y) the borrowers enter into a replacement 32 Old Slip Ground Lease (subject to and in accordance with the terms of the 32 Old Slip Ground Lease) with the 32 Old Slip Ground Leasehold Mortgagee and the 32 Old Slip Ground Leasehold Mortgagee actually pays to the borrowers in cash all such outstanding rent (under the 32 Old Slip Ground Lease, (c) in the case of a 32 Old Slip Trigger Period that commenced pursuant to the immediately preceding clause (ii), the borrowers enter into a replacement 32 Old Slip Ground Lease in accordance with the terms of the 32 Old Slip - Leased Fee Whole Loan documents, and (d) in the case of a 32 Old Slip Trigger Period that commenced pursuant to the immediately preceding clause (iii), until the earlier to occur of (x) such 32 Old Slip REMIC Payment is paid to the lender in full or (y) the borrowers demonstrate, to the lender's reasonable satisfaction, that the 32 Old Slip Ground Tenant has ceased the 32 Old Slip Tenant Change giving rise to such 32 Old Slip Trigger Period and has restored the 32 Old Slip - Leased Fee Property to substantially the same condition of the 32 Old Slip - Leased Fee Property as it existed immediately preceding such 32 Old Slip Tenant Change (the period commencing upon such 32 Old Slip REMIC Payment being due until its conclusion pursuant to this clause (d), a "32 Old Slip REMIC Cash Sweep Period").
A "32 Old Slip Trigger Level" means (i) with respect to each determination of debt service coverage ratio during the period commencing on the origination date of the 32 Old Slip - Leased Fee Whole Loan and ending on May 4, 2026, 1.00x, (ii) with respect to each determination of debt service coverage ratio during the period commencing on May 5, 2026 and ending on May 4, 2027, 1.02x, and (iii) with respect to each determination of debt service coverage ratio during the period commencing on May 5, 2027 and thereafter, 1.04x.
A "32 Old Slip Ground Lease Cessation Period" means the period commencing upon the 32 Old Slip Ground Lease ceasing to be in full force and effect (whether by reason of the 32 Old Slip Ground Lease's expiration or termination by its terms, any termination of the 32 Old Slip Ground Lease by any party thereunder, any rejection of the 32 Old Slip Ground Lease in bankruptcy or similar proceeding by any party thereunder (provided, that the mere filing of a bankruptcy petition or petition for a similar proceeding by or against the 32 Old Slip Ground Tenant will not in and of itself constitute a 32 Old Slip Ground Lease Cessation Period unless and until the 32 Old Slip Ground Lease is actually rejected in such bankruptcy or similar proceeding) or any finding by a court of competent jurisdiction that the 32 Old Slip Ground Lease is no longer in full force and effect) and ending on the earlier to occur of (x) the date on which the borrowers enter into a replacement 32 Old
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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29 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
Slip Ground Lease in accordance with the terms of the 32 Old Slip - Leased Fee Whole Loan documents, (y) the date on which the borrowers enter into a replacement 32 Old Slip Ground Lease with a 32 Old Slip Ground Leasehold Mortgagee in accordance with the 32 Old Slip Ground Lease or (z) the date on which any 32 Old Slip Ground Leasehold Mortgagee unconditionally assumes in writing all of the obligations of the 32 Old Slip Ground Tenant under the applicable 32 Old Slip Ground Lease pursuant to the terms of the 32 Old Slip Ground Lease and the 32 Old Slip Ground Lease is reinstated and is in full force and effect.
A "32 Old Slip Ground Tenant" means RXR 32 Old Slip Owner LLC, a Delaware limited liability company, or any other lessee under any replacement 32 Old Slip Ground Lease entered into in accordance with the 32 Old Slip - Leased Fee Whole Loan documents.
A "32 Old Slip Ground Leasehold Mortgagee" means (i) MESA WEST CORE LENDING FUND, LLC, a Delaware limited liability company (to the extent it is a mortgagee secured by the 32 Old Slip Ground Tenant's leasehold interest in the 32 Old Slip - Leased Fee Property), and any assignee or transferee thereof (to the extent such transferee or assignee is a qualified leasehold mortgagee under the 32 Old Slip Ground Lease), and (ii) any qualified leasehold mortgagee under the 32 Old Slip Ground Lease.
A "32 Old Slip Tenant Change" means any and all alterations, additions and other changes that the 32 Old Slip Ground Tenant is permitted to make, or may permit to be made, to the improvements on the 32 Old Slip - Leased Fee Property under the 32 Old Slip Ground Lease.
A "Lender 80% Determination" means a determination by the lender that, based on a current or updated appraisal, a broker's price opinion or other written determination of value by an independent third party that is a broker or appraiser using a valuation method satisfactory to the lender, the fair market value of the 32 Old Slip - Leased Fee Property securing the 32 Old Slip - Leased Fee Whole Loan at the time of such determination (but excluding any value attributable to property that is not an interest in real property within the meaning of section 860G(a)(3)(A) of the Internal Revenue Code of 1986, as amended, and reducing the fair market value of the 32 Old Slip - Leased Fee Property by (a) the amount of any lien on the 32 Old Slip - Leased Fee Property that is senior to the applicable portion of the 32 Old Slip - Leased Fee Whole Loan that is held in the REMIC and (b) a proportionate amount of any lien on the 32 Old Slip - Leased Fee Property that is in parity with the applicable portion of the loan that is held in the REMIC) is at least 80% of the adjusted issue price (within the meaning of the Internal Revenue Code of 1986, as amended) of the applicable portion of the 32 Old Slip - Leased Fee Whole Loan that is held in the REMIC.
Lockbox / Cash Management. The 32 Old Slip - Leased Fee Whole Loan is structured with a hard lockbox and springing cash management. At origination, the borrowers were required to direct the 32 Old Slip Ground Tenant to remit all rents directly to a lender-controlled lockbox account. In addition, the borrowers are required to cause all cash revenues and all other money received by the borrowers or the property manager (other than tenant security deposits) to be deposited into the lockbox account by the end of the first business day following receipt. On each business day during the continuance of a 32 Old Slip Trigger Period or event of default under the 32 Old Slip - Leased Fee Whole Loan documents, all amounts in the lockbox, less the minimum balance as set forth in the 32 Old Slip - Leased Fee Whole Loan documents, are required to be remitted to the cash management account. At the end of each business day that no 32 Old Slip Trigger Period or an event of default under the 32 Old Slip - Leased Fee Whole Loan is continuing, all amounts in the lockbox account, less the minimum balance as set forth in the 32 Old Slip - Leased Fee Whole Loan documents, are required to be remitted to a borrower-controlled operating account.
On each payment date during the continuance of a 32 Old Slip Trigger Period, provided no event of default is continuing (or, at the lender's discretion, during an event of default under the 32 Old Slip - Leased Fee Whole Loan documents), all funds on deposit in the cash management account after payment of debt service on the 32 Old Slip - Leased Fee Whole Loan, required reserves (including the REMIC payment reserve described above under "Escrows and Reserves") and budgeted operating expenses are required to be deposited into an excess cash flow reserve account as additional collateral for the 32 Old Slip - Leased Fee Whole Loan.
Subordinate or Mezzanine Debt. None.
Permitted Future Mezzanine or Subordinate Debt. Not permitted.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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30 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 2 - 32 Old Slip - Leased Fee |
Partial Release. Not permitted.
Ground Lease. The borrowers' interest in the 32 Old Slip - Leased Fee Property is a fee interest, and the borrowers have ground leased the 32 Old Slip - Leased Fee Property to the Ground Tenant.
10- Year Ground Rent Schedule | |||
Start Date | End Date | Monthly Base Rent | Annual Base Rent |
4/13/2025 | 4/12/2026 | $797,698 | $9,572,381 |
4/13/2026 | 4/12/2027 | $813,652 | $9,763,829 |
4/13/2027 | 4/12/2028 | $829,925 | $9,959,105 |
4/13/2028 | 4/12/2029 | $846,524 | $10,158,287 |
4/13/2029 | 4/12/2030 | $863,454 | $10,361,453 |
4/13/2030 | 4/12/2031 | $880,724 | $10,568,682 |
4/13/2031 | 4/12/2032 | $898,338 | $10,780,056 |
4/13/2032 | 4/12/2033 | $916,305 | $10,995,657 |
4/13/2033 | 4/12/2034 | $934,631 | $11,215,570 |
4/13/2034 | 4/12/2035 | $953,323 | $11,439,881 |
10-Yr Average | $873,458 | $10,481,490 |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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31 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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32 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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33 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | LCF | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance: | $64,000,000 | Title: | Fee | |
Cut-off Date Principal Balance: | $63,859,671 | Property Type - Subtype: | Mixed Use - Retail / Office | |
% of IPB: | 9.8% | Net Rentable Area (SF): | 1,112,372 | |
Loan Purpose: | Refinance | Location: | Fort Worth, TX | |
Borrower: | Town Center Mall, L.P. | Year Built / Renovated: | 1960, 2019 / NAP | |
Borrower Sponsor: | Boxer Properties | Occupancy: | 88.4% | |
Interest Rate: | 6.80000% | Occupancy Date: | 2/25/2025 | |
Note Date: | 3/6/2025 | 4th Most Recent NOI (As of): | $7,232,290 (12/31/2021) | |
Maturity Date: | 3/6/2035 | 3rd Most Recent NOI (As of): | $8,026,638 (12/31/2022) | |
Interest-only Period: | None | 2nd Most Recent NOI (As of): | $10,243,649 (12/31/2023) | |
Original Term: | 120 months | Most Recent NOI (As of): | $11,576,007 (TTM 12/31/2024) | |
Original Amortization Term: | 360 months | UW Economic Occupancy: | 91.1% | |
Amortization Type: | Amortizing Balloon | UW Revenues: | $23,211,827 | |
Call Protection: | L(26),D(89),O(5) | UW Expenses: | $10,643,668 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $12,568,158 | |
Additional Debt: | No | UW NCF: | $11,455,786 | |
Additional Debt Balance: | NAP | Appraised Value / Per SF: | $148,000,000 / $133 | |
Additional Debt Type: | NAP | Appraisal Date: | 2/8/2025 | |
Escrows and Reserves (1) | Financial Information | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $57 | ||
Taxes: | $404,105 | $134,702 | N/A | Maturity Date Loan / SF: | $50 | |
Insurance: | $105,678 | $35,226 | N/A | Cut-off Date LTV: | 43.1% | |
CapEx Reserve: | $500,000 | $18,540 | $750,000 | Maturity Date LTV: | 37.5% | |
TI/LC Reserve (2): | $1,111,407 | $74,158 | $1,500,000 | UW NCF DSCR: | 2.29x | |
Immediate Repair Reserve: | $44,563 | $0 | N/A | UW NOI Debt Yield: | 19.7% | |
Other Reserve: | $2,282,229 | $0 | N/A | |||
Sources and Uses | |||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | ||
Whole Loan | $64,000,000 | 100.0% | Loan Payoff | $57,242,486 | 89.4 | % | |
Upfront Reserves | 4,447,982 | 6.9 | |||||
Closing Costs | 1,829,345 | 2.9 | |||||
Principal Equity Distribution | 480,186 | 0.8 | |||||
Total Sources | $64,000,000 | 100.0% | Total Uses | $64,000,000 | 100.0 | % |
(1) | For a full description of Escrows and Reserves, please refer to "Escrows and Reserves" below. |
(2) | Capped at the greater of a) $1,500,000 (inclusive of the upfront deposit) and the product of b) $10 PSF and the aggregate tenants in excess of 10k SF expiring in the succeeding 12 months. At origination, the cap was $1,500,000. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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34 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
The Loan. The third largest mortgage loan (the "La Gran Plaza Mortgage Loan") is a fixed rate mortgage loan secured by the borrower's fee interest in a mixed use - retail / office asset located in Fort Worth, Texas (the "La Gran Plaza Property"). The La Gran Plaza Mortgage Loan accrues interest at a rate of 6.80000% per annum on an Actual/360 basis. The La Gran Plaza Mortgage Loan has a 10-year term and amortizes based on a 30-year schedule for the remaining term. The La Gran Plaza Mortgage Loan was originated on March 6, 2025, by Ladder Capital Finance LLC ("LCF"). The scheduled maturity date of the La Gran Plaza Mortgage Loan is March 6, 2035.
The La Gran Plaza Property was previously financed with a $76.0 million ($68/SF) CMBS loan originated by LCF in 2015 and was securitized across three CMBS deals, COMM 2015-LC21, COMM 2015-CCRE23 and COMM 2015-CCRE24. LCF's $64.0 million ($58/SF) loan represents a 16% ($12 million) discount to the original CMBS loan. The prior loan amortized down to $61.6 million ($55/SF) and performed as agreed since its origination. Additionally, NOI has increased by 48% ($4.1 million), rising from $8.5 million at securitization in 2015 to $12.6 million at the time of the origination of the La Gran Plaza Mortgage Loan.
The Property. The La Gran Plaza Property is a mixed use - retail / office asset located on a 77.09-acre site in Fort Worth, Texas. The La Gran Plaza Property consists of 1,112,372 total SF and it is the second most visited destination in Fort Worth, with over 5.9 million visits annually. Since 2015, visitation at the La Gran Plaza Property has increased by approximately 7% from 5.5 million to 5.9 million. The La Gran Plaza Property is located within Tarrant County, Texas where 31% or 683k people identify as Hispanic, an increase of 40%, or 200k people, since 2010 and is expected to increase another 12% or 82k people through 2029.
The La Gran Plaza Property benefits from anchor tenants Burlington Coat Factory (7.2% NRA), Fiesta Mart (5.3% NRA) and Ross Dress For Less (2.7% NRA). Notable inline tenants include, among others, Five Below (1.0% NRA), Skechers (1.0% NRA), Citi Trends, Inc. (1.8% NRA) and Canales Furniture (1.3% NRA). The La Gran Plaza Property was constructed in 1960 and 2019, and between 2015 and 2023, the borrower sponsor enhanced the collateral through various construction and renovation projects across multiple pad sites, including $615,000 of improvements to a vacant 20,000 SF building on Pad 3; significant upgrades to the longstanding bus station and laundry facilities on Pad 4; $550,000 in tenant improvement reimbursements for the 19,000 SF Chuck E. Cheese on Pad 6; and a $3 million investment to develop a new approximately 15,000 SF outparcel on Pad 7, now home to Spectrum, IHOP, and a furniture store.
The La Gran Plaza Property is host to numerous events and shows during the course of the year, with the highlights including: (i) Le Estrella de la Gran Plaza, a singing competition that occurs every Sunday between July 5th and August 9th, and features an "American Idol-style" singing competition, with results broadcast on local television; (ii) a Mexican Independence Day celebration on September 13th hosted by the Consulate General of Mexico; and (iii) a Mariachi Festival in November that hosts Mariachi bands from throughout Texas and Beyond.
As of February 25, 2025, the La Gran Plaza Property was 88.4% occupied and features a granular and diverse rent roll with over 284 unique tenants, with a weighted average lease term of 4.5 years and with 61% of the rent roll having been at the La Gran Plaza Property for over 10 years. Since 2015, occupancy at the La Gran Plaza Property has not dropped below 80% and the NOI has not dropped below $6.7 million, which equates to a 10.43% NOI DY and 1.18x DSCR on the La Gran Plaza Mortgage Loan. Similarly, over the last 10 years, occupancy at the La Gran Plaza Property has averaged 84% with average NOI of $8.3 million, which equates to an NOI debt yield on the La Gran Plaza Mortgage Loan of 13.0%. The La Gran Plaza Property features over 284 tenants (approximately 3k SF average size) including both national and local ethnic themed retailers and offices. Excluding the Mercado (13.3% UW Base Rent), no tenant accounts for more than 4.6% of UW Base Rent. Similarly, excluding the top five tenants, no tenant accounts for more than 1.3% of UW Base Rent.
The La Gran Plaza Property has experienced significant rent increases on lease trade-outs, including six trade-outs exceeding 10,000 SF since 2020, which achieved an average rent increase of 54%, rising from $7.02/SF to $10.91/SF and adding $435,000 in base rental income. Additionally, from 2015 to 2024, in-place rents at the La Gran Plaza Property increased by 38%, from $13/SF to $18/SF. In total, La Gran Plaza Property revenue has increased by 55% from $15.0 million at securitization of the previous loan in 2014 to $23.2 million in 2025 (in-place UW), reflecting an annual growth rate of 7.2%.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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35 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
Major Retail Tenants.
Burlington Coat Factory of Texas, LP (80,000 SF; 7.2% of NRA; 3.6% of underwritten base rent): Burlington Coat Factory of Texas, LP ("Burlington Coat Factory") (NYSE: BURL; Moody's/S&P: Ba1/BBB-) was founded in 1924 as a national off-price department store retailer headquartered in New Jersey. Per Burlington Coat Factory's 2024 Annual Report, as of the end of the fourth quarter of 2024, Burlington Coat Factory operated 1,108 stores in 46 states, Washington D.C. and Puerto Rico, principally under the name Burlington Stores. The company's stores offer a selection of in-season, fashion-focused merchandise at up to 60% off other retailers' prices, including women's ready-to-wear apparel, menswear, youth apparel, baby, beauty, footwear, accessories, home, toys, gifts and coats. Burlington Coat Factory has been in occupancy at the La Gran Plaza Property since February 2008, and in 2023 exercised its as-of-right extension option, extending the lease expiration from May 2023 to April 2028. This extension increased rent from $7.50/SF ($560,000 annually) to $8.00/SF ($640,000 annually). Burlington Coat Factory is within its first option period ($8.00/SF) and has three 5-year extension options remaining ($8.50-$9.50/SF). From 2015 to 2024, sales are up approximately 35% from $7.2 million ($90/SF) to $9.7 million ($102/SF), with base rent increasing 7% from $600k ($7.50/SF) to $640k ($8.00/SF). Additionally, Burlington Coat Factory has experienced a 6.7% year-over-year sales increase from 2023 to 2024, with an occupancy cost of approximately 6.6% (10.0% all costs). 2024 was Burlington Coat Factory's second best sales year over the last 10 years at the La Gran Plaza Property.
Fiesta Mart Inc. (Store #67) (58,500 SF; 5.3% of NRA; 2.0% of underwritten base rent): Fiesta Mart Inc (Store #67) ("Fiesta Mart") is a Latino-American supermarket chain based in Houston, Texas, and has served the Texas community since 1972. Fiesta Mart operates over 59 stores across Dallas, Fort Worth, Houston and Austin. Fiesta Mart is best known for its selection of Latino-American food items. Fiesta Mart constructed the improvements at the La Gran Plaza Property in 2008 and subsequently signed a ground lease in July 2008 with an expiration date of July 2028. Fiesta Mart has four, 5-year renewal options remaining ($32,770.83 per month; $36,047.92 per month; $39,652.67 per month; $43,617.92 per month) and is also obligated to pay percentage rent of 1.0% of sales in excess of $35,750,000 in lease years 11 to 20. Additionally, sales grew by $3.6 million or 11.0% since 2015 from $34 million to $38 million, with a current occupancy cost of 1.0% (Fiesta Mart's occupancy cost has hovered around 1.0% since 2015). Additionally, 2024 has been Fiesta Mart's best performing year in sales at the La Gran Plaza Property over the last 10 years.
Ross Dress for Less (30,000 SF; 2.7% of NRA; 1.7% of underwritten base rent): Ross Stores, Inc. is an S&P 500, Fortune 500, and Nasdaq 100 (ROST) company headquartered in Dublin, California, with fiscal revenues of $21.1 billion. Currently, Ross Stores operates Ross Dress for Less ("Ross"), that largest off-price apparel and home fashion chain in the United States with 1,847 locations in 44 states, the District of Columbia and Guam. Ross offers first-quality, in-season, name brand and designer apparel, accessories, footwear, and home fashions for the entire family at reduced prices. Ross has been in occupancy at the La Gran Plaza Property since June 2010, and in August 2024 executed its second as-of-right five-year extension, extending the lease expiration from January 2026 to January 2031. Ross has three, 5-year renewal options remaining. Additionally, sales are up $6.2 million, or approximately 103% from $6.0 million in 2015 to $13.0 million in 2024, with a current occupancy cost of approximately 2.5%.
The following table presents certain information relating to the historical and current occupancy of the La Gran Plaza Property:
Historical and Current Occupancy (1) | |||||
2020 | 2021 | 2022 | 2023 | 2024 | Current (2) |
85.0% | 77.2% | 81.8% | 87.5% | 89.9% | 88.4% |
(1) | Based on December 31 of each respective year. |
(2) | Based on the underwritten rent roll as of February 25, 2025. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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36 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
The following table presents certain information relating to the largest tenants by underwritten base rent at the La Gran Plaza Property:
Top Tenant Summary (1) | ||||||||
Tenant |
Ratings (Fitch/Moody's/S&P) (2) |
Net Rentable Area (SF) |
% of Total NRA |
UW Base Rent PSF (1) | UW Base Rent (1) |
% of Total UW Base Rent (1) |
Lease |
|
Major Tenants | ||||||||
Zocalo Property, LP (Mercado) | NR/NR/NR | 124,271 | 11.2% | $18.98 | $2,358,217 | 13.3% | 12/31/2036 | |
Academy of Visual and Performing Arts | NR/NR/NR | 62,759 | 5.6% | $13.00 | $815,867 | 4.6% | 6/30/2027 | |
Burlington Coat Factory of Texas | NR/Ba1/BB+ | 80,000 | 7.2% | $8.00 | $640,000 | 3.6% | 4/30/2028 | |
Amped Fitness | NR/NR/NR | 45,887 | 4.1% | $12.00 | $550,644 | 3.1% | 11/30/2034 | |
Fiesta Mart Inc. Store #67(3) | NR/NR/NR | 58,500 | 5.3% | $6.11 | $357,500 | 2.0% | 7/31/2028 | |
Canales Furniture | NR/NR/NR | 14,734 | 1.3% | $23.50 | $346,260 | 2.0% | 2/28/2026 | |
Ross Dress for Less | NR/A2/BBB+ | 30,000 | 2.7% | $10.00 | $300,000 | 1.7% | 1/31/2031 | |
CSL Plasma | NR/NR/NR | 20,000 | 1.8% | $15.00 | $300,000 | 1.7% | 12/31/2028 | |
CineAmerica | NR/NR/NR | 35,695 | 3.2% | $6.95 | $248,251 | 1.4% | 7/31/2027 | |
Rodeo West Fort Worth | NR/NR/NR | 24,587 | 2.2% | $9.75 | $239,723 | 1.4% | 10/31/2032 | |
Major Tenants Subtotal / Wtd. Avg. | 496,433 | 44.6% | $12.40 | $6,156,462 | 34.7% | |||
Remaining Occupied | 486,519 | 43.7% | $23.81 | $11,585,312 | 65.3% | |||
Occupied Collateral Total / Wtd. Avg. | 982,952 | 88.4% | $18.05 | $17,741,774 | 100.0% | |||
Vacant Space | 129,420 | 11.6% | ||||||
Collateral Total | 1,112,372 | 100.00% | ||||||
(1) | Based on the underwritten rent roll dated February 25, 2025. |
(2) | In certain instances, the ratings provided are those of the parent company of the entity shown, whether or not the parent company guarantees the lease. |
(3) | Fiesta Mart Inc. Store #67 is subject to a ground lease. |
The following table presents certain information relating to the sales history of certain tenants of the La Gran Plaza Property:
Tenant Sales (1) | |||||
2021 | 2022 | 2023 | 2024 | TTM | |
Gross Mall Sales | NAV | $132,069,171 | $136,616,932 | $139,491,364 | NAV |
Sales PSF (Inline < 25,000 SF) | NAV | $234 | $252 | $232 | NAV |
Occupancy Cost (Inline < 25,000 SF) | NAV | 10.9% | 10.1% | 11.0% | NAV |
(1) | Includes the borrower sponsor's provided estimates for non-reporting anchor tenants and/or non-collateral tenants. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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37 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
Major Tenant Sales (1) | ||||||||
Tenant Name | SF | 2021 | 2022 | 2023 | 2024 | Occupancy Cost | 9/30/2024 TTM Sales PSF | |
Anchor Tenants | ||||||||
Burlington Coat Factory |
80,000 | $9,979,040 | $8,280,415 | $9,079,724 | $9,685,436 | 6.6% | $121 | |
Fiesta Mart Inc. Store #67 |
58,500 | $31,392,516 | $35,250,753 | $37,378,945 | $37,741,623 | 0.9% | $645 | |
Ross Dress for Less | 30,000 | $9,506,305 | $10,148,977 | $11,867,613 | $12,299,486 | 2.4% | $410 | |
Major Tenants | ||||||||
CineAmerica | 35,695 | $1,661,469 | $2,139,217 | $2,116,207 | $1,812,517 | 13.7% | $51 | |
Rodeo West Fort Worth |
24,587 | NAV | $438,045 | $383,912 | $506,545 | 47.3% | $21 | |
Citi Trends, Inc. | 18,177 | $1,643,433 | $1,339,080 | $1,375,509 | $1,464,587 | 13.7% | $81 | |
United Fashions of Texas LLC |
15,563 | $2,623,876 | $2,510,874 | $2,503,724 | $2,419,062 | 7.2% | $155 | |
Canales Furniture | 14,734 | $3,347,582 | $4,212,281 | $4,386,572 | $1,978,389 | 17.5% | $134 | |
CEC Entertainment #952 |
14,200 | $1,644,588 | $1,675,140 | $1,708,892 | $1,634,562 | 8.1% | $115 |
(1) | All sales information presented herein with respect to the La Gran Plaza Property is based upon information provided by the borrower sponsor. In certain instances, sales figures represent estimates because the tenants are not required to report or otherwise may not have reported sales information on a timely basis. Further, because sales are self-reported, such information is not independently verified by the borrower sponsor. |
The following table presents certain information relating to the lease rollover schedule at the La Gran Plaza Property:
Lease Rollover Schedule (1)(2) | ||||||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring | |||
Vacant | NAP | 129,420 | 11.6 | % | NAP | NAP | 129,420 | 11.6% | NAP | NAP | ||
MTM | 42 | 46,320 | 4.2% | $957,182 | 5. | 4% | 175,740 | 15.8% | $957,182 | 5.4% | ||
2025 | 53 | 63,281 | 5.7% | $1,656,827 | 9. | 3% | 239,021 | 21.5% | $2,614,010 | 14.7% | ||
2026 | 63 | 105,256 | 9.5% | $2,647,687 | 14.9% | 344,277 | 30.9% | $5,261,696 | 29.7% | |||
2027 | 47 | 183,322 | 16.5% | $3,173,136 | 17.9% | 527,599 | 47.4% | $8,434,832 | 47.5% | |||
2028 | 34 | 219,651 | 19.7% | $2,782,509 | 15.7% | 747,250 | 67.2% | $11,217,342 | 63.2% | |||
2029 | 27 | 68,366 | 6.1% | $1,733,454 | 9.8% | 815,616 | 73.3% | $12,950,795 | 73.0% | |||
2030 | 12 | 34,223 | 3.1% | $804,626 | 4.5% | 849,839 | 76.4% | $13,755,422 | 77.5% | |||
2031 | 1 | 30,000 | 2.7% | $300,000 | 1.7% | 879,839 | 79.1% | $14,055,422 | 79.2% | |||
2032 | 4 | 42,627 | 3.8% | $483,718 | 2.7% | 922,466 | 82.9% | $14,539,139 | 81.9% | |||
2033 | 2 | 13,425 | 1.2% | $209,495 | 1.2% | 935,891 | 84.1% | $14,748,634 | 83.1% | |||
2034 | 1 | 45,887 | 4.1% | $550,644 | 3.1% | 981,778 | 88.3% | $15,299,278 | 86.2% | |||
2035 | 1 | 6,323 | 0.6% | $84,279 | 0.5% | 988,101 | 88.8% | $15,383,557 | 86.7% | |||
2036 & thereafter | 1 | 124,271 | 11.2% | $2,358,217 | 13.3% | 1,112,372 | 100.0% | $17,741,774 | 100.0% | |||
Total | 288 | 1,112,372 | 100.00 | % | $17,741,774 | 100.00 | % |
(1) | Based on the underwritten rent roll dated February 25, 2025. |
(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 Rollover Schedule. |
Environmental. The Phase I environmental site assessment report dated February 12, 2025, by Nova Group, GBC did not identify any recognized environmental conditions at the La Gran Plaza Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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38 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
The following table presents certain information relating to the historical and underwritten cash flows of the La Gran Plaza Property:
Operating History and Underwritten Net Cash Flow (1) | |||||||
2021 | 2022 | 2023 | 2024 | Underwritten | Per SF | % (2) | |
Gross Potential Rent (3) | $16,052,825 | $16,358,531 | $17,563,752 | $18,372,751 | $19,152,317 | $17.22 | 77.50% |
Expense Recoveries | 2,570,096 | 2,444,945 | 3,728,891 | 4,161,605 | 4,954,591 | $4.45 | 0.20 |
Percentage Rent | 634,911 | 878,719 | 775,898 | 604,324 | 604,324 | $0.54 | 0.02 |
Gross Potential Income | 19,257,832 | 19,682,195 | 22,068,541 | 23,138,680 | 24,711,232 | $22.21 | 1.00 |
Actual Vacancy | ($3,215,254) | ($2,631,804) | ($1,713,085) | ($1,625,804) | $0 | $0.00 | 0.00 |
Underwriting Vacancy Adjustment | 0 | 0 | 0 | 0 | (2,197,314) | ($1.98) | -0.09 |
Net Rental Collections | $16,042,579 | $17,050,391 | $20,355,456 | $21,512,876 | $22,513,919 | $20.24 | 91.11% |
Other Income (4) | $699,902 | $467,140 | $571,738 | $814,993 | $684,347 | $0.62 | 0.03 |
Effective Gross Income | $16,742,481 | $17,517,530 | $20,927,193 | $22,327,868 | $23,198,266 | $20.85 | 93.88% |
Real Estate Taxes | $1,880,306 | $2,095,633 | $2,009,642 | $1,613,876 | $1,593,224 | $1.43 | 6.87% |
Insurance | 231,584 | 281,906 | 352,384 | 410,756 | 422,713 | $0.38 | 1.82% |
Other Expenses | 7,398,300 | 7,113,353 | 8,321,518 | 8,727,230 | 8,603,905 | $7.73 | 37.09% |
Total Expenses | 9,510,191 | 9,490,892 | 10,683,545 | 10,751,861 | 10,619,842 | $9.55 | 45.78% |
Net Operating Income | $7,232,290 | $8,026,638 | $10,243,649 | $11,576,007 | $12,578,424 | $11.31 | 54.22% |
TI/LC | $0 | $0 | $0 | $0 | $889,898 | $0.80 | 3.84% |
Replacement Reserves | 0 | 0 | 0 | 0 | 222,474 | $0.20 | 0.01 |
Net Cash Flow | $7,232,290 | $8,026,638 | $10,243,649 | $11,576,007 | $11,466,052 | $10.31 | 49.43% |
(1) | Based on the underwritten rent roll dated February 25, 2025. |
(2) | % column represents percentage of Gross Potential Income for all revenue lines and represents percentage of Effective Gross Income for the remaining fields. |
(3) | UW Gross Potential Rent includes Rent Bumps through October 2025. |
(4) | Excluded the following other income line items: Interest Income - Cash Investments, Lease Buy-Out Income. |
The Market. The La Gran Plaza Property is located in the Fort Worth SW Quadrant submarket of the broader Dallas-Fort Worth-Arlington, TX retail market. This area is a southern region of Fort Worth which has some attractions, including the Texas Christan University (TCU), the BNSF Railyard, the Fort Worth Zoo, and the Fort Worth Medical District. The La Gran Plaza Property is adjacent to Interstate 35W, which is a main thoroughfare in the area and provides direct access north to downtown Fort Worth. Retail and residential development dominates the area surrounding the La Gran Plaza Property.
According to the appraisal, the Fort Worth SW Quadrant retail submarket consists of approximately 5.2 million SF and ranks 37 of the 72 retail submarkets tracked within the broader Dallas-Fort Worth-Arlington, TX retail market. Per the appraisal, the 4.1% vacancy rate in the submarket is lower than the 4.6% vacancy rate for the Dallas-Fort Worth-Arlington, TX retail market. Additionally, the Fort Worth SW Quadrant retail submarket asking rent of $22.41 per square foot is slightly below the Dallas-Fort Worth-Arlington, TX retail market asking rent of $24.54 per square foot. According to a third party report, the Dallas Fort Worth retail market is one of the largest and most sought after in the country with over 476 million square feet of inventory in the area.
According to the appraisal, the estimated 2024 population within a one-, three- and five-mile radius of the La Gran Plaza Property was 16,399, 113,804 and 294,676, respectively. Additionally, for the same period, the average household income within the same radii was $61,363, $82,312 and $90,486, respectively.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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39 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
The following table presents certain information relating to the appraisal's market rent conclusions for the La Gran Plaza Property:
Market Rent Summary(1) | ||||
Market Rent (PSF) | Lease Term (Yrs.) | Rent Increase Projections | New Tenant Improvements | |
In-Line | $22.00 | 5 | NAP | $15.00 |
Sm. In-Line | $45.00 | 5 | NAP | $15.00 |
Micro In-Line | $100.00 | 5 | NAP | $15.00 |
Lg. In-Line | $12.00 | 5 | NAP | $10.00 |
Strip Retail | $28.00 | 5 | NAP | $20.00 |
Supermarket | $7.00 | 5 | NAP | $15.00 |
Office | $18.00 | 5 | NAP | $10.00 |
Sm. Office | $15.00 | 3 | NAP | $15.00 |
Outparcel | $7.00 | 10 | NAP | $10.00 |
Anchor | $10.00 | 10 | NAP | $10.00 |
Basement | $3.00 | 10 | NAP | $10.00 |
Mercado | $19.00 | 10 | NAP | $10.00 |
Suites 1800s | $10.00 | 5 | NAP | $10.00 |
Suites 1400s | $275.00 | 5 | NAP | $15.00 |
Theater | $8.00 | 10 | NAP | $15.00 |
Med. In Line | $17.00 | 5 | NAP | $15.00 |
Small Mall Retail | $75.00 | 5 | NAP | $15.00 |
Food Court | $65.00 | 5 | NAP | $15.00 |
Vendor/Kiosk | $160.00 | 5 | NAP | None |
Non-Revenue | $0.00 | 5 | NAP | $15.00 |
(1) | Based on the appraisal. |
The following table presents certain information relating to comparable retail centers for the La Gran Plaza Property:
Competitive Retail Center Summary(1) | ||||||
Property / Location | Year Built / Renovated or Expanded | Total NRA (SF) | Occupancy | Distance to Subject | Sales PSF | Anchor Tenants |
La Gran Plaza Fort Worth, TX |
1960, 2019 | 1,112,372 | 88.4%(2) | NAP | $254 | Burlington Coat Factory, Fiesta Mart |
2830 Village Parkway Lewisville, TX |
2006 / NAP | 148,099 | NAV | 40 miles | NAV | LA Fitness, HomeGoods/TJ Maxx |
13900 Dallas Parkway Dallas, TX |
1995 / NAP | 152,690 | NAV | 42 miles | NAV | Nordstrom Rack |
6509 W Park Blvd Plano, TX |
1999 / NAP | 105,786 | NAV | 46 miles | NAV | None |
1565 W Main St Lewisville, TX |
1985 / NAP | 115,160 | NAV | 37 miles | NAV | Fitness Connection, Papa Johns, Armed Forces Center |
27010-2725 N Hwy 75 Sherman, TX |
1994 / NAP | 170,455 | NAV | 103 miles | NAV | Bomgaars, Family Fitness, Texas Roadhouse (Outparcel) |
3501 Olton Rd Plainview, TX |
1985 / NAP | 126,613 | NAV | 316 miles | NAV | United Supermarkets, Bealls, Harbor Freight, Dollar Tree |
(1) | Based on the appraisal. |
(2) | Based on the underwritten rent roll as of February 25, 2025. |
The Borrower. The borrower for the La Gran Plaza Mortgage Loan is Town Center Mall, L.P., a Texas limited partnership and single purpose entity with two independent directors in the general partner.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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40 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
The Borrower Sponsor. The borrower sponsor is Boxer Properties and Andrew J. Segal is the non-recourse carveout guarantor. There is also a separate environmental indemnity for the La Gran Plaza Mortgage Loan provided by the borrower and the borrower sponsor.
Andrew J. Segal founded Boxer Property in September 1992, with the purpose of acquiring, managing, leasing, and administering commercial office buildings. The Boxer portfolio currently includes 128 properties totaling 14 million SF of office space, retail and hotels across 16 cities. The properties are located in Texas, Illinois, Georgia, Arizona, Colorado, Massachusetts, California, Ohio, New Jersey, and Minnesota. Boxer Property Management, the management arm of Boxer Property, has managed the acquisition and disposition of over 200 commercial properties to date. Boxer Property has over 1,000 employees. The market value of the owned portfolio was $1.1 billion across 66 properties with $506 million of debt-reflecting a portfolio LTV of 47%. Additionally, Boxer Property Management has been engaged by Eightfold, LNR, C-III and CW Capital to manage over 2 million square feet of properties in special servicing.
Property Management. The La Gran Plaza Property is managed by Grupo Zocalo, L.P., an affiliate of the borrower sponsor.
Escrows and Reserves. At origination, the borrower was required to deposit into escrow (i) $1,376,610 for outstanding tenant improvement allowances and leasing commissions; (ii) $905,619 for outstanding free rent; (iii) $500,000 into the replacement reserve; (iv) $1,111,407 into the rollover reserve; and (v) $44,563 for immediate repairs.
Tax Escrows - During the term of the La Gran Plaza Mortgage Loan, on a monthly basis, the borrowers is required to escrow 1/12 of the estimated annual real estate tax payments, initially estimated to be $134,702 per month.
Insurance Escrows - During the term of the La Gran Plaza Mortgage Loan, on a monthly basis, the borrowers is required to escrow 1/12 of the estimated annual insurance payments, initially estimated to be $35,226 per month.
Replacement Reserves - During the term of the La Gran Plaza Mortgage Loan, ongoing replacement reserve collections are required to be $0.20 PSF per year ($222,474 per year), capped at $750,000.
TI/LC Reserves - During the term of the La Gran Plaza Mortgage Loan, ongoing TI/LC collections will be $0.80 PSF per year ($889,898 per year), capped at the greater of a) $1,500,000 (inclusive of the upfront deposit) and b) $10 PSF for the aggregate tenants in excess of 10,000 SF expiring in the succeeding 12 months.
Immediate Repair Reserves - At origination, $44,563 was deposited into the immediate repairs reserve to repair damaged asphalt and crack seal at the La Gran Plaza Property, as per the property condition report. The repairs are required to be completed within 180 days of origination.
Lockbox / Cash Management. The La Gran Plaza Mortgage Loan is structured with a hard lockbox and springing cash management. The borrower is required to establish a lockbox account for the benefit of the lender, into which all rents and other revenue from the La Gran Plaza Property are required to be deposited by the tenants (and, if borrower receives any rents, borrower must deposit such rents into the lockbox account within one business day). During a Trigger Event (as defined below), all funds in the lockbox account are required to be transferred to the lender-controlled cash management account on each business day and disbursed in accordance with the La Gran Plaza Mortgage Loan documents. Also, during a Trigger Event, all excess cash is retained by the lender and held as additional security for the La Gran Plaza Mortgage Loan. If no Trigger Event exists, all sums deposited into the lockbox account are transferred to the borrower. "Trigger Event" means the earlier to occur of (i) an event of default, (ii) any event of default under the property management agreement not cured with 10 business days, (iii) any Significant Tenant (defined below) (x) vacating, surrendering or ceasing to conduct normal business at all or substantially all of the tenant's premises, or notifying borrower, property manager or any affiliate that it intends to take any such action or (y) failing to renew or extend its lease in writing at least 6 months prior to the lease expiration date on terms and conditions acceptable to the lender, (iv) any Significant Tenant or its parent company becoming insolvent or a debtor in any bankruptcy action or having its senior unsecured debt rating withdrawn or downgraded below "BBB-" by S&P or the equivalent of such rating by any other rating agency (to the extent such Significant Tenant or parent company had at least such rating as of the loan origination date), (v) the debt service coverage ratio falls below 1.60x or (vi) the debt yield falls below 13.50%. "Significant Tenant" means any tenant which, individually or when taken together with any other lease with such tenant or its affiliates (i) covers more than 10% of the total rentable square footage at the La Gran Plaza Property or (ii) constitutes more than 10% of the total annual rents at the La Gran Plaza Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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41 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 3 - La Gran Plaza |
Subordinate and Mezzanine Debt. None.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. Not permitted.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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42 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | GSMC | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance: | $51,500,000 | Title: | Leasehold | |
Cut-off Date Principal Balance: | $51,500,000 | Property Type - Subtype: | Office - Suburban | |
% of IPB: | 7.9% | Net Rentable Area (SF): | 242,598 | |
Loan Purpose: | Refinance | Location: | Miami, FL | |
Borrowers: | Dadeland Centre, LTD. and Dadeland Centre II, LTD. | Year Built / Renovated: | 2003, 2008 / 2015 | |
Borrower Sponsor: | Elizabeth A. Green | Occupancy: | 94.3% | |
Interest Rate: | 7.40000% | Occupancy Date: | 4/8/2025 | |
Note Date: | 4/15/2025 | 4th Most Recent NOI (As of): | $6,384,631 (12/31/2021) | |
Maturity Date: | 5/6/2035 | 3rd Most Recent NOI (As of): | $6,420,256 (12/31/2022) | |
Interest-only Period: | 36 months | 2nd Most Recent NOI (As of): | $5,605,664 (12/31/2023) | |
Original Term: | 120 months | Most Recent NOI (As of): | $6,092,813 (12/31/2024) | |
Original Amortization Term: | 360 months | UW Economic Occupancy: | 93.8% | |
Amortization Type: | Interest Only, Amortizing Balloon | UW Revenues: | $12,158,154 | |
Call Protection: | L(25),D(88),O(7) | UW Expenses: | $5,189,845 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $6,968,310 | |
Additional Debt: | No | UW NCF: | $6,564,442 | |
Additional Debt Balance: | N/A | Appraised Value / Per SF: | $86,400,000 / $356 | |
Additional Debt Type: | N/A | Appraisal Date: | 4/1/2025 | |
Escrows and Reserves(1) | Financial Information | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $212 | ||
Taxes: | $464,360 | $66,337 | N/A | Maturity Date Loan / SF: | $197 | |
Insurance: | $0 | Springing | N/A | Cut-off Date LTV: | 59.6% | |
Replacement Reserves: | $0 | $5,256 | N/A | Maturity Date LTV: | 55.2% | |
TI / LC Reserve: | $1,000,000 | $20,217 | N/A | UW NCF DSCR: | 1.53x | |
Rent Abatement Reserve: | $1,160,353 | $0 | N/A | UW NOI Debt Yield: | 13.5% | |
Outstanding TI / LC Reserve: | $357,021 | $0 | N/A | |||
Critical Tenant Reserve: | $0 | Springing | N/A | |||
Sources and Uses | ||||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | |||
Mortgage Loan | $51,500,000 | 97.9 | % | Loan Payoff | $48,180,708 | 91.6 | % | |
Borrower Sponsor Equity | 1,104,519 | 2.1 | Upfront Reserves | 2,981,734 | 5.7 | |||
Closing Costs | 1,422,077 | 2.7 | ||||||
Total Sources | $52,604,519 | 100.0 | % | Total Uses | $52,604,519 | 100.0 | % |
(1) | See "Escrows and Reserves" below for further discussion of reserve information. |
The Loan. The fourth largest mortgage loan (the "Dadeland Centre I & II Mortgage Loan") is secured by the borrowers' leasehold interest in two office buildings collectively totaling 242,598 SF located in Miami, Florida (individually or collectively, as the context may require, the "Dadeland Centre I & II Property"). The Dadeland Centre I & II Mortgage Loan was originated on April 15, 2025 by Goldman Sachs Bank USA and has an outstanding principal balance as of the Cut-off Date of $51,500,000. The Dadeland Centre I & II Mortgage Loan accrues interest at a fixed rate of 7.40000% per annum on an Actual/360 basis. The Dadeland Centre I & II Mortgage Loan has an initial term of 120 months and has a remaining term of 119 months as of the Cut-off Date.
The Property. The Dadeland Centre I & II Property is comprised of two Class A office buildings totaling 242,598 SF located at 9150 and 9155 South Dadeland Boulevard within the Dadeland neighborhood of Miami-Dade County. Dadeland Centre I is a 129,625 SF, 18-story office tower that was developed in 2003 and subsequently renovated in 2015, and Dadeland Centre II is a 112,973 SF, 15-story office tower built in 2008. Both buildings feature hurricane resistant glass which
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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43 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
differentiates the asset from proximate buildings of an older vintage. Across the two buildings, the Dadeland Centre I & II Property is currently 94.3% leased by 42 unique tenants and has averaged 91.8% occupancy since 2019. Furthermore, the Dadeland Centre I & II Property also serves as the headquarters for the largest tenant - Cole Scott & Kissane (99,642 SF / 41.1% of Total Dadeland Centre I & II Property SF).
The Dadeland Centre I & II Property is a part of the Dadeland South Metro Rail Building Complex which provides convenient accessibility to and from all areas of Miami-Dade County. This development also houses the Sponsor-developed One & Two Datran Center office towers and the Marriott Miami Dadeland Hotel, and the adjoining metro station serves to connect commuters throughout the greater Miami market via a 20.5-mile rail-based train. The Dadeland Centre I & II Property is located in close proximity with many major thoroughfares (Palmetto Expressway, US-1, North Kendall Drive) which provide an additional means of regional connectivity for employees. Other than Cole Scott & Kissane, no single tenant represents more than approximately 7.2% of UW Base Rent.
The Sponsor recently negotiated an early extension of its ground leases of the Dadeland Centre I & II Property through December 31, 2107, and was successful in negotiating a new rent structure that removed the fair market value reset component, which would have been applicable in 2039. See "Ground Lease" below.
The following information presents certain information relating to the historical and current occupancy of the Dadeland Centre I & II Property:
Historical and Current Occupancy(1) | ||||
2021 | 2022 | 2023 | 2024 | Current(2) |
92.7% | 94.3% | 87.9% | 92.6% | 94.3% |
(1) | Historical occupancies represent estimated weighted averages for each respective year, unless otherwise noted. |
(2) | Current occupancy is based on the underwritten rent roll as of April 8, 2025. |
Appraisal. According to the appraisals, the Dadeland Centre I & II Property had an aggregate "as-is" appraised value of $86,400,000 as of April 1, 2025.
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate |
Income Capitalization Approach | $86,400,000 | 7.75% |
(1) | Source: Appraisals. |
Environmental. According to the Phase I environmental site assessment dated April 8, 2025, there was no evidence of any recognized environmental conditions at the Dadeland Centre I & II Property.
Major Tenants. The three largest tenants by underwritten base rent at the Dadeland Centre I & II Property are Cole Scott & Kissane, Sioli & Associates and Fields & Howell LLP.
Cole Scott & Kissane (99,642 SF; 41.1% of NRA; 36.9% of underwritten base rent): Cole, Scott & Kissane is the largest Florida-based law firm with 13 offices across the state. The firm provides counsel and additional legal services across numerous areas of law and is currently ranked 88th on the National Law Journal's 2024 NLJ 500 ranking, based on size. This tenant has been at Dadeland Centre II since its delivery in 2008 and has continually expanded its space. Presently, the tenant occupies 99,642 SF at Dadeland Centre II and is headquartered at the Dadeland Centre I & II Property with a lease expiration in March 2034. Cole Scott & Kissane has no termination options.
Sioli & Associates (14,349 SF; 5.9% of NRA; 7.2% of underwritten base rent): Sioli & Associates is a law firm that serves a variety of clientele, including employers, underwriters, servicing agents, insurance carriers, and their insureds. This tenant assists clients in claims throughout the United States, Caribbean, and Latin America. This tenant currently occupies 14,349 SF at Dadeland Centre I and is headquartered at the Dadeland Centre I & II Property with current leases expiring in June 2028 and June 2031. Sioli & Associates has a one-time termination option on one of its suites that totals 2,306 SF ($106,422 UW Base Rent) in December 2026.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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44 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
Fields & Howell LLP (11,073 SF; 4.6% of NRA; 5.5% of underwritten base rent): Fields Howell LLP is a full-service insurance / reinsurance coverage and defense law firm headquartered in Atlanta, GA. They offer legal services domestically and internationally across a variety of practice areas including business, international markets, transportation, and marine law. The tenant currently occupies 11,073 SF at Dadeland Centre I with a lease expiration in March 2029. Fields & Howell LLP has no termination options.
The following table presents certain information relating to the major tenants at the Dadeland Centre I & II Property:
Major Tenant Summary(1) | |||||||
Tenant Name |
Credit Rating (Moody's/ S&P/Fitch) |
Net Rentable Area (SF) | % of Total NRA | UW Base Rent PSF | UW Base Rent | % of Total UW Base Rent | Lease Exp. Date |
Cole Scott & Kissane | NR/NR/NR | 99,642 | 41.1% | $33.90 | $3,378,150 | 36.9% | 3/31/2034 |
Sioli & Associates(2) | NR/NR/NR | 14,349 | 5.9% | $46.15 | $662,206 | 7.2% | Various(3) |
Fields & Howell LLP | NR/NR/NR | 11,073 | 4.6% | $45.32 | $501,809 | 5.5% | 3/31/2029 |
Steel Resources(4) | NR/NR/NR | 8,972 | 3.7% | $46.68 | $418,813 | 4.6% | 5/31/2031 |
Arthur J. Gallagher Risk(5) | Baa2/BBB/BBB+ | 6,794 | 2.8% | $47.76 | $324,496 | 3.5% | 6/30/2027 |
G. Jackie Yee(6) | NR/NR/NR | 5,052 | 2.1% | $49.17 | $248,407 | 2.7% | 11/30/2031 |
Rossman Baumberger Reboso Spier(7) | NR/NR/NR | 5,043 | 2.1% | $42.75 | $215,588 | 2.4% | 7/31/2031 |
Green Companies(8) | NR/NR/NR | 4,660 | 1.9% | $43.50 | $202,696 | 2.2% | 11/30/2025 |
Angel Oak | NR/NR/NR | 3,987 | 1.6% | $49.55 | $197,556 | 2.2% | 8/31/2029 |
Diaz Law | NR/NR/NR | 3,613 | 1.5% | $46.44 | $167,788 | 1.8% | 6/30/2028 |
Major Tenants | 163,185 | 67.3% | $38.71 | $6,317,509 | 69.0% | ||
Other Tenants | 65,645 | 27.1% | $43.14 | $2,831,830 | 31.0% | ||
Occupied Total Collateral | 228,830 | 94.3% | $39.98 | $9,149,339 | 100.0% | ||
Vacant Space (Owned) | 13,768 | 5.7% | |||||
Collateral Total | 242,598 | 100.0% |
(1) | Based on the underwritten rent roll dated April 8, 2025, inclusive of contractual rent steps through April 2026. |
(2) | Sioli & Associates has a one-time termination option on one of its suites that totals 2,306 SF ($106,422 UW Base Rent) in December 2026. |
(3) | Sioli & Associates occupies space under leases expiring on June 30, 2028 (2,306 SF; $106,422 UW Base Rent) and June 30, 2031 (12,043 SF; $555,785 UW Base Rent). |
(4) | Steel Resources has a one-time termination option effective in May 2029. |
(5) | Arthur J. Gallagher Risk has a one-time termination option in June 2025 with a six-month notice period. |
(6) | G. Jackie Yee has two one-time termination options. The first termination option is effective in December 2025 with a 270-day notice period (which has passed). The second termination option is effective in November 2026 with a 180-day notice period. |
(7) | Rossman Baumberger Reboso Spier has a one-time termination option in October 2029. |
(8) | Green Companies has a currently exercisable ongoing termination option exercisable with 90 days' prior notice. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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45 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
The following table presents certain information relating to the lease rollover schedule at the Dadeland Centre I & II Property:
Lease Rollover Schedule(1)(2) | |||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring |
Vacant | NAP | 13,768 | 5.7% | NAP | NAP | 13,768 | 5.7% | NAP | NAP |
2025 & MTM | 6 | 17,172 | 7.1% | $651,024 | 7.1% | 30,940 | 12.8% | $651,024 | 7.1% |
2026 | 7 | 10,892 | 4.5% | $504,296 | 5.5% | 41,832 | 17.2% | $1,155,320 | 12.6% |
2027 | 8 | 20,078 | 8.3% | $872,810 | 9.5% | 61,910 | 25.5% | $2,028,130 | 22.2% |
2028 | 9 | 21,257 | 8.8% | $981,695 | 10.7% | 83,167 | 34.3% | $3,009,825 | 32.9% |
2029 | 6 | 19,125 | 7.9% | $885,044 | 9.7% | 102,292 | 42.2% | $3,894,869 | 42.6% |
2030 | 2 | 4,516 | 1.9% | $205,374 | 2.2% | 106,808 | 44.0% | $4,100,243 | 44.8% |
2031 | 9 | 36,148 | 14.9% | $1,670,945 | 18.3% | 142,956 | 58.9% | $5,771,188 | 63.1% |
2032 | 0 | 0 | 0.0% | $0 | 0.0% | 142,956 | 58.9% | $5,771,188 | 63.1% |
2033 | 0 | 0 | 0.0% | $0 | 0.0% | 142,956 | 58.9% | $5,771,188 | 63.1% |
2034 | 4 | 99,642 | 41.1% | $3,378,150 | 36.9% | 242,598 | 100.0% | $9,149,338 | 100.0% |
2035 | 0 | 0 | 0.0% | $0 | 0.0% | 242,598 | 100.0% | $9,149,338 | 100.0% |
2036 & Beyond | 0 | 0 | 0.0% | $0 | 0.0% | 242,598 | 100.0% | $9,149,338 | 100.0% |
Total | 51 | 242,598 | 100.0% | $9,149,339 | 100.0% |
(1) | Based on the underwritten rent roll dated April 8, 2025, inclusive of contractual rent steps through April 2026. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the stated expiration date of the subject lease or leases which are not considered in the Lease Rollover Schedule. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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46 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
The following table presents certain information relating to the historical operating performance and underwritten net cash flow at the Dadeland Centre I & II Property:
Historical Operating Performance and Underwritten Net Cash Flow(1) | |||||||||
2019 | 2020 | 2021 | 2022 | 2023 | 2024 | Underwritten | PSF | %(3) | |
Base Rental Revenue(2) |
$7,002,051 | $7,267,546 | $7,755,501 | $8,123,735 | $7,471,070 | $7,795,704 | $9,149,339 | $37.71 | 70.6% |
Total Commercial Reimbursement Revenue |
1,537,861 | 1,622,599 | 1,560,244 | 1,806,608 | 2,091,997 | 2,057,075 | 2,313,841 | $9.54 | 17.9% |
Market Revenue from Vacant Units |
0 | 0 | 0 | 0 | 0 | 0 | 641,172 | $2.64 | 4.9% |
Parking Income | 651,991 | 688,869 | 715,499 | 716,482 | 744,034 | 798,416 | 800,004 | $3.30 | 6.2% |
Other Revenue | 3,373 | 1,566 | 1,695 | 1,376 | 1,132 | 1,282 | 54,700 | $0.23 | 0.4% |
Potential Gross Revenue |
$9,195,276 | $9,580,580 | $10,032,940 | $10,648,201 | $10,308,234 | $10,652,477 | $12,959,057 | $53.42 | 100.0% |
Vacancy Loss | 0 | 0 | 0 | 0 | 0 | 0 | (800,902) | ($3.30) | (6.6%) |
Effective Gross Revenue |
$9,195,276 | $9,580,580 | $10,032,940 | $10,648,201 | $10,308,234 | $10,652,477 | $12,158,154 | $50.12 | 100.0% |
Real Estate Taxes | 927,192 | 944,962 | 926,958 | 946,457 | 777,667 | 772,861 | 1,116,174 | $4.60 | 9.2% |
Insurance | 374,475 | 396,159 | 448,958 | 558,669 | 916,120 | 955,595 | 903,458 | $3.72 | 7.4% |
Ground Rent | 157,410 | 202,372 | 211,617 | 220,863 | 214,449 | 219,338 | 448,068 | $1.85 | 3.7% |
Utilities | 541,511 | 466,472 | 483,615 | 566,725 | 617,523 | 573,030 | 573,240 | $2.36 | 4.7% |
Repairs & Maintenance | 957,572 | 632,281 | 626,460 | 797,561 | 1,008,308 | 1,010,177 | 1,135,560 | $4.68 | 9.3% |
Management Fee | 289,681 | 327,074 | 304,217 | 318,754 | 312,822 | 309,127 | 364,745 | $1.50 | 3.0% |
Payroll (Office, Security, Maintenance) |
362,880 | 420,328 | 419,749 | 487,500 | 560,731 | 495,754 | 407,760 | $1.68 | 3.4% |
General and Administrative - Direct | 87,175 | 65,689 | 226,735 | 277,081 | 261,388 | 218,258 | 235,080 | $0.97 | 1.9% |
Other Expenses | 81,673 | 0 | 0 | 54,335 | 33,562 | 5,525 | 5,760 | $0.02 | 0.0% |
Total Expenses | $3,779,569 | $3,455,337 | $3,648,309 | $4,227,944 | $4,702,570 | $4,559,664 | $5,189,845 | $21.39 | 42.7% |
Net Operating Income | $5,415,707 | $6,125,243 | $6,384,631 | $6,420,256 | $5,605,664 | $6,092,813 | $6,968,310 | $28.72 | 57.3% |
Replacement Reserves | 0 | 0 | 0 | 0 | 0 | 0 | 63,075 | $0.26 | 0.5% |
TI/LC | 0 | 0 | 0 | 11,162 | 79,550 | 0 | 340,792 | $1.40 | 2.8% |
Net Cash Flow | $5,415,707 | $6,125,243 | $6,384,631 | $6,409,094 | $5,526,114 | $6,092,813 | $6,564,442 | $27.06 | 54.0% |
(1) | Based on the underwritten rent roll dated April 8, 2025, inclusive of contractual rent steps through April 2026. |
(2) | Historical base rent is net of free rent credits and includes storage income. |
(3) | % column represents percent of Potential Gross Revenue for revenue lines and percent of Effective Gross Revenue for all remaining fields. |
The Market. The Dadeland Centre I & II Property is located in the Kendall submarket of Miami-Dade County. As of the fourth quarter of 2024, the Miami-Date County office market had a vacancy rate of 15.9%. Vacancy in the Kendall submarket was 10.5% in the same period, with average asking lease rates of $40.33 PSF.
The following table presents certain information regarding lease comparables of the Dadeland Centre I & II Property:
Lease Comparables(1) | ||||
Property Name | Year Built / Renovated | Total NRA | Occupancy | Quoted Rate PSF |
Dadeland Centre I(2) | 2003 / 2015 | 129,625 | 89.6% | $39.51 - $49.58 |
Dadeland Centre II(2) | 2008 / NAP | 112,973 | 99.7% | $22.93 - $44.69 |
HYVE Dadeland | 1971 / 2010 | 231,416 | 87.0% | $40.00 |
One Datran Center & Two Datran Center | 1985 / 2003 | 473,944 | 68.0% | $47.00 |
9350 Financial Centre | 1989 / NAP | 132,360 | 89.0% | $46.00 |
The Tate Building at Dadeland Center | 1972 / NAP | 113,500 | 100.0% | $36.00 - $40.00 |
Town Center One | 2009 / NAP | 210,992 | 96.0% | $35.00 - $42.00 |
(1) | Source: Appraisal. |
(2) | Based on the underwritten rent roll dated April 8, 2025. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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47 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
The Borrowers. The borrowers are Dadeland Centre, LTD. and Dadeland Centre II, LTD., each a Florida limited partnership and special purpose entity with one independent director in its organizational structure. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the Dadeland Centre I & II Mortgage Loan.
The Borrower Sponsor. The borrower sponsor and non-recourse carveout guarantor is Elizabeth A. Green (the "Sponsor"). Elizabeth A. Green serves as Managing Director and Chief Legal Officer of The Green Companies.
Property Management. The Dadeland Centre I & II Property is managed by Green Property Corp., a borrower affiliated entity.
Escrows and Reserves. At loan origination, the borrowers deposited (i) approximately $464,360 into a basic carrying cost account to cover property taxes, (ii) $1,000,000 into a tenant improvement and leasing commission reserve, and (iii) approximately $1,517,373 in connection with certain tenant improvements and leasing commissions and outstanding rent abatements for certain of the tenants at the Dadeland Centre I & II Property.
Tax Reserve - On each payment date, the borrowers are required to fund 1/12th of the taxes (limited to the amount reflected in the real estate tax bills) that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $66,337).
Ground Rents Reserve - On each payment date, the borrowers are required to fund 1/12th of the ground rents that the lender reasonably estimates will be payable over the next-ensuing 12-month period.
Parking Lease Rents Reserve - On each payment date, the borrowers are required to fund 1/12th of the parking lease rents that the lender reasonably estimates will be payable over the next-ensuing 12-month period.
Insurance Reserve - On each payment date, the borrowers are required to fund 1/12th of the insurance premiums that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $75,288); provided, however, such insurance reserve will be conditionally waived so long as the borrowers maintain a blanket policy meeting the requirements of the Dadeland Centre I & II Mortgage Loan documents, there is no continuing event of default under the Dadeland Centre I & II Mortgage Loan documents and the borrowers provide timely evidence of payment of the applicable premiums. At origination, there was such a blanket policy in place.
Capital Expenditure Reserve - On each payment date, the borrowers are required to fund a capital expenditure reserve in the amount of approximately $5,256.
TI / LC Reserve - On each payment date, the borrowers are required to fund a tenant improvement and leasing commission reserve in the amount of approximately $20,217.
Critical Tenant Reserve - Following the occurrence of a Dadeland Centre I & II Critical Tenant Trigger Event (as defined below) and while the related Dadeland Centre I & II Trigger Period (as defined below) continues (and provided no other Dadeland Centre I & II Trigger Period then exists), to the extent that such Dadeland Centre I & II Trigger Period occurs as a result of a Dadeland Centre I & II Critical Tenant Trigger Event (other than a Dadeland Centre I & II Critical Tenant Non-Renewal Trigger Event (as defined below)), all excess cash flow after payment of debt service, required reserves and budgeted operating expenses will be deposited into a critical tenant reserve in accordance with the Dadeland Centre I & II Mortgage Loan documents.
In addition, to the extent that such Dadeland Centre I & II Trigger Period occurs as a result of a Dadeland Centre I & II Critical Tenant Non-Renewal Trigger Event, the borrowers are required to deposit cash or a letter of credit in an amount equal to the Dadeland Centre I & II Monthly Critical Tenant Deposit Amount (as defined below), provided, to the extent the cash management account has not yet been established as of any payment date, the borrowers will be required to deposit into the critical tenant reserve, as of such payment date, cash or a letter of credit in the Dadeland Centre I & II Monthly Critical Tenant Deposit Amount which would otherwise be deposited into the critical tenant reserve in accordance with the Dadeland Centre I & II Mortgage Loan documents.
"Dadeland Centre I & II Monthly Critical Tenant Deposit Amount" means the greater of (i) $332,000.00 and (ii) all excess cash flow which would otherwise be deposited into the critical tenant reserve in accordance with the Dadeland Centre I & II Mortgage Loan documents.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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48 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
Excess Cash Flow Reserve - The borrowers will have the option, but not the obligation, in their sole discretion, within 10 business days of receipt of notice from the lender of the occurrence of a Dadeland Centre I & II DSCR Trigger Event (as defined below) or any time thereafter during the existence of a Dadeland Centre I & II Trigger Period resulting from a Dadeland Centre I & II DSCR Trigger Event, to deposit into an excess cash flow reserve a letter of credit with a face amount equal to approximately $1,069,727. To the extent any such letter of credit is timely provided, a Dadeland Centre I & II Trigger Period will not commence as a result of a Dadeland Centre I & II DSCR Trigger Event and, to the extent made following the commencement of and during the existence of a Dadeland Centre I & II Trigger Period resulting solely from a Dadeland Centre I & II DSCR Trigger Event, such Dadeland Centre I & II Trigger Period will end and will no longer be deemed to exist.
Lockbox and Cash Management. The Dadeland Centre I & II Mortgage Loan is structured with a hard lockbox and springing cash management. The borrowers are required to deliver tenant direction letters instructing all tenants of the Dadeland Centre I & II Property to directly deposit all rents into one or more lender-controlled lockbox accounts. In addition, the borrowers are required to cause all revenues relating to the Dadeland Centre I & II Property and all other money received by the borrowers or the property manager with respect to the Dadeland Centre I & II Property (other than tenant security deposits) to be deposited into such lockbox accounts or a lender-controlled cash management account (to the extent there is a continuing cash management period) within one business day of receipt thereof. At the end of each week that no Dadeland Centre I & II Trigger Period or event of default under the Dadeland Centre I & II Mortgage Loan is continuing, and at least one business day prior to each payment date, all funds in the lockbox account are required to be swept into a borrower-controlled operating account. On each business day that a Dadeland Centre I & II Trigger Period or event of default under the Dadeland Centre I & II Mortgage Loan is continuing, all funds in the lockbox accounts are required to be swept into the cash management account.
During the continuance of a Dadeland Centre I & II Trigger Period or an event of default under the Dadeland Centre I & II Mortgage Loan (except a Dadeland Centre I & II Trigger Period or event of default occurring as a result of a Dadeland Centre I & II Critical Tenant Trigger Event), all amounts on deposit in the cash management account after payment of debt service, required reserves and budgeted operating expenses are required to be deposited into an excess cash flow reserve account as additional collateral for the Dadeland Centre I & II Mortgage Loan.
A "Dadeland Centre I & II Trigger Period" means each period (a) (i) commencing when the debt service coverage ratio (as calculated under the Dadeland Centre I & II Mortgage Loan documents), determined as of the first day of any fiscal quarter, is less than 1.25x (a "Dadeland Centre I & II DSCR Trigger Event") and the borrowers fail to timely provide a letter of credit as set forth in the Dadeland Centre I & II Mortgage Loan documents and as described above under "Escrows and Reserves" above, and (ii) ending when the debt service coverage ratio (as calculated under the Dadeland Centre I & II Mortgage Loan documents), determined as of the first day of each of two consecutive fiscal quarters thereafter is equal to or greater than 1.35x, (b) (i) commencing if the financial reports required under the Dadeland Centre I & II Mortgage Loan documents are not delivered to the lender as and when required (subject to any applicable notice and cure periods), and (ii) ending when such reports are delivered and they indicate, in fact, that no Dadeland Centre I & II Trigger Period is ongoing, and (c) (i) commencing upon the occurrence of a Dadeland Centre I & II Critical Tenant Trigger Event and (ii) ending upon the satisfaction of the applicable Dadeland Centre I & II Critical Tenant Trigger Event disbursement conditions, provided, however, a Dadeland Centre I & II Trigger Period will only commence upon the occurrence of a Dadeland Centre I & II Critical Tenant Non-Renewal Trigger Event to the extent the borrowers fail to timely provide cash or a letter of credit as set forth in the Dadeland Centre I & II Mortgage Loan documents and as described under "Escrows and Reserves" above.
A "Dadeland Centre I & II Critical Tenant Trigger Event" means each period: (i) (a) commencing on the date of a bankruptcy filing by or against any Dadeland Centre I & II Critical Tenant (as defined below) or the guarantor under its Dadeland Centre I & II Critical Tenant Lease (as defined below) or any such Dadeland Centre I & II Critical Tenant or guarantor is deemed legally insolvent or otherwise makes a general assignment for the benefit of creditors (unless the lender has received reasonable satisfactory evidence, in the case of a bankruptcy, that the applicable Dadeland Centre I & II Critical Tenant has affirmed its Dadeland Centre I & II Critical Tenant Lease in bankruptcy and such Dadeland Centre I & II Critical Tenant Lease is in full force and effect, and such Dadeland Centre I & II Critical Tenant is paying unabated rent under such Dadeland Centre I & II Critical Tenant Lease), and (b) ending when either (1) any bankruptcy case is dismissed, the Dadeland Centre I & II Critical Tenant and any lease guarantor is no longer deemed legally insolvent and any general assignment for the benefit of creditors is legally withdrawn without, in any case, any negative impact on the applicable Dadeland Centre I & II Critical Tenant Lease and the Dadeland Centre I & II Critical Tenant thereunder is paying normal monthly rent and otherwise is in compliance with the terms of its Dadeland Centre I & II Critical Tenant Lease and has
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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49 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
provided an updated estoppel certificate acceptable to the lender, (2) such Dadeland Centre I & II Critical Tenant assumes its Dadeland Centre I & II Critical Tenant Lease during the bankruptcy proceeding, is paying normal monthly rent and is otherwise in compliance with the terms of its Dadeland Centre I & II Critical Tenant Lease and has provided an updated estoppel certificate acceptable to the lender or (3) the applicable Dadeland Centre I & II Critical Tenant Lease is terminated and the entirety of the applicable Dadeland Centre I & II Critical Tenant Space (as defined below) is leased to one or more approved substitute leases (as defined in the Dadeland Centre I & II Mortgage Loan documents) (collectively, the conditions set forth in this clause (3) are the "Releasing Conditions"); (ii) (a) commencing when any Dadeland Centre I & II Critical Tenant has not given notice to renew or exercise an extension option pursuant to its Dadeland Centre I & II Critical Tenant Lease as of the earlier of (1) the date required under its Dadeland Centre I & II Critical Tenant Lease or (2) 18 months prior to the expiration of its Dadeland Centre I & II Critical Tenant Lease (a "Dadeland Centre I & II Critical Tenant Non-Renewal Trigger Event"), and (b) ending when either (1) such Dadeland Centre I & II Critical Tenant enters a renewal or extension of its Dadeland Centre I & II Critical Tenant Lease pursuant to the existing terms (with the exception, however, of a base term which will expire no earlier than three years beyond the maturity date of the Dadeland Centre I & II Mortgage Loan), and otherwise with base rent, reimbursements for common area maintenance, insurance and taxes, and other economic terms taken as a whole, which are at least equivalent to then-existing market rates for the subject premises and such Dadeland Centre I & II Critical Tenant is in occupancy of all or substantially all of its Dadeland Centre I & II Critical Tenant Space, is paying full monthly rent, is open for business and has provided an updated estoppel certificate satisfactory to the lender or (2) the entirety of the applicable Dadeland Centre I & II Critical Tenant Space is subject to one or more approved substitute leases; (iii) (a) commencing on the date that any Dadeland Centre I & II Critical Tenant either (1) gives notice of an intent to terminate its Dadeland Centre I & II Critical Tenant Lease or vacates its Dadeland Centre I & II Critical Tenant Space or (2) goes dark, discontinues its operations or business in 25% or more of its Dadeland Centre I & II Critical Tenant Space, vacates or is otherwise not in occupancy of at least 75% of its Dadeland Centre I & II Critical Tenant Space, excluding any temporary discontinuance of its business (A) for a period not to exceed thirty (30) consecutive days and not more than ninety (90) days in any 12-month period so long as the Dadeland Centre I & II Critical Tenant is otherwise in compliance with the terms of its Dadeland Centre I & II Critical Tenant Lease, (B) caused solely by casualty or condemnation (not to exceed ninety (90) consecutive days unless covered by business interruption insurance) or renovations undertaken pursuant to the terms of its Dadeland Centre I & II Critical Tenant Lease and (C) caused by force majeure, and any discontinuance of operations under item (C) immediately above does not extend for a period in excess of ninety (90) consecutive days, and (b) ending when either (1) such Dadeland Centre I & II Critical Tenant has recommenced its business and operations in all or substantially all of its Dadeland Centre I & II Critical Tenant Space, is paying full monthly rent and has provided an updated estoppel certificate satisfactory to the lender or (2) the Releasing Conditions are satisfied; or (iv) (a) commencing on the date of the occurrence of a monetary event of default or material non-monetary event of default by a Dadeland Centre I & II Critical Tenant under any Dadeland Centre I & II Critical Tenant Lease beyond any applicable cure or grace period, and (b) ending when either (1) such event of default has been cured, as determined in the reasonable discretion of the lender and no events of default exist under the applicable Dadeland Centre I & II Critical Tenant Lease for a consecutive period of no less than 3 months or (2) the applicable Dadeland Centre I & II Critical Tenant Lease has been terminated and the Releasing Conditions are satisfied.
A "Dadeland Centre I & II Critical Tenant" means (i) Cole, Scott & Kissane and/or (ii) any future tenant (whether one or more) which is subject to a Dadeland Centre I & II Critical Tenant Lease (as defined below).
A "Dadeland Centre I & II Critical Tenant Lease" means (i) the Cole, Scott & Kissane lease, and/or (ii) any future lease (whether one or more) that (a) when aggregated with all other leases at the Dadeland Centre I & II Property with the same tenant (or affiliated tenants), and assuming the exercise of all expansion rights and all preferential rights to lease additional space contained in such lease, is expected to demise more than 40,000 rentable SF, (b) contains an option or preferential right to purchase all or any portion of the Dadeland Centre I & II Property, (c) is with an affiliate of the borrowers as a tenant, or (d) is entered into during the continuance of an event of default.
A "Dadeland Centre I & II Critical Tenant Space" means any of the following: (i) the leased space occupied by Cole, Scott & Kissane, and (ii) the leased premises occupied by a future Dadeland Centre I & II Critical Tenant pursuant to its Dadeland Centre I & II Critical Tenant Lease.
Subordinate or Mezzanine Debt. None.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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50 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 4 - Dadeland Centre I & II |
Partial Release. Not Permitted.
Ground Lease. Each Dadeland Centre I & II Property is subject to an amended ground lease that is scheduled to expire on December 31, 2082; provided, however, the term of each ground lease will automatically renew for one additional term of 25 years, with such extension period expiring on December 31, 2107. The Dadeland Centre I ground lease was entered into between Miami-Dade County, as the lessor, and Dadeland Centre, Ltd., as the lessee. The Dadeland Centre II ground lease was entered into between Miami-Dade County, as the lessor, and Dadeland Centre II, Ltd., as the lessee. The current annual ground lease rent for the Dadeland Centre I ground lease as of the Cut-off Date is equal to the greater of (i) $111,541.50 or (ii) 2.5% of Dadeland Centre I's gross income as specified in the Dadeland Centre I & II Mortgage Loan documents. The current annual ground lease rent for the Dadeland Centre II ground lease as of the Cut-off Date is equal to the greater of (i) $111,541.50 or (ii) 2.0% of Dadeland Centre II's gross income as specified in the Dadeland Centre I & II Mortgage Loan documents. The annual ground lease rent for each ground lease will increase as set forth in the Dadeland Centre I & II Whole Loan documents. See "Description of the Mortgage Pool-Statistical Characteristics of the Mortgage Loans-Leasehold Interests" in the Preliminary Prospectus.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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51 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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52 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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53 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
Mortgage Loan Information | Property Information | |||
Loan Seller: | BMO | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance(1): | $40,000,000 | Title: | Fee / Leasehold | |
Cut-off Date Principal Balance(1): | $40,000,000 | Property Type - Subtype: | Retail - Super Regional Mall | |
% of IPB: | 6.2% | Net Rentable Area (SF)(5): | 506,308 | |
Loan Purpose: | Refinance | Location: | Hyannis, MA | |
Borrower: | Mayflower Cape Cod, LLC | Year Built / Renovated: | 1970 / 1999 | |
Borrower Sponsor: | Simon Property Group, L.P. and The Canada Pension Plan Investment Board | Occupancy(5)(6): | 90.7% | |
Interest Rate: | 6.45500% | Occupancy Date: | 4/17/2025 | |
Note Date: | 5/8/2025 | 4th Most Recent NOI (As of): | $11,083,035 (12/31/2022) | |
Maturity Date: | 6/1/2035 | 3rd Most Recent NOI (As of): | $11,927,945 (12/31/2023) | |
Interest-only Period: | 120 months | 2nd Most Recent NOI (As of): | $11,862,185 (12/31/2024) | |
Original Term: | 120 months | Most Recent NOI (As of): | $11,879,770 (TTM 2/28/2025) | |
Original Amortization Term: | None | UW Economic Occupancy: | 84.9% | |
Amortization Type: | Interest Only | UW Revenues: | $17,595,312 | |
Call Protection(2): | L(24),D(89),O(7) | UW Expenses: | $7,057,809 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $10,537,503 | |
Additional Debt(1): | Yes | UW NCF: | $9,929,933 | |
Additional Debt Balance(1): | $14,000,000 | Appraised Value / Per SF(5): | $108,000,000 / $213 | |
Additional Debt Type(1): | Pari Passu | Appraisal Date: | 4/9/2025 | |
Escrows and Reserves(3) | Financial Information(1) | |||||
Initial | Monthly | Initial Cap | ||||
Taxes: | $0 | Springing | N/A | Cut-off Date Loan / SF(5): | $107 | |
Insurance: | $0 | Springing | N/A | Maturity Date Loan / SF(5): | $107 | |
Replacement Reserves: | $0 | Springing | N/A | Cut-off Date LTV: | 50.0% | |
TI / LC: | $0 | Springing | N/A | Maturity Date LTV: | 50.0% | |
Major Tenant Reserve: | $0 | Springing | Various(4) | UW NCF DSCR: | 2.81x | |
UW NOI Debt Yield: | 19.5% | |||||
Sources and Uses | |||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | ||
Whole Loan(1): | $54,000,000 | 100.0% | Loan Payoff: | $52,000,000 | 96.3 | % | |
Closing Costs: | 1,177,194 | 2.2 | |||||
Return of Equity: | 822,806 | 1.5 | |||||
Total Sources | $54,000,000 | 100.0% | Total Uses | $54,000,000 | 100.0 | % |
(1) | The Cape Cod Mall Mortgage Loan (as defined below) is part of a whole loan evidenced by three pari passu promissory notes with an aggregate original principal balance of $54,000,000 (the "Cape Cod Mall Whole Loan"). The financial information presented in the chart above is based on the Cape Cod Mall Whole Loan. |
(2) | The lockout period will be at least 24 payment dates beginning with and including the first payment date on July 1, 2025. Defeasance of the Cape Cod Mall Whole Loan in full (but not in part) is permitted at any time following the earlier to occur of (i) June 1, 2028 or (ii) the date that is two years from the closing date of the securitization that includes the last pari passu note to be securitized. The assumed lockout period of 24 payments is based on the expected BMO 2025-C12 securitization trust closing date in June 2025. The actual lockout period may be longer. |
(3) | See "Escrows and Reserves" below for further discussion of reserve requirements. |
(4) | The TI/LC reserve is capped (i) $3,184,600 for space occupied by Target and (ii) $1,810,560 for the space occupied by DICK'S Sporting Goods. |
(5) | The Cape Cod Mall Property (as defined below) includes 494,308 square feet of borrower owned improvements and 12,000 square feet of leased fee improvements. The Cut-off Date Loan / SF, Maturity Date Loan / SF, and Appraised Value / Per SF are based on the total square feet of 506,308. The Cut-off Date Loan / SF, Maturity Date Loan / SF, and Appraised Value / Per SF based on the Owned SF (as defined below) of 494,308 are $109.24, $109.24, and $218.49, respectively. |
(6) | Occupancy represents the occupancy including square footage from the leased fee space occupied by three tenants totaling 12,000 square feet. Occupancy excluding the leased fee tenants is 90.5%. |
The Loan. The fifth largest mortgage loan (the "Cape Cod Mall Mortgage Loan") is part of a fixed rate whole loan evidenced by three pari passu promissory notes with an aggregate outstanding principal balance as of the Cut-off Date of $54,000,000. The Cape Cod Mall Whole Loan is secured by the borrower's fee and leasehold interests in a 506,308 square foot super regional mall located in Hyannis, Massachusetts (the "Cape Cod Mall Property"). The Cape Cod Mall Mortgage Loan is evidenced by the controlling Note A-1 and the non-controlling Note A-2-2 with an aggregate outstanding principal balance
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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54 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
as of the Cut-off Date of $40,000,000. The Cape Cod Mall Whole Loan was originated by Bank of Montreal ("BMO") on May 8, 2025. The Cape Cod Mall Mortgage Loan has a 10-year interest-only term and accrues interest at a per annum rate of 6.45500% on an Actual/360 basis. The Cape Cod Mall Whole Loan will be serviced pursuant to the pooling and servicing agreement for the BMO 2025-C12 securitization trust. See "Description of the Mortgage Pool-The Whole Loans-The Serviced Pari Passu Whole Loans" and "The Pooling and Servicing Agreement" in the Preliminary Prospectus.
The table below identifies the promissory notes that comprise the Cape Cod Mall Whole Loan:
Whole Loan Summary | ||||
Note | Original Balance | Cut-off Date Balance | Note Holder | Controlling Piece |
A-1 | $38,000,000 | $38,000,000 | BMO 2025-C12 | Yes |
A-2-1(1) | $14,000,000 | $14,000,000 | BMO | No |
A-2-2 | $2,000,000 | $2,000,000 | BMO 2025-C12 | No |
Whole Loan | $54,000,000 | $54,000,000 |
(1) | Expected to be contributed to one or more future securitization(s). |
The Property. The Cape Cod Mall Property is a 506,308 square foot super regional mall, which includes 494,308 of owned square feet ("Owned SF") and 12,000 of leased fee square feet, whereby three tenants ground lease the land from the borrower and owns their respective improvements. The Cape Cod Mall Property is anchored by Target, Marshalls and DICK's Sporting Goods. Other major tenants include Planet Fitness, Best Buy, Ten Pin Eatery, Barnes & Noble and Shoe Department Encore. Built in 1970 and renovated in 1999, the Cape Cod Mall Property is situated on a 44.98-acre parcel and contains 3,253 parking spaces, which results in a parking ratio of approximately 6.42 per 1,000 SF. As of April 17, 2025, the Cape Cod Mall Property was 90.7% leased based on Owned SF and 90.5% leased based on total square feet by 71 tenants.
Major Tenants. The largest tenants by underwritten base rent at the Cape Cod Mall Property are DICK'S Sporting Goods, Target and Best Buy.
DICK'S Sporting Goods (45,264 square feet; 8.9% of net rentable area ("NRA"); 9.3% of underwritten base rent). Founded in 1948 and headquartered in Pittsburgh, Pennsylvania, DICK'S Sporting Goods is an American sporting goods retailer that offers sporting apparel and gear as well as other related outdoor recreation equipment. DICK's Sporting Goods has been a tenant at the Cape Cod Mall Property since July 2019. DICK'S Sporting Goods' lease has an expiration date of January 31, 2031, with three, 5-year renewal options and no termination options.
Target (79,615 square feet; 15.7% of NRA; 8.8% of underwritten base rent). Founded in 1962 and headquartered in Minneapolis, Minnesota, Target is a general merchandise retailer with 1,978 stores across the entire United States, over 400,000 employees, and 32 office locations worldwide. In 2024, Target reported $107 billion in net sales. Target has been a tenant at the Cape Cod Mall Property since July 2018. Target's lease has an expiration date of January 31, 2030, with six, 5-year renewal options and no termination options.
Best Buy (29,465 square feet, 8.9% of NRA; 7.2% of underwritten base rent): Founded in 1966 and headquartered in Richfield, Minnesota, Best Buy Co Inc ("Best Buy") is a retailer of electronic products. Best Buy offers products including consumer electronics, computing and mobile phones, appliances, entertainment products, home office products and more. Best Buy also offers a number of services such as consultation, design, set-up, technical support, delivery and installation for home theater, mobile audio and appliances. Best Buy markets its products under Best Buy, Future Shop, Geek Squad, Magnolia, Yellow Tag, Rocketfish, Modal and My Best Buy brand names. Best Buy operates over 1,000 stores in the United States, Canada, and Mexico with 959 stores in the United States alone as of August 2024. Best Buy has been a tenant at the Cape Cod Mall Property since 1999 and has a lease extending to August 2026. Best Buy renewed its lease in 2025, and has one, five-year extension option remaining. The Best Buy lease has no termination options.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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55 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
The following table presents certain information relating to the historical occupancy of the Cape Cod Mall Property:
Historical and Current Occupancy(1) | ||||
2021 | 2022 | 2023 | 2024 | Current(2) |
87.1% | 90.8% | 89.8% | 91.8% | 90.7% |
(1) | Historical Information obtained from the borrower for in-line tenants excluding excluding: Target, Macy's, Macy's Men & Home, DICK'S Sporting Goods, Marshall's, Best Buy, TD Bank, Chic-Fil-A and All Pro Transmissions. |
(2) | Current Occupancy is based on the underwritten rent roll dated as of April 17, 2025. |
Appraisal. According to the appraisal, the Cape Cod Mall Property had an "as-is" appraised value of $108,000,000 as of April 9, 2025. The table below shows the appraisal's "as-is" conclusions:
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate |
Income Capitalization Approach | $108,000,000 | 10.00% |
(1) | Source: Appraisal. |
Environmental. According to the Phase I environmental site assessment dated April 14, 2025, there was no evidence of any recognized environmental conditions at the Cape Cod Mall Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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56 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
The following table presents certain information relating to the major tenants (of which, certain tenants may have co-tenancy provisions) at the Cape Cod Mall Property:
Top Tenant Summary(1) | |||||||||
Tenant | Credit Rating (Fitch/Moody's/S&P)(2) | Net Rentable Area (SF) | % of Total NRA | UW Base Rent PSF(3)(4) | UW Base Rent(3)(4) | % of Total UW Base Rent |
Lease Expiration Date |
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Non-Collateral Anchor Tenants | |||||||||
Macy's Mens & Home | NR/NR/NR | 118,789 | NAP | NAP | NAP | N | AP | 12/31/2035 | |
Macy's | NR/NR/NR | 80,931 | NAP | NAP | NAP | N | AP | 6/30/2065 | |
199,720 | |||||||||
Anchor Tenants | |||||||||
DICK'S Sporting Goods | NR/Baa3/BBB | 45,264 | 8.9 | % | $20.50 | $927,912 | 9.3 | % | 1/31/2031 |
Target | A/A2/A | 79,615 | 15.7 | $11.00 | 875,765 | 8.8 | 1/31/2030 | ||
Total/Wtd. Avg. | 124,879 | 24.7 | % | $14.44 | $1,803,677 | 18.1 | % | ||
Major Tenants | |||||||||
Best Buy | NR/A3/BBB+ | 29,465 | 5.8 | % | $24.50 | $721,893 | 7.2 | % | 8/31/2026 |
Ten Pin Eatery | NR/NR/NR | 25,128 | 5.0 | $24.12 | 606,087 | 6.1 | 4/30/2028 | ||
Marshalls | NR/A2/A | 30,728 | 6.1 | $19.00 | 583,832 | 5.9 | 1/31/2030 | ||
Planet Fitness | NR/NR/NR | 17,311 | 3.4 | $17.33 | 300,000 | 3.0 | 1/31/2030 | ||
Shoe Dept. Encore | NR/NR/NR | 12,457 | 2.5 | $20.31 | 253,000 | 2.5 | 9/30/2026 | ||
Barnes & Noble(5) | NR/NR/NR | 25,099 | 5.0 | $0.00 | 0 | 0.0 | 1/31/2027 | ||
That's Entertainment(6) | NR/NR/NR | 48,299 | 9.5 | $0.00 | 0 | 0.0 | 1/31/2046 | ||
Total/Wtd. Avg. | 188,487 | 37.2 | % | $13.08 | $2,464,812 | 24.7 | % | ||
Non-Major Tenants(7) | 145,869 | 28.8 | % | $39.11 | $5,704,935 | 57.2 | % | ||
Occupied Collateral Total(8) | 459,235 | 90.7 | % | $21.72 | $9,973,424 | 100.0 | % | ||
Vacant Space | 47,073 | 9.3 | % | ||||||
Total/Wtd. Avg. | 506,308 | 100.0 | % |
(1) | Based on the underwritten rent roll dated as of April 17, 2025. |
(2) | In certain instances, ratings provided are those of the parent company of the entity shown whether or not the parent guarantees the lease. |
(3) | UW Base Rent PSF and UW Base Rent includes percentage in-lieu of rents totaling $616,207. |
(4) | UW Base Rent PSF and UW Base Rent includes $124,793 of rent steps through April 30, 2026. |
(5) | Barnes & Noble's UW Base Rent PSF and UW Base Rent represents percentage in-lieu of rent based on the tenants' TTM February 2025 sales. |
(6) | That's Entertainment's UW Base Rent PSF and UW Base Rent represents percentage in-lieu of rent based equal to $427,887 annually. |
(7) | Non-Major Tenants include Metro by T-Mobile, Hannoush Jewelers, AT&T Wireless and Talbots, totaling 8,186 square feet (1.6% of NRA and 3.3% of UW Base Rent) whereby the borrower has submitted lease execution and renewal documentation for execution following discussion of deal terms, but the renewal documentation has not yet been executed by the related tenants. The Cape Cod Mall Whole Loan has been underwritten on the basis that all such renewal documentation is executed as submitted by the borrower. |
(8) | Occupied Collateral Total UW Base Rent PSF is based on the Owned SF and includes Net Rentable Area (SF) and U/W Base Rent from the leased fee tenants. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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57 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
The following table presents certain information relating to the sales history of certain tenants at the Cape Cod Mall Property:
Tenant Sales(1) | ||||||||
2019 Sales (PSF) |
2020 Sales (PSF) | 2021 Sales (PSF) | 2022 Sales (PSF) | 2023 Sales (PSF) | 2024 Sales (PSF) | TTM 2/28/2025 Sales (PSF) | TTM 2/28/2025 Occupancy Cost | |
DICK'S Sporting Goods | NAV | NAV | $233.01 | $298.80 | $337.98 | $340.80 | $341.92 | 6.5% |
Target | NAV | NAV | $401.93 | $401.93 | $389.37 | $389.37 | $389.37 | 3.9% |
Best Buy | $1,111.40 | $982.85 | $960.29 | $1,366.29 | $762.97 | $764.20 | $776.48 | 4.1% |
Ten Pin Eatery | $195.92 | $68.60 | $159.55 | $176.70 | $171.67 | $153.91 | $149.72 | 19.9% |
Marshalls | $364.03 | $233.96 | $270.19 | $531.25 | $478.34 | $486.53 | $490.22 | 5.6% |
Planet Fitness | NAV | $18.42 | $32.51 | $83.09 | $97.78 | $104.76 | $106.75 | 21.3% |
Shoe Dept. Encore | $172.50 | $151.42 | $205.83 | $217.11 | $217.89 | $199.37 | $197.77 | 11.9% |
That's Entertainment(2) | NAV | NAV | NAV | NAV | NAV | NAV | NAV | NAV |
Barnes & Noble | $200.01 | $147.33 | $208.27 | $172.81 | $215.59 | $201.41 | $201.95 | 13.1% |
(1) | Information obtained from the borrower. |
(2) | Sales information is unavailable for That's Entertainment, which has a lease commencement date of March 21, 2025 |
The following table presents certain information relating to the lease rollover schedule at the Cape Cod Mall Property:
Lease Rollover Schedule(1)(2) | ||||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring(3) | % of UW Base Rent Expiring(3) | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring(3) | Cumulative % of UW Base Rent Expiring(3) | |
Vacant | NAP | 47,073 | 9.3% | NAP | NAP | 47,073 | 9.3% | NAP | NAP | |
MTM | 7 | 12,560 | 2.5% | 322,687 | 3.2 | % | 59,633 | 11.8% | $322,687 | 3.2% |
2025 | 2 | 4,502 | 0.9% | 369,424 | 3.7 | % | 64,135 | 12.7% | $692,111 | 6.9% |
2026 | 13 | 64,555 | 12.8% | 1,989,071 | 19.9 | % | 128,690 | 25.4% | $2,681,182 | 26.9% |
2027 | 12 | 58,863 | 11.6% | 1,356,646 | 13.6 | % | 187,553 | 37.0% | $4,037,828 | 40.5% |
2028 | 8 | 46,629 | 9.2% | 1,363,647 | 13.7 | % | 234,182 | 46.3% | $5,401,476 | 54.2% |
2029 | 8 | 20,813 | 4.1% | 452,614 | 4.5 | % | 254,995 | 50.4% | $5,854,089 | 58.7% |
2030 | 12 | 149,068 | 29.4% | 2,839,165 | 28.5 | % | 404,063 | 79.8% | $8,693,255 | 87.2% |
2031 | 3 | 50,656 | 10.0% | 1,103,623 | 11.1 | % | 454,719 | 89.8% | $9,796,877 | 98.2% |
2032 | 0 | 0 | 0.0% | 0 | 0.0 | % | 454,719 | 89.8% | $9,796,877 | 98.2% |
2033 | 2 | 2,027 | 0.4% | 102,634 | 1.0 | % | 456,746 | 90.2% | $9,899,511 | 99.3% |
2034 | 0 | 0 | 0.0% | 0 | 0.0 | % | 456,746 | 90.2% | $9,899,511 | 99.3% |
2035 & Beyond | 2 | 49,562 | 9.8% | 73,913 | 0.7 | % | 506,308 | 100.0% | $9,973,424 | 100.0% |
Total | 69 | 506,308 | 100.0% | $9,973,424 | 100.0 | % |
(1) | Based on the underwritten rent roll dated April 17, 2025. |
(2) | Certain tenants may have termination options that are exercisable prior to the originally stated expiration date of the subject lease and that are not considered in the Lease Rollover Schedule. |
(3) | UW Base Rent Expiring, % of UW Base Rent Expiring, Cumulative UW Base Rent Expiring and Cumulative % of UW Base Rent Expiring include percentage in-lieu of rent totaling $655,477 and rent steps totaling $124,793 through April 30, 2026. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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58 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
The following table presents certain information relating to the operating history and underwritten net cash flows of the Cape Cod Mall Property:
Operating History and Underwritten Net Cash Flow | |||||||||||
2019 | 2020 | 2021 | 2022 | 2023 | 2024 | TTM February 2025(1) | Underwritten | Per Square Foot | %(2) | ||
Base Rent | $10,255,703 | $11,137,614 | $11,112,588 | $10,890,079 | $10,931,947 | $10,025,657 | $10,025,010 | $9,848,631 | $19.45 | 48.1 | % |
Contractual Rent Steps(3) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 124,793 | 0.25 | 0.6 | |
Potential Income from Vacant Space | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 2,860,223 | 5.65 | 14.0 | |
Percentage in Lieu(4) | 102,570 | 144,387 | 404,993 | 880,070 | 786,222 | 760,085 | 755,790 | 616,207 | 1.22 | 3.0 | |
Gross Potential Rent | $10,358,273 | $11,282,001 | $11,517,581 | $11,770,149 | $11,718,169 | $10,785,742 | $10,780,800 | $13,449,855 | $26.56 | 65.8 | % |
Reimbursement Revenue | 5,358,986 | 4,971,759 | 5,038,643 | 4,934,640 | 5,234,377 | 5,824,814 | 6,035,455 | 5,510,532 | 10.88 | 26.9 | |
Other Income(5) | 953,350 | 498,108 | 1,167,831 | 1,331,470 | 1,481,353 | 1,562,711 | 1,563,749 | 1,495,148 | 2.95 | 7.3 | |
Net Rental Income | $16,670,609 | $16,751,868 | $17,724,055 | $18,036,259 | $18,433,899 | $18,173,267 | $18,380,004 | $20,455,535 | $40.40 | 100.0 | % |
Less Vacancy | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (2,860,223) | (5.65) | (14.0 | ) |
Effective Gross Income | $16,670,609 | $16,751,868 | $17,724,055 | $18,036,259 | $18,433,899 | $18,173,267 | $18,380,004 | $17,595,312 | $34.75 | 86.0 | % |
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Real Estate Taxes | 1,229,059 | 1,596,591 | 2,134,882 | 1,545,572 | 1,740,515 | 1,600,475 | 1,668,302 | 1,704,033 | 3.37 | 9.7 | |
Insurance | 152,471 | 180,317 | 204,958 | 234,408 | 272,079 | 320,879 | 329,380 | 722,555 | 1.43 | 4.1 | |
Management Fee(6) | 648,480 | 582,300 | 696,309 | 690,490 | 693,248 | 767,811 | 771,691 | 698,586 | 1.38 | 4.0 | |
Other Expenses | 3,798,027 | 4,727,695 | 3,333,003 | 4,482,754 | 3,800,112 | 3,621,917 | 3,730,861 | 3,932,635 | 7.77 | 22.4 | |
Total Expenses | $5,828,037 | $7,086,903 | $6,369,152 | $6,953,224 | $6,505,954 | $6,311,082 | $6,500,234 | $7,057,809 | $13.94 | 40.1 | % |
Net Operating Income | $10,842,572 | $9,664,965 | $11,354,903 | $11,083,035 | $11,927,945 | $11,862,185 | $11,879,770 | $10,537,503 | $20.81 | 59.9 | % |
TI/LC | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 506,308 | 1.00 | 2.9 | |
Capital Expenditures | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 101,262 | 0.20 | 0.6 | |
Net Cash Flow | $10,842,572 | $9,664,965 | $11,354,903 | $11,083,035 | $11,927,945 | $11,862,185 | $11,879,770 | $9,929,933 | $19.61 | 56.4 | % |
(1) | TTM February 2025 reflects the trailing 12-month period ending February 28, 2025. |
(2) | Represents (i) percent of Net Rental Income for all revenue fields and (ii) percent of Effective Gross Income for all other fields. |
(3) | Represents rent steps through April 30, 2026. |
(4) | Percentage in Lieu rents are underwritten based on the tenants' TTM February 2025 sales. |
(5) | Other Income includes revenue from percentage rent, temporary tenants, media, cellular and storage. |
(6) | Management Fee is equal to 4.0% of Effective Gross Income excluding marketing recoveries. |
The Market. The Cape Cod Mall Property is located in Hyannis, Massachusetts, approximately 69.2 miles southeast of Downtown Boston and 71.1 miles southeast of Boston Logan International Airport. According to the appraisal, the neighborhood is primarily comprised of retail, industrial and office uses. Primary access to the area is provided by State Route 132, which is adjacent to the Cape Cod Mall Property. According to the appraisal, the top three employers in the surrounding area are Cape Cod Healthcare Inc., Woods Hole Oceanographic Institution and Stop & Shop Supermarket.
Within a one-, three- and five-mile radius of the Cape Cod Mall Property, the 2024 average household income was approximately $98,730, $112,138 and $124,703, respectively; and within the same radii, the 2024 total population was 5,507, 29,543 and 54,144, respectively.
According to the appraisal, the Cape Cod Mall Property is situated within the Hyannis retail submarket of the Barnstable retail market. As of the first quarter of 2025, the Hyannis retail submarket reported total inventory of approximately 4.96 million square feet with a 3.5% vacancy rate and average rents of $20.45 per square foot, and the Barnstable retail market reported total inventory of approximately 16.18 million square feet with a 2.2% vacancy rate and average rents of $18.45 per square foot.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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59 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
The following table presents certain information relating to the appraisal's market rent conclusions for the Cape Cod Mall Property:
Market Rent Summary(1) | ||||
Market Rent (PSF) | Lease Term (Yrs.) | Rent Increase Projections | New Tenant Improvements | |
0 to 1,500 SF Space | $80.00 | 5 | 3.0% annually | $25.00 |
1,501-2,500 SF Space | $60.00 | 5 | 3.0% annually | $25.00 |
2,501-4,000 SF Space | $55.00 | 5 | 3.0% annually | $25.00 |
4,001-6,500 SF Space | $50.00 | 5 | 3.0% annually | $15.00 |
6,501-10,000 SF Space | $35.00 | 5 | 3.0% annually | $15.00 |
Jewelry Space | $95.00 | 5 | 3.0% annually | $35.00 |
Restaurant Space | $75.00 | 10 | 3.0% annually | $50.00 |
Snack Bars Space | $85.00 | 5 | 3.0% annually | $50.00 |
Food Court Space | $165.00 | 5 | 3.0% annually | $35.00 |
Kiosk Space | $500.00 | 5 | 3.0% annually | $0.00 |
Cinema Space | $20.00 | 10 | 10.0% Mid-Term | $25.00 |
Anchor Space | $12.00 | 10 | 10.0% Mid-Term | $5.00 |
Large Tenants Over 10,000 SF Space | $25.00 | 10 | 10.0% Mid-Term | $10.00 |
(1) | Source: Appraisal. |
The table below presents certain information relating to comparable retail centers for the Cape Cod Mall Property identified by the appraisal:
Competitive Set(1) | |||||||
Property Name | Year Built/Renovated | Total NRA | Total Occupancy | Anchor / Major Tenants | Distance to Cape Cod Mall Property | ||
Cape Cod Mall | 1970/1999 | 506,308 | 90.7% |  (2) | DICK's Sporting Goods, Target, Marshalls | NAP | |
Dartmouth Mall | 1971/NAP | 582,927 | 95.0% | JCPenney, Macy's, Burlington | 36 miles | ||
Kingston Collection | 1989/NAP | 903,727 | 75.0% | Macy's, Target | 30 miles | ||
Emerald Square | 1989/NAP | 1,022,294 | 85.0% | Macy's, JCPenney | 41 miles |
(1) | Information obtained from the appraisal, unless otherwise specified. |
(2) | Based on the Owned SF of the underwritten rent roll as of April 17, 2025. Total Occupancy based on total square feet is 90.5%. |
The Borrower. The borrower is Mayflower Cape Cod, LLC, a Delaware limited liability company and special purpose entity with no independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Cape Cod Mall Whole Loan.
The Borrower Sponsor. The borrower sponsors of the Cape Cod Mall Whole Loan is Simon Property Group, L.P. ("Simon") and The Canada Pension Plan Investment Board. Simon Property Group, Inc. (NYSE: SPG) is a real estate investment trust engaged in the ownership of shopping, dining, entertainment and mixed-use destinations. Simon has approximately 400 retail centers across 24 countries. Simon is also the non-recourse carveout guarantor of the Cape Cod Mall Whole Loan. Pursuant to the Cape Cod Mall Whole Loan documents, so long as Simon is the non-recourse carveout guarantor, the non-recourse carveout guarantor's liability under the guaranty for specified carveout events is limited to 20.0% of the then outstanding principal balance of the Cape Cod Mall Whole Loan in the aggregate, plus all of the reasonable out-of-pocket costs and expenses (including court costs and reasonable attorneys' fees) incurred by the lender in the enforcement of the related guaranty or the preservation of the lender's rights under such guaranty.
Property Management. The Cape Cod Mall Property is managed by Simon Management Associates, LLC, an affiliate of the borrower.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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60 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
Escrows and Reserves.
Tax Reserve - During a Lockbox Event Period (as defined below), or at any time (x) any property taxes are not paid by the borrower prior to the assessment of a penalty, or (y) upon request of the lender, the borrower fails to promptly provide evidence that property taxes have been paid prior to the assessment of a penalty, the Cape Cod Mall Whole Loan documents require the borrower to make monthly payments into the real estate tax reserve in an amount equal to 1/12th of the property taxes that the lender reasonably estimates will be payable during the ensuing 12 months.
Insurance Reserve - During a Lockbox Event Period, if the borrower has not provided satisfactory evidence to the lender that the Cape Cod Mall Property is covered by policies that are being maintained as part of a reasonably acceptable blanket insurance policy, the Cape Cod Mall Whole Loan documents require the borrower to make ongoing monthly deposits in an amount equal to 1/12th of the insurance premiums that the lender reasonably estimates will be payable for the renewal of the coverage afforded by the policies in order to accumulate sufficient funds to pay the premiums at least 30 days prior to expiration.
Replacement Reserve - During a Lockbox Event Period, the Cape Cod Mall Whole Loan documents require the borrower to make springing ongoing monthly deposits of approximately $8,238 for replacement reserves.
TI / LC Reserve - During a Lockbox Event Period, the Cape Cod Mall Whole Loan documents require the borrower to make ongoing monthly deposits of approximately $41,192 for tenant improvements and leasing commissions reserves.
Major Tenant Reserve - During a Major Tenant Trigger Event (as defined below) the Cape Cod Mall Whole Loan documents require the borrower to make monthly payments on dates when the balance on deposit in the Major Tenant reserve account is less than the applicable Major Tenant Threshold Amount (as defined below) in an amount equal to 1/12th of the Major Tenant Threshold Amount unless and until the cure of the applicable Major Tenant Trigger Event to be held by the lender with respect to the Major Tenants (as defined below).
A "Major Tenant Trigger Event" means the period commencing on the earlier to occur of a (i) a bankruptcy action of a Major Tenant, (ii) a Major Tenant "goes dark" or vacates the Cape Cod Mall Property on a permanent basis or (iii) the earlier of (x) the date on which such Major Tenant gives notice that it will not be renewing the Major Tenant lease in accordance with its terms, and (y) the date that is six months prior to the date of such Major Tenant Lease expiration.
The "Major Tenant Threshold Amount" means, with respect to: (i) the space occupied by Target as of the origination date, the amount of $3,184,600, and (ii) the space occupied by DICK's Sporting Goods as of the origination date, the amount of $1,810,560.
A "Major Tenant" means (i) Target, (ii) DICK's Sporting Goods and/or (iii) any replacement tenant that occupies at least 50% of the square footage of the premises occupied by one or more of the foregoing.
Lockbox / Cash Management. The Cape Cod Mall Whole Loan is structured with a hard lockbox and springing cash management. The borrower is required to deposit all rents into a lender-controlled lockbox account within two business days of receipt, and to direct all tenants to make direct rent deposits into the lockbox account. As long as a Lockbox Event Period is not in effect, all funds in the lockbox account are required to be distributed to the borrower each Wednesday (or more frequently if required by borrower in accordance with the Cape Cod Mall Whole Loan documents). During the continuance of a Lockbox Event Period, all funds in the lockbox will be transferred weekly to a lender-controlled cash management account to be disbursed in accordance with the Cape Cod Mall Whole Loan documents, with any excess funds required to be held as additional security in an excess cash flow subaccount controlled by the lender for so long as the Lockbox Event Period continues.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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61 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 5 - Cape Cod Mall |
A "Lockbox Event Period" will commence upon the earlier of the following (each of the items in clauses (i) through (v), a "Lockbox Event"):
(i) | the occurrence of an event of default; |
(ii) | any bankruptcy action of the borrower; |
(iii) | a bankruptcy action of the property manager if the manager is an affiliate of the borrower, and provided the property manager is not replaced within 60 days with a qualified property manager; or |
(iv) | the net operating income debt yield ("NOI DY"), based on the trailing four calendar quarter period, is below 14.5%, for two consecutive calendar quarters. |
A Lockbox Event Period will end upon the occurrence of the following:
● | with regard to clause (i), the cure of such event of default; |
● | with regard to clause (iii), the borrower replaces the property manager with a qualified manager under a replacement management agreement within 60 days, or the bankruptcy action is discharged or dismissed within 90 days without any adverse consequences to the Cape Cod Mall Property or the Cape Cod Mall Whole Loan; or |
● | with regard to clause (iv), the NOI DY being at least 14.5% or greater for two consecutive calendar quarters. |
Subordinate and Mezzanine Debt. None.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. The Cape Cod Mall Whole Loan documents permit the borrower to obtain the free release of non-income producing or vacant portions of the Cape Cod Mall Property (including Doherty Ground Lease Release Parcel (defined below)) in connection with a sale or transfer to third parties or an affiliate of the borrower provided that, among other conditions, (i) after giving effect to such transfer, the remaining portion of the Cape Cod Mall Property complies with applicable zoning, parking and other legal requirements, and (ii) the borrower satisfies customary REMIC requirements.
Upon the satisfaction of certain conditions, including satisfaction of all REMIC requirements, the borrower is also permitted to release its leasehold interest in an outparcel area of the Cape Cod Mall Property containing parking (the "Doherty Ground Lease Release Parcel"). The Doherty Ground Lease Release Parcel was attributed no value to the underwriting of the Cape Cod Mall Whole Loan and is not required for zoning purposes or other legal requirements.
Ground Lease. The borrower owns the Cape Cod Mall Property in both fee and leasehold. The leasehold portions of the estate are subject to three separate ground leases, including two financeable ground leases which were included in the underwriting of the Cape Cod Mall Whole Loan, and the ground lease for the Doherty Ground Lease Release Parcel which was excluded. See "Description of the Mortgage Pool-Leasehold Interests" in the Preliminary Prospectus.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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62 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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63 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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64 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Sellers: | BMO, GACC | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance(1): | $33,000,000 | Title: | Fee | |
Cut-off Date Principal Balance(1): | $33,000,000 | Property Type - Subtype: | Self Storage - Self Storage | |
% of IPB: | 5.1% | Net Rentable Area (SF): | 281,494 | |
Loan Purpose: | Refinance | Location: | Long Island City, NY | |
Borrowers: | QPN 1 DE LLC and QPN 10 DE LLC | Year Built / Renovated: | 2013 / NAP | |
Borrower Sponsor: | Steven J. Guttman | Occupancy(3): | 87.3% | |
Interest Rate: | 6.48500% | Occupancy Date: | 11/1/2024 | |
Note Date: | 1/22/2025 | 4th Most Recent NOI (As of): | $11,871,108 (12/31/2021) | |
Maturity Date: | 2/6/2035 | 3rd Most Recent NOI (As of): | $12,230,675 (12/31/2022) | |
Interest-only Period: | 120 months | 2nd Most Recent NOI (As of): | $13,136,852 (12/31/2023) | |
Original Term: | 120 months | Most Recent NOI (As of): | $12,841,638 (TTM 9/30/2024) | |
Original Amortization Term: | None | UW Economic Occupancy: | 78.6% | |
Amortization Type: | Interest Only | UW Revenues: | $17,547,845 | |
Call Protection: | L(28),DorYM1(85),O(7) | UW Expenses: | $3,643,783 | |
Lockbox / Cash Management: | Soft / Springing | UW NOI: | $13,904,062 | |
Additional Debt(1): | Yes | UW NCF: | $13,861,838 | |
Additional Debt Balance(1): | $110,000,000 | Appraised Value / Per SF: | $234,900,000 / $834 | |
Additional Debt Type(1): | Pari Passu | Appraisal Date: | 12/16/2024 | |
Escrows and Reserves(2) | Financial Information(1) | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $508 | ||
Taxes: | $183,288 | $61,096 | N/A | Maturity Date Loan / SF: | $508 | |
Insurance: | $0 | Springing | N/A | Cut-off Date LTV: | 60.9% | |
Replacement Reserve: | $0 | Springing | N/A | Maturity Date LTV: | 60.9% | |
Immediate Repairs: | $14,300 | $0 | N/A | UW NCF DSCR: | 1.47x | |
UW NOI Debt Yield: | 9.7% | |||||
Sources and Uses | |||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | ||
Whole Loan(1) | $143,000,000 | 100.0% | Loan Payoff | $75,832,056 | 53.0 | % | |
Return of Equity | 63,964,738 | 44.7 | |||||
Closing Costs | 3,005,619 | 2.1 | |||||
Upfront Reserves | 197,588 | 0.1 | |||||
Total Sources | $143,000,000 | 100.0% | Total Uses | $143,000,000 | 100.0 | % |
(1) | The UOVO QPN Mortgage Loan (as defined below) is part of the UOVO QPN Whole Loan (as defined below) which is comprised of six pari passu promissory notes with an aggregate original principal balance and Cut-off Date balance of $143,000,000. The UOVO QPN Whole Loan was originated by Bank of Montreal ("BMO") on January 22, 2025. The financial information presented above is based on the UOVO QPN Whole Loan. |
(2) | See "Escrows and Reserves" below for further discussion of reserve information. |
(3) | Occupancy represents the occupancy percentage for the private storage space (measured in square feet). The managed storage space is measured in cubic feet and is 55.4% leased as of November 1, 2024. See "The Property" below for further discussion of the property type. |
The Loan. The sixth largest mortgage loan (the "UOVO QPN Mortgage Loan") is part of a whole loan (the "UOVO QPN Whole Loan") secured by the borrowers' fee interest in a 281,494 SF self-storage property located in Long Island City, New York (the "UOVO QPN Property"). The UOVO QPN Whole Loan is evidenced by six pari passu promissory notes with an aggregate outstanding principal balance as of the Cut-off Date of $143,000,000. The UOVO QPN Whole Loan was originated on January 22, 2025 by Bank of Montreal ("BMO") and accrues interest at a fixed rate of 6.48500% per annum on an Actual/360 basis. On January 22, 2025, BMO transferred Notes A-4, A-5 and A-6, with an aggregate original principal balance and Cut-off Date Balance of $50,050,000, to Deutsche Bank AG, New York Branch ("DBNY"). The UOVO QPN Whole Loan has a 10-year term and is interest-only for the full term. The scheduled maturity date of the UOVO QPN Whole Loan is the payment date that occurs on February 6, 2035. The UOVO QPN Mortgage Loan is evidenced by the non-controlling Notes A-3, A-5 and A-6 with an aggregate outstanding principal balance as of the Cut-off Date of $33,000,000.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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65 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
The relationship between the holders of the UOVO QPN Whole Loan is governed by a co-lender agreement as described under "Description of the Mortgage Pool-The Whole Loans-The Outside Serviced Pari Passu Whole Loans" and "-Servicing of the Outside Serviced Mortgage Loans" in the Preliminary Prospectus. The UOVO QPN Whole Loan will be serviced under the pooling and servicing agreement for the WFCM 2025-C64 securitization trust. See "The Pooling and Servicing Agreement-Servicing of the Outside Serviced Mortgage Loans" in the Preliminary Prospectus.
The table below identifies the promissory notes that comprise the UOVO QPN Whole Loan:
Whole Loan Summary | ||||
Note | Original Balance | Cut-off Date Balance | Note Holder | Controlling Piece |
A-1 | $45,000,000 | $45,000,000 | WFCM 2025-C64 | Yes |
A-2 | $26,500,000 | $26,500,000 | BMO 2025-C11 | No |
A-3 | $21,450,000 | $21,450,000 | BMO 2025-C12 | No |
A-4 | $38,500,000 | $38,500,000 | BMO 2025-C11 | No |
A-5 | $5,775,000 | $5,775,000 | BMO 2025-C12 | No |
A-6 | $5,775,000 | $5,775,000 | BMO 2025-C12 | No |
Whole Loan | $143,000,000 | $143,000,000 |
The Property. The UOVO QPN Property has 281,494 SF and 282 self-storage units across two interconnected buildings located in Long Island City, New York. The UOVO QPN Property was developed in 2013 and is situated on a 1.27-acre site. The UOVO QPN Property is specially designed for fine art storage and contains two storage components: private storage on floors 3 through 8 (163,150 SF with 282 storage units), and managed/concierge storage on floors 1 through 3 (164,916 cubic feet). The UOVO QPN Property also serves as UOVO's headquarters and features 20-foot clear heights, four enclosed loading docks, five covered loading docks, five viewing galleries, private meeting rooms, client café and two freight elevators.
Private Storage. According to the appraisal, the private storage ("Private Storage") is similar to traditional self-storage and is ideal for clients who prefer direct and frequent access to their works. Private storage includes individual locks, roll-up doors and 8- to 10-foot clear heights. Private storage space can be leased at a minimum of 50 SF and may range to over 20,000 SF. According to the appraisal, private storage is tailored to the specific clients' needs as they partner with an in-house designer to configure a customized plan with racking, lighting, flooring, and climate conditions best suited to their collection.
Managed Storage. According to the appraisal, the managed space ("Managed Storage") functions on open-air racks within a fully controlled environment in terms of climate, temperature, humidity and UV filtration lighting. Managed storage is considered a more cost-effective option for clients with fluctuating inventory or temporary storage needs and is exclusively accessed and managed by an expert technical team and tracked using digital inventory. The Managed Storage space is leased by cubic feet on floors 1 through 3 as it consists of an open storage area optimized for large and small pieces of artwork.
The following table presents certain information relating to the Private Storage at the UOVO QPN Property:
Unit Mix(1) | |||||||||
Unit Type | Net Rentable Area (SF) | % of UW Rent | Occupied SF | Occupancy % (SF) | # of Units | % of Total Units | Occupied Units |
Avg. Actual Rent Per SF(2) |
Market Rent Per SF(3) |
Private Storage | 163,150 | 82.1% | 142,410 | 87.3% | 282 | 100.0% | 249 | $98.45 | $54.00 - $102.00 |
(1) | Based on the underwritten rent roll dated November 1, 2024. |
(2) | Avg. Actual Rent Per SF is calculated using actual rent for occupied square feet. |
(3) | Source: Appraisal. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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66 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
The following table presents certain information relating to the Managed Storage at the UOVO QPN Property:
Unit Mix(1) | |||||||||
Unit Type | Net Rentable Area (CF) | % of UW Rent | Occupied CF | Occupancy % (CF) | # of Units | % of Total Units | Occupied Units |
Avg. Actual Rent Per CF(2) |
Market Rent Per CF(3) |
Managed Storage | 164,916 | 17.9% | 91,301 | 55.4% | NAP | NAP | NAP | $33.58 | $16.20 - $38.40 |
(1) | Based on the underwritten rent roll dated November 1, 2024. |
(2) | Avg. Actual Rent Per CF is calculated using actual rent for occupied cubic feet. |
(3) | Source: Appraisal. |
The following table presents certain information relating to the historical and current occupancy of the Private Storage at the UOVO QPN Property:
Historical and Current Occupancy(1)(2) | |||
2021 | 2022 | 2023 | Current(3) |
91.9% | 91.1% | 91.4% | 87.3% |
(1) | Historical occupancies represent the annual average occupancy of each respective year. |
(2) | Occupancy represents the occupancy percentage for the Private Storage space (measured in square feet). The Managed Storage space is measured in cubic feet and is 55.4% leased as of November 1, 2024. |
(3) | Current occupancy is based on the underwritten rent roll dated November 1, 2024. |
Appraisal. The appraisal concluded to an "as-is" value for the UOVO QPN Property of $234,900,000 as of December 16, 2024.
Appraisal Valuation Summary(1) | ||
Property | As Is Value | Capitalization Rate(2) |
UOVO QPN | $234,900,000 | 6.25% |
(1) | Source: Appraisal. |
(2) | The appraisal used a terminal capitalization rate of 6.25% which is based on an assumed sale at the end of the holding period. |
Environmental Matters. According to the Phase I environmental site assessment dated December 31, 2024, there was no evidence of any recognized environmental conditions at the UOVO QPN Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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67 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
The following table presents certain information relating to the historical operating performance and underwritten net cash flow at the UOVO QPN Property:
Operating History and Underwritten Net Cash Flow | |||||||
2021 | 2022 | 2023 | 9/30/2024 TTM | Underwritten | Underwritten Per SF | %(1) | |
In-Place Rent (Private) | $12,987,102 | $13,375,690 | $13,627,670 | $13,442,957 | $13,782,417 | $48.96 | 63.0% |
In-Place Rent (Managed) | 2,056,784 | 2,514,142 | 3,075,775 | 2,996,002 | 3,065,534 | 10.89 | 14.0 |
Vacancy Lease-Up (Private) | 0 | 0 | 0 | 0 | 2,215,620 | 7.87 | 10.1 |
Vacancy Lease-Up (Managed) | 0 | 0 | 0 | 0 | 2,471,707 | 8.78 | 11.3 |
Contractual Rent Steps | 0 | 0 | 0 | 0 | 237,174 | 0.84 | 1.1 |
Expense Recoveries | 93,476 | 79,734 | 107,350 | 107,189 | 108,407 | 0.39 | 0.5 |
Gross Potential Rent(2) |
$15,137,362 |
$15,969,566 |
$16,810,795 |
$16,546,148 |
$21,880,859 |
$77.73 |
100.0% |
Other Income(3) | (1,914) | 232,314 | 346,630 | 343,631 | 370,989 | 1.32 | 1.7 |
Net Rental Income |
$15,135,447 |
$16,201,880 |
$17,157,425 |
$16,889,779 |
$22,251,847 |
$79.05 |
101.7% |
Discount Units (Private) | (5,270) | (36,025) | (16,330) | (16,265) | (16,676) | (0.06) | (0.1) |
Discount Units (Managed) | (13,400) | (13,598) | (3,816) | 0 | 0 | 0.00 | 0.0 |
In-Place Vacancy (Private) | 0 | 0 | 0 | 0 | (2,215,620) | (7.87) | (10.1) |
In-Place Vacancy (Managed) |
0 |
0 |
0 |
0 |
(2,471,707) |
(8.78) |
(11.3) |
Effective Gross Income | $15,116,777 | $16,152,257 | $17,137,279 | $16,873,514 | $17,547,845 | $62.34 | 80.2% |
Real Estate Taxes(4) | 428,914 | 511,658 | 563,172 | 623,887 | 751,970 | 2.67 | 4.3 |
Insurance | 161,940 | 254,884 | 266,436 | 258,860 | 225,164 | 0.80 | 1.3 |
Other Operating Expenses |
2,654,815 |
3,155,041 |
3,170,819 |
3,149,129 |
2,666,649 |
9.47 |
15.2 |
Total Operating Expenses | $3,245,669 | $3,921,582 | $4,000,428 | $4,031,876 | $3,643,783 | $12.94 | 20.8% |
Net Operating Income | $11,871,108 | $12,230,675 | $13,136,852 | $12,841,638 | $13,904,062 | $49.39 | 79.2% |
Replacement Reserves |
0 |
0 |
0 |
0 |
42,224 |
0.15 |
0.2 |
Net Cash Flow | $11,871,108 | $12,230,675 | $13,136,852 | $12,841,638 | $13,861,838 | $49.24 | 79.0% |
(1) | % column represents percentage of Gross Potential Rent for all revenue lines and represents percentage of Effective Gross Income for the remaining fields. |
(2) | Underwritten Gross Potential Rent is based on the underwritten rent roll dated November 1, 2024. |
(3) | Other Income includes viewing room rent, private workspace, and fortress payments. |
(4) | The UOVO QPN Property benefits from an ICAP tax abatement program for 25 years. The UOVO QPN Property receives 100% of the exemption benefit, upon property improvements, for the first 16 years commencing in 2016, which then decreases each year thereafter by 10%. The UOVO QPN Property will be fully taxable in year 26. See "Description of the Mortgage Pool - Real Estate and Other Tax Considerations" in the Preliminary Prospectus. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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68 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
The Market. The UOVO QPN Property is located in Long Island City, Queens County, New York. Long Island City is a residential and commercial neighborhood in the most western part of Queens, bordering the neighborhood of Astoria to the north, Sunnyside to the east, and Greenpoint to the South. The Long Island City neighborhood has undergone a transformation in recent years due to new high-rise developments, making the neighborhood increasingly residential, as well as new office and retail developments. The neighborhood's mass transit infrastructure provides easy access to Manhattan, Brooklyn, the Bronx, and surrounding areas. Twelve New York City subway lines travel through Queens, as well as buses and the Long Island Railroad. Both the Long Island Expressway and the Brooklyn Queens Expressway run through the neighborhood. Additionally, two of three major airports serving the New York City metropolitan area (LaGuardia Airport and JFK International Airport) are located in Queens. According to the appraisal, as of 2024, the total population in Queens is 2,356,325, the median household income is $83,331, and the most common job type is health care/social assistance.
According to the appraisal, the national art industry revenue is expected to have grown at a CAGR of 0.9% to $13.1 billion over the last 5 years up through 2024. The national art industry is expected to grow at a CAGR of 2.3% to $15.5 billion by the end of 2029. Additionally, the major concentrations of art dealership establishments in the United States are in California, Florida, and New York with New York being home to 14.1% of establishments in the country.
In New York City, several industrial, office, special-use, and retail buildings have converted to self-storage. In May 2023, 41 East 21st Street completed the conversion of a four story, 50,000 SF parking garage into a self-storage facility to be managed by CubeSmart. The CMX Cinema at 400 East 62nd Street is being converted into a 65,000 SF self-storage facility by Manhattan Mini Storage. The Shell industrial building at 78 Walker Street has also been proposed for conversion.
The following table presents information regarding certain competitive properties to the UOVO QPN Property:
Competitive Property Summary(1) | |||||||||
Property Name/Location |
Year Built / Renovated |
Private Occupancy | Square Feet (Private) | Managed Occupancy |
Cubic Feet (Managed) |
Unit Type |
Actual ($/SF) |
Actual ($/CF) |
Rent Per Annum (SF/CF) |
UOVO QPN(2) Long Island City, NY |
2013 / NAP | 87.3% | 163,150 | 55.4% | 164,916 |
Private Storage Managed Storage |
$8.20 | $2.80 |
$98.45 $33.58 |
105 Evergreen Ave Brooklyn, NY |
1955 / 2019 | 86.0% | 48,145 | 58.0% | 330,000 |
Private Storage Managed Storage |
$8.22 | $1.60 |
$98.64 $19.20 |
4200 Westgate Avenue Westgate, FL |
2023 / NAP (Lease-Up) |
41.0% | 9,765 | 9.0% | 177,000 |
Private Storage Managed Storage |
$6.77 | $2.25 |
$81.24 $27.00 |
346 NW 29th Street Miami, FL |
2008 / NAP | 89.0% | 55,063 | 70.0% | 42,670 |
Private Storage Managed Storage |
$5.91 | $2.94 |
$70.92 $35.28 |
1333 Lowrie Ave South San Francisco, CA |
2022 / NAP | N/A | N/A | 68.0% | 177,222 |
Private Storage Managed Storage |
N/A | $1.93 |
N/A $23.16 |
101 Lake Drive Newark, DE |
1986 / NAP | 53.0% | 7,675 | 24.0% | 238,000 |
Private Storage Managed Storage |
$4.92 | $1.06 |
$59.04 $12.72 |
130 South Myers Street Los Angeles, CA |
2024 / NAP (Lease-Up) |
80.0% | 3,675 | 12.0% | 118,000 |
Private Storage Managed Storage |
$9.20 | $1.09 |
$110.40 $13.08 |
(1) | Source: Appraisal, unless noted otherwise. |
(2) | Based on the underwritten rent roll dated November 1, 2024. |
The Borrowers. The borrowers are QPN 1 DE LLC and QPN 10 DE LLC, each a Delaware limited liability company and single purpose entity with two independent directors. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the UOVO QPN Whole Loan.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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69 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 6 - UOVO QPN |
The Borrower Sponsor. The borrower sponsor and the non-recourse carveout guarantor is Steven J. Guttman. Steven J. Guttman is the founder of Storage Deluxe Management Company ("Storage Deluxe"), a self-storage developer in the New York City metropolitan area. Storage Deluxe has 84 projects completed and in development, totaling 8 million SF for a total investment in excess of $2.5 billion. Mr. Guttman is also an avid art collector and founded Storage Deluxe affiliate UOVO Fine Art Storage in 2014. Such affiliate was designed for the sole purpose of safe-guarding collections. UOVO's privately-owned, state-of-the-art facilities are ideal for the long-term preservation and care of art, fashion, wine, archives, cultural artifacts, and rare objects. UOVO has art storage facilities (inclusive of the UOVO QPN Property) in major markets such as Los Angeles, Orange County, San Francisco, Aspen, Denver, Delaware, Miami, West Palm Beach, Brooklyn, Long Island City, Rockland County and Dallas.
Property Management. The UOVO QPN Property is managed by UOVO Management LLC, a borrower-affiliated property management company.
Escrows and Reserves. At origination, the borrowers deposited into escrow (i) approximately $183,288 for real estate taxes and (ii) $14,300 for deferred maintenance.
Tax Escrows. On a monthly basis, the borrowers are required to escrow 1/12th of the annual estimated tax payments, which currently equates to approximately $61,096.
Insurance Escrows. If there is no approved blanket policy in place, the borrowers are required to escrow 1/12th of the annual estimated insurance payments on a monthly basis. The UOVO QPN Property is currently insured under a blanket insurance policy.
Replacement Reserve. On a monthly basis during a Triggering Event (as defined below), the borrowers are required to deposit approximately $3,519 for replacement reserves.
Lockbox / Cash Management. The UOVO QPN Whole Loan is structured with a soft lockbox and springing cash management. The borrowers are required to establish a lockbox account for the benefit of the lender, into which all rents and other revenue from the UOVO QPN Property are required to be deposited by the borrowers. During a Triggering Event, all funds in the lockbox account are required to be transferred to the lender-controlled cash management account on each business day and disbursed in accordance with the UOVO QPN Whole Loan documents. Also, during a Triggering Event, all excess cash is required to be collected by the lender and held as additional security for the UOVO QPN Whole Loan.
A "Triggering Event" will commence upon the earliest of (i) the occurrence of an event of default under the UOVO QPN Whole Loan documents or (ii) the debt yield being less than 9.0%, and will expire upon (a) with respect to clause (i) above, the event of default has been cured or (b) with respect to clause (ii) above, the debt yield being at least 9.0% for two consecutive calendar quarters.
Subordinate and Mezzanine Debt. None.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. Not permitted.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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70 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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71 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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72 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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73 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | ZBNA | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance: | $28,000,000 | Title: | Fee | |
Cut-off Date Principal Balance: | $28,000,000 | Property Type - Subtype: | Retail - Anchored | |
% of IPB: | 4.3% | Net Rentable Area (SF): | 267,661 | |
Loan Purpose: | Refinance | Location: | Bedford, NH | |
Borrowers: | Shoppes at Bedford 15 A, LLC and Shoppes at Bedford 15 B, LLC | Year Built / Renovated: | 1967, 1995, 2011, 2012 / 2023 | |
Borrower Sponsors: | Alan C. Fox and The Alan C. Fox Revocable Trust (2007 Restatement) U/A/D 11/15/2007 | Occupancy: | 98.1% | |
Interest Rate: | 6.80000% | Occupancy Date: | 3/13/2025 | |
Note Date: | 2/3/2025 | 4th Most Recent NOI (As of): | $2,476,642 (12/31/2022) | |
Maturity Date: | 2/6/2035 | 3rd Most Recent NOI (As of): | $2,346,827 (12/31/2023) | |
Interest-only Period: | 120 months | 2nd Most Recent NOI (As of): | $2,431,136 (12/31/2024) | |
Original Term: | 120 months | Most Recent NOI (As of): | $2,456,599 (TTM 2/28/2025) | |
Original Amortization Term: | None | UW Economic Occupancy: | 95.0% | |
Amortization Type: | Interest Only | UW Revenues: | $4,187,543 | |
Call Protection: | L(28),D(87),O(5) | UW Expenses: | $924,114 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $3,263,429 | |
Additional Debt: | No | UW NCF: | $3,014,504 | |
Additional Debt Balance: | N/A | Appraised Value / Per SF: | $43,500,000 / $163 | |
Additional Debt Type: | N/A | Appraisal Date: | 12/31/2024 | |
Escrows and Reserves(1) | Financial Information | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $105 | ||
Taxes: | $105,063 | $35,021 | N/A | Maturity Date Loan / SF: | $105 | |
Insurance: | $0 | Springing | N/A | Cut-off Date LTV: | 64.4% | |
Replacement Reserves: | $0 | $4,015 | N/A | Maturity Date LTV: | 64.4% | |
TI / LC: | $250,000 | $16,729 | $750,000 | UW NCF DSCR: | 1.56x | |
Rent Concession / Gap Rent Reserves(2): | $342,619 | $0 | N/A | UW NOI Debt Yield: | 11.7% | |
Existing TI / LC Reserve: | $3,346,275 | $0 | N/A | |||
Sources and Uses | ||||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | |||
Mortgage Loan | $28,000,000 | 93.2 | % | Loan Payoff | $25,465,225 | 84.8 | % | |
Borrower Sponsor Equity | 2,033,197 | 6.8 | Upfront Reserves | 4,043,957 | 13.5 | |||
Closing Costs | 524,015 | 1.7 | ||||||
Total Sources | $30,033,197 | 100.0 | % | Total Uses | $30,033,197 | 100.0 | % |
(1) | For a full description of Escrows and Reserves, please refer to "Escrows and Reserves" below. |
(2) | Includes the TableTop Tycoon and World Market Rent Reserve, the Bay State Physical Therapy Gap Rent Reserve and the Ledyard Financial Group Gap Rent Reserve. |
The Loan. The seventh largest mortgage loan (the "Shoppes at Bedford Mortgage Loan") is evidenced by a single promissory note in the original principal amount of $28,000,000 and is secured by the borrowers' fee interest in an anchored retail shopping center located in Bedford, New Hampshire (the "Shoppes at Bedford Property"). The Shoppes at Bedford Mortgage Loan was originated on February 3, 2025 by Zions Bancorporation, N.A. ("ZBNA") and the proceeds, along with approximately $2.0 million of equity contributed by the borrower sponsors, were used to refinance existing debt on the Shoppes at Bedford Property, fund upfront reserves and pay closing costs. The Shoppes at Bedford Mortgage Loan accrues interest at a fixed rate of 6.80000% per annum on an Actual/360 basis, has a 10-year term and is interest-only for the full term. The scheduled maturity date of the Shoppes at Bedford Mortgage Loan is February 6, 2035.
The Property. The Shoppes at Bedford Property is a five building, anchored retail shopping center totaling 267,661 square feet, situated along the South River Road (Route 3) retail corridor, between Park Drive and Main Street, in Bedford, New Hampshire. The Shoppes at Bedford Property is located along South River Road, a major commercial corridor bisecting
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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74 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
Bedford, which includes complimentary non-collateral retailers Hannaford, Trader Joes, HomeGoods, REI and Whole Foods Market. Combined traffic counts at the Shoppes at Bedford Property feature approximately 23,982 vehicles per day. Constructed in various phases in 1967, 1995, 2011 and 2012 and most recently renovated in 2023, the Shoppes at Bedford Property is situated on a 21.1-acre parcel and is anchored by national department store retail chains Kohl's, which operates its space pursuant to a ground lease, and Marshalls and is junior anchored by World Market, LLC ("World Market"), Homesense and Sierra Trading Post. Additional notable in-line tenants include Hand & Stone Massage & Facial Spa, Pure Barre and Pet Supplies 'PLUS', plus several dining options including Chipotle and Starbucks. Reporting in-line tenants have weighted average sales of $452 per square foot, representing a 10.0% weighted average occupancy cost as of year-end 2023. As of the Cut-off Date, tenants have been in occupancy at the Shoppes at Bedford Property for a weighted average of 10.1 years. The borrower sponsors completed approximately $1,320,744 in capital expenditures at the Shoppes at Bedford Property from 2021-2024, including capital roofing, walkway maintenance and repairs, parking lot repairs and electrical maintenance and repairs.
As of March 13, 2025, the Shoppes at Bedford Property is 98.1% leased to 19 tenants. No single tenant, besides Kohl's, which owns its own improvements and operates its space pursuant to a ground lease, represents more than 11.6% of the net rentable area or 11.9% of underwritten base rent. Per the zoning report, the Shoppes at Bedford Property contains 1,157 parking spaces, resulting in a parking ratio of approximately 4.3 spaces per 1,000 square feet of rentable area.
On November 3, 2024, Franchise Group, Inc. and its affiliates, which include Pet Supplies 'PLUS', commenced voluntary Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware. Notably, Pet Supplies 'PLUS' is open for business at the Shoppes at Bedford Property and is current with its rent obligations. As of year-end 2023, Pet Supplies 'PLUS' reported sales for its store at the Shoppes at Bedford Property of $4,818,700 (approximately $575 per square foot), with an occupancy cost of approximately 5.2% (calculated on underwritten base rent and reimbursements).
Major Tenants. The three largest tenants based on underwritten base rent are Kohl's, Homesense and World Market.
Kohl's (87,000 square feet; 32.5% of NRA, 13.8% of underwritten base rent, Moody's/S&P/Fitch: Ba3/BB-/BB-): Founded in 1988, Kohl's operates 1,175 Kohl's stores, including in-store Sephora shops, and employs 87,000 associates across the United States. In 2024, its national sales totaled approximately $15.4 billion. Kohl's, which operates its space pursuant to a ground lease, has been a tenant at the Shoppes at Bedford Property since 2011, with the current lease expiration date in January 2033, and has eight, 5-year extension options remaining, with no unilateral termination options. The base rent for the next renewal option, if exercised, would increase to $6.13 per square foot from February 2033 to January 2038. Notably, the appraisal concluded to a $7.50 per square foot market rent for the Kohl's anchor space at the Shoppes at Bedford Property (for a full description of the market and the appraisal's conclusions, please refer to "The Market" below).
Homesense (27,353 square feet; 10.2% of NRA, 11.9% of underwritten base rent, Moody's/S&P/Fitch: A2/A/NR): Homesense originally launched in Canada in 2001 and in the United States in 2017, is an off-price home furnishings retailer operating under the umbrella of TJX Companies. Homesense currently operates a total of 292 stores in the United States, Canada, and Europe, with the majority of the stores located in Canada. Homesense has been a tenant since August 2019 and the current lease expiration date is in September 2029 and has four, 5-year extension options remaining, with no unilateral termination options. The base rental rate for the next renewal option, if exercised, would increase to $16.25 per square foot from October 2029 to September 2034.
World Market (21,265 square feet; 7.9% of NRA, 9.7% of underwritten base rent): With more than 240 stores in the United States, World Market is a national specialty retailer offering a broad assortment of specialty/imported home furnishings, décor, apparel, and food and beverage products. World Market has been a tenant at the Shoppes at Bedford Property since June 2024, with its current lease expiration date in January 2035 and has three, 5-year extension options remaining, with no unilateral termination options. The base rental rate for the next renewal option, if exercised, would increase to $19.36 per square foot from February 2035 to January 2040.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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75 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
The following table presents certain information relating to the historical and current occupancy of the Shoppes at Bedford Property:
Historical and Current Occupancy | |||||
2020(1) | 2021(1) | 2022(1) | 2023(1) | 2024(1) | Current(2) |
86.1% | 85.5% | 88.0% | 81.8% | 91.6% | 98.1% |
(1) | Historical Occupancies are as of December 31 of each respective year. |
(2) | Based on the underwritten rent roll dated March 13, 2025. |
Appraisal. According to the appraisal, the "as-is" appraised value of the Shoppes at Bedford Property as of December 31, 2024 was $43,500,000. The table below shows the appraisal's "as-is" conclusions.
Appraisal Valuation Summary(1) |
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Property |
Appraised Value |
Capitalization Rate |
Shoppes at Bedford | $43,500,000 | 7.25% |
(1) | Source: Appraisal. |
Environmental. The Phase I environmental assessment at the Shoppes at Bedford Property dated January 16, 2025 did not identify any recognized environmental conditions.
The following table presents certain information relating to the largest tenants based on underwritten base rent at the Shoppes at Bedford Property:
Top Tenant Summary(1) | ||||||||||
Tenant |
Ratings Moody's/S&P/Fitch(2) |
Net Rentable Area (SF) |
% of Total NRA |
UW Base Rent PSF(3) | UW Base Rent(3) |
% of Total UW Base Rent(3) |
Sales PSF/Year(4) |
UW Occ. Costs(5) |
Lease Exp. Date |
|
Kohl's(6) | Ba3/BB-/BB- | 87,000 | 32.5 | % | $5.57 | $485,000 | 13.8% | NAV | NAV | 1/31/2033 |
Homesense | A2/A/NR | 27,353 | 10.2 | $15.25 | 417,133 | 11.9 | NAV | NAV | 9/30/2029 | |
World Market, LLC | NR/NR/NR | 21,265 | 7.9 | $16.00 | 340,240 | 9.7 | NAV | NAV | 1/31/2035 | |
Marshalls | A2/A/NR | 31,000 | 11.6 | $10.50 | 325,500 | 9.2 | $513 | 2.6% | 3/31/2026 | |
Sierra Trading Post | A2/A/NR | 18,341 | 6.9 | $15.25 | 279,700 | 7.9 | NAV | NAV | 9/30/2029 | |
Staples | B3/B-/NR | 18,000 | 6.7 | $15.00 | 270,000 | 7.7 | NAV | NAV | 4/30/2026 | |
Pet Supplies 'PLUS'(7) | NR/D/NR | 8,383 | 3.1 | $27.21 | 228,101 | 6.5 | $575 | 5.2% | 3/31/2027 | |
TableTop Tycoon(8) | NR/NR/NR | 17,624 | 6.6 | $12.50 | 220,300 | 6.3 | NAV | NAV | 7/1/2035 | |
Tucker's | NR/NR/NR | 6,718 | 2.5 | $20.10 | 135,000 | 3.8 | NAV | NAV | 8/31/2031 | |
Bay State Physical Therapy | NR/NR/NR | 4,500 | 1.7 | $28.00 | 126,000 | 3.6 | NAV | NAV | 5/1/2035 | |
Top 10 Tenants | 240,184 | 89.7 | % | $11.77 | $2,826,975 | 80.3% | ||||
Other Tenants | 22,517 | 8.4 | % | $30.73 | $692,007 | 19.7% | ||||
Occupied Collateral Total / Wtd. Avg. | 262,701 | 98.1 | % | $13.40 | $3,518,981 | 100.0% | ||||
Vacant Space | 4,960 | 1.9 | % | |||||||
Collateral Total | 267,661 | 100.0 | % | |||||||
(1) | Based on the underwritten rent roll dated March 13, 2025. |
(2) | In certain instances, ratings provided are those of the parent company of the entity shown, whether or not the parent company guarantees the lease. |
(3) | UW Base Rent, % of Total UW Base Rent and UW Base Rent PSF include contractual rent steps through March 1, 2026 for five tenants totaling $9,013. |
(4) | Sales PSF/Year are as of the trailing 12-month period ending December 31, 2023, as provided by the tenants to the borrowers. |
(5) | UW Occ. Costs are based on underwritten base rent and reimbursements and most recently reported sales. |
(6) | Kohl's occupies its space on a ground lease. |
(7) | On November 3, 2024, Franchise Group, Inc. and its affiliates, which include Pet Supplies 'PLUS', commenced voluntary Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware. Notably, Pet Supplies 'PLUS' is open for business at the Shoppes at Bedford Property and is current with its rent obligations. |
(8) |
TableTop Tycoon is expected to commence rent payments upon the date the tenant opens for business, which is estimated to be in or around July 2025. All applicable tenant improvements, leasing commissions and approximately nine and a half months of gap rent were escrowed upfront in connection with the origination of the Shoppes at Bedford Mortgage Loan. There can be no assurance that the tenant will open for business at the Shoppes at Bedford Property as expected or at all. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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76 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
The following table presents certain information relating to the tenant lease expirations at the Shoppes at Bedford Property:
Lease Rollover Schedule(1)(2) | ||||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring(3) | % of UW Base Rent Expiring(3) | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring(3) | Cumulative % of UW Base Rent Expiring(3) | |
Vacant | NAP | 4,960 | 1.9% | NAP | NAP | 4,960 | 1.9% | NAP | NAP | |
2025 & MTM | 0 | 0 | 0.0% | 0 | 0.0 | % | 4,960 | 1.9% | $0 | 0.0% |
2026 | 3 | 51,269 | 19.2% | 678,387 | 19.3 | % | 56,229 | 21.1% | $678,387 | 19.3% |
2027 | 3 | 11,975 | 4.5% | 365,578 | 10.4 | % | 68,204 | 25.5% | $1,043,965 | 29.7% |
2028 | 1 | 1,861 | 0.7% | 90,072 | 2.6 | % | 70,065 | 26.2% | $1,134,037 | 32.2% |
2029 | 4 | 49,841 | 18.6% | 821,443 | 23.3 | % | 119,906 | 44.8% | $1,955,480 | 55.6% |
2030 | 0 | 0 | 0.0% | 0 | 0.0 | % | 119,906 | 44.8% | $1,955,480 | 55.6% |
2031 | 1 | 6,718 | 2.5% | 135,000 | 3.8 | % | 126,624 | 47.3% | $2,090,480 | 59.4% |
2032 | 0 | 0 | 0.0% | 0 | 0.0 | % | 126,624 | 47.3% | $2,090,480 | 59.4% |
2033 | 2 | 93,185 | 34.8% | 565,405 | 16.1 | % | 219,809 | 82.1% | $2,655,885 | 75.5% |
2034 | 1 | 1,704 | 0.6% | 57,919 | 1.6 | % | 221,513 | 82.8% | $2,713,804 | 77.1% |
2035 & Beyond | 4 | 46,148 | 17.2% | 805,177 | 22.9 | % | 267,661 | 100.0% | $3,518,981 | 100.0% |
Total | 19 | 267,661 | 100.0% | $3,518,981 | 100.0 | % |
(1) | Based on the underwritten rent roll dated March 13, 2025. |
(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 rollover schedule. |
(3) | UW Base Rent Expiring, % of UW Base Rent Expiring, Cumulative UW Base Rent Expiring and Cumulative % of UW Base Rent Expiring include contractual rent steps through March 1, 2026 for five tenants totaling $9,013. |
The following table presents certain information relating to the operating history and underwritten cash flows of the Shoppes at Bedford Property:
Operating History and Underwritten Net Cash Flow | ||||||||
2022 | 2023 | 2024 | TTM 2/28/2025 | Underwritten | Per Square Foot | %(1) | ||
Base Rent(2) | $2,778,088 | $2,689,799 | $2,702,699 | $2,731,222 | $3,518,981 | $13.15 | 79.8 | % |
Grossed Up Vacant Space | 0 | 0 | 0 | 0 | 166,160 | 0.62 | 3.8 | |
Gross Potential Rent | $2,778,088 | $2,689,799 | $2,702,699 | $2,731,222 | $3,685,141 | $13.77 | 83.6 | % |
Other Income(3) | 775 | 33,290 | 5 | 0 | 0 | 0.00 | 0.0 | |
Total Reimbursements | 652,707 | 569,093 | 593,715 | 618,502 | 722,799 | 2.70 | 16.4 | |
Net Rental Income | $3,431,570 | $3,292,181 | $3,296,418 | $3,349,725 | $4,407,940 | $16.47 | 100.0 | % |
(Vacancy & Credit Loss)(4) | 0 | 0 | 0 | 0 | (220,397) | (0.82) | (5.0) | |
Effective Gross Income | $3,431,570 | $3,292,181 | $3,296,418 | $3,349,725 | $4,187,543 | $15.64 | 95.0 | % |
Total Expenses(5) | $954,928 | $945,354 | $865,282 | $893,125 | $924,114 | $3.45 | 22.1 | % |
Net Operating Income | $2,476,642 | $2,346,827 | $2,431,136 | $2,456,599 | $3,263,429 | $12.19 | 77.9 | % |
Capital Expenditures | 0 | 0 | 0 | 0 | 48,179 | 0.18 | 1.2 | |
TI / LC | 0 | 0 | 0 | 0 | 200,746 | 0.75 | 4.8 | |
Net Cash Flow | $2,476,642 | $2,346,827 | $2,431,136 | $2,456,599 | $3,014,504 | $11.26 | 72.0 | % |
(1) | % column represents percent of Net Rental Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields. |
(2) | Underwritten Base Rent includes contractual rent steps through March 1, 2026 for five tenants totaling $9,013. |
(3) | Historically, Other Income reflects immaterial late fees, insufficient funds fees and lease cancellation fees, which are non-recurring, one-time events. No Other Income was underwritten. |
(4) | The underwritten economic occupancy is 95.0%, based on Net Rental Income. The Shoppes at Bedford Property was 98.1% leased based on the March 13, 2025 rent roll. |
(5) | The management fee is underwritten to reflect 3.0% of Effective Gross Income and is subordinate to the Shoppes at Bedford Mortgage Loan. The Shoppes at Bedford Property is managed by a borrower sponsor affiliate. |
The Market. The Shoppes at Bedford Property is located between US-3 and Interstate 293 in Bedford, New Hampshire, approximately 3.7 miles southwest of the Manchester, New Hampshire central business district ("CBD"). Per a third-party
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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77 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
market research report, traffic counts total approximately 25,661 vehicles per day at the Shoppes at Bedford Property. Primary access to the area is provided by Interstate 293 and Beech Street, with approximate driving times to the Manchester CBD, Manchester-Boston Regional Airport and the Boston, Massachusetts metropolitan statistical area ("MSA") of 12, 9 and 53 minutes, respectively. According to the appraisal, the major employment sectors in the greater Manchester MSA include education, health services, trade, transportation, utilities, manufacturing and professional and business services.
According to the appraisal, the immediate area surrounding the Shoppes at Bedford Property includes a mix of retail and commercial uses. Demand generators include several large employers such as Kentico, Callogix and Coastal Forest Products. Complimentary non-collateral retailers Hannaford and HomeGoods are situated 0.3 miles due west of the Shoppes at Bedford Property, directly across South River Road/US-3, while non-collateral Whole Foods and Traders Joe's are located approximately 0.4 miles south.
According to a third-party market research report, within a one-, three- and five-mile radius of the Shoppes at Bedford Property, the 2024 average household income was approximately $96,711, $86,936 and $98,955, respectively; and within the same radii, the estimated population was 5,951, 79,472 and 144,458, respectively. According to a third-party market research report, the Shoppes at Bedford Property is situated within the Hillsborough retail submarket of the Manchester - NH retail market. As of March 10, 2025, the submarket reported total retail inventory of approximately 29.0 million square feet with a 2.7% vacancy rate and average asking rents of $19.09 per square foot. The submarket vacancy rate has decreased from 4.1% in 2015 and has averaged 3.2% from 2013-2024.
The following table presents certain information relating to the comparable anchor and junior anchor leases for the Shoppes at Bedford Property:
Comparable Anchor / Junior Anchor Rental Summary(1) | ||||||
Property Name/Location | Tenant | Suite Size (SF) | Rent PSF (NNN) | Escalations | Lease Start Date | Lease Term (Years) |
Shoppes at Bedford Bedford, NH (Subject) |
Kohl's(2) | 87,000(2) | $5.57(2) | Flat | Jul-2011(2) | 21.6(2) |
Willimantic Plaza Windham, CT |
Ollie's Bargain Outlet | 31,240 | $9.00 | Flat | Jun-2024 | 16.0 |
100 William Loeb Drive Manchester, NH |
PickUp USA Fitness | 25,188 | $8.45 | Flat | Jul-2024 | 10.0 |
Cloverleaf Mall Natick, MA |
Boot Barn | 18,210 | $10.50 | Flat | Dec-2023 | 10.0 |
Shoppes at Hooksett Landing Hooksett, NH |
Planet Fitness | 19,950 | $20.45 | Flat | Nov-2023 | NAV |
Save A Lot Plaza Manchester, CT |
Ollie's Bargain Outlet | 30,450 | $6.50 | Flat | Jul-2023 | 5.0 |
Post Road Shopping Center Marlborough, MA |
Ocean State Job Lot | 14,000 | $6.00 | Flat | Apr-2023 | 10.0 |
Sherwood Plaza Natick, MA |
MOM's Organic Market | 16,675 | $18.00 | Flat | Apr-2023 | 10.0 |
Post Road Shopping Center Marlborough, MA |
Harbor Freight Tools | 17,000 | $10.00 | Flat | Mar-2023 | 10.0 |
Lafayette Plaza Shopping Center Portsmouth, NH |
NamCo Pools and Spa | 23,000 | $12.00 | Flat | Nov-2022 | 7.0 |
(1) | Source: Appraisal. |
(2) | Based on the underwritten rent roll dated March 13, 2025. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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78 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
The following table presents certain information relating to the comparable in-line retail leases for the Shoppes at Bedford Property.
Comparable In-Line Retail Rental Summary(1) | |||||||
Property Name/Location | Year Built/Renovated | Size (SF) | Tenant | Suite Size (SF) | Rent PSF | Lease Start Date | Lease Term (Years) |
Shoppes at Bedford 79 South River Road Bedford, NH |
1967, 1995, 2011, 2012 / 2023 | 267,661(2) | Various(2) | 1,392 - 6,185(2) | $13.00 -$36.53(2) | Various(2) | Various(2) |
Eaglewood Shops 93 Turnpike Street North Andover, MA |
2005 | 47,170 | Confidential | 2,129 | $37.00 | Jan-2025 | 5.0 |
1274 Osgood Street 1274 Osgood Street North Andover, MA |
2021 | 28,014 | Confidential | 1,716 | $34.00 | Nov-2024 | NAV |
The Piazza on South Willow 50 South Willow Street Manchester, NH |
1999 | 11,000 | Confidential | 690 | $26.50 | Aug-2024 | 3.0 |
350 Amherst Street 350 Amherst Street Nashua, NH |
2025 | 17,400 | Evviva Trattoria | 6,000 | $38.00 | Nov-2024 | NAV |
Webster Square 266 Daniel Webster Highway Nashua, NH |
1990 | 165,889 | European Wax Center | 2,135 | $30.00 | Jan-2026 | 10.0 |
240 Loudon Road 240 Loudon Road Concord, NH |
2006 | 13,952 | Confidential | 2,700 | $33.00 | Nov-2023 | NAV |
TJ Maxx Plaza 14 March Avenue Manchester, NH |
1987 | 95,038 | Puppy Palace | 3,700 | $28.00 | Apr-2023 | NAV |
902 South Willow Street 902 South Willow Street Manchester, NH |
2002 | 8,056 | Confidential | 2,689 | $32.00 | Apr-2023 | 3.0 |
Market & Main 7 Market Street Bedford, NH |
2018 | 185,100 | REI | 22,000 | $22.00 | Oct-2022 | 10.0 |
(1) | Source: Appraisal. |
(2) | Based on the underwritten rent roll dated March 13, 2025. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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79 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
The following table presents certain information relating to the comparable pad site leases for the Shoppes at Bedford Property.
Comparable Pad Site Rental Summary(1) | |||||||
Property Name/Location | Year Built/Renovated | Size (SF) | Tenant | Suite Size (SF) | Rent PSF | Lease Start Date | Lease Term (Years) |
Shoppes at Bedford 79 South River Road Bedford, NH |
1967, 1995, 2011, 2012 / 2023 | 267,661(2) | Various(2) | 1,861 - 8,383(2) | $20.10 -$48.40(2) | Various(2) | Various(2) |
South Willow Shops 926-950 South Willow Street Manchester, NH |
1988 | 9,869 | The Greek Mediterranean Grill | 2,271 | $40.00 | Jan-2025 | 10.0 |
203 Lowell Street 203 Lowell Street Wilmington, MA |
2024 | 2,448 | Starbucks | 2,448 | $74.75 | Mar-2025 | 10.0 |
1A Newbury Street 1A Newbury Street Peabody, MA |
2024 | 2,400 | Starbucks | 2,400 | $83.33 | Oct-2024 | 10.0 |
Market & Main 7 Market Street Bedford, NH |
2018 | 185,100 | Sweetgreen | 2,423 | $43.25 | - | 10.0 |
66 Gilcreast Road 66 Gilcreast Road Londonderry, NH |
2024 | 3,200 | JPMorgan Chase | 3,200 | $70.31 | Aug-2024 | 15.0 |
782 South Willow Street 782 South Willow Street Manchester, NH |
2024 | 3,396 | Raising Cane's Chicken Fingers | 3,396 | $54.96 | Jun-2024 | 15.0 |
343-345 Broadway 349 Broadway Somerville, MA |
1993 | 12,500 | APDerm | 3,000 | $50.00 | Mar-2024 | 10.0 |
Ranger Plaza 151 Pelham Street Methuen, MA |
2011 | 44,400 | Confidential | 6,200 | $30.00 | Mar-2024 | 10.0 |
Market & Main 10 Main Street Bedford, NH |
2018 | 185,100 | Charles Schwab | 4,805 | $42.00 | Nov-2023 | 10.0 |
(1) | Source: Appraisal. |
(2) | Based on the underwritten rent roll dated March 13, 2025. |
The table below presents certain information relating to comparable sales pertaining to the Shoppes at Bedford Property identified by the appraisal:
Comparable Sales(1) | ||||
Property Name | Location | Rentable Area (SF) | Sale Date | Sale Price (PSF) |
North End Shops at Livingston Park | Manchester, NH | 51,048 | Nov-2024 | $229 |
Acton Plaza I & II | Acton, MA | 137,572 | Aug-2024 | $276 |
Colony Place | Plymouth, MA | 399,554 | Apr-2024 | $215 |
RK Bristol Place | Attleboro, MA | 415,404 | Sep-2023 | $170 |
Walpole Mall | Walpole, MA | 429,285 | Jul-2023 | $168 |
777 Willow Street Plaza | Manchester, NH | 74,935 | Jul-2022 | $184 |
The Crossings at Fox Run | Newington, NH | 509,749 | Apr-2022 | $204 |
(1) | Source: Appraisal. |
The following table presents certain information relating to the appraisal's market rent conclusion for the Shoppes at Bedford Property:
Market Rent Summary(1) | |||||
Anchor | Junior Anchor |
In-line |
Multi-Tenanted Pad Site | Pad Site | |
Market Rent (PSF) | $7.50 | $17.50 | $33.50 | $45.00 | $30.00 |
Lease Term (Years) | 20 | 20 | 5 | 10 | 10 |
Lease Type (Reimbursements) | NNN | NNN | NNN | NNN | NNN |
Tenant Improvements (New) | $5.00 per SF | $10.00 per SF | $15.00 per SF | $20.00 per SF | $15.00 per SF |
Tenant Improvements (Renewal) | $2.50 per SF | $2.50 per SF | $0.00 per SF | $5.00 per SF | $5.00 per SF |
Free Rent (New / Renewal) | 12 / 3 months | 12 / 3 months | 3 / 0 months | 6 / 2 months | 6 / 2 months |
(1) | Source: Appraisal. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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80 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
The Borrowers. The borrowers for the Shoppes at Bedford Mortgage Loan are tenants-in-common, Shoppes at Bedford 15 A, LLC and Shoppes at Bedford 15 B, LLC, each, a Delaware limited liability company, and a bankruptcy remote single purpose entity with one independent director. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the Shoppes at Bedford Mortgage Loan.
The Borrower Sponsors. The non-recourse carveout guarantors are Alan C. Fox and The Alan C. Fox Revocable Trust (2007 Restatement) U/A/D 11/15/2007. Mr. Fox has more than 50 years of real estate experience and is the founder and president of ACF Property Management, Inc. ("ACF"), a real estate management company. Founded in 1968, ACF currently manages more than 4.2 million square feet of retail space in 12 states across more than 39 neighborhood shopping centers with a more significant concentration in the Denver, Phoenix, Dallas, and Kansas City retail markets.
Alan C. Fox has been involved in several lawsuits alleging misrepresentation of acquisition costs pertaining to real estate investments, tort and investment valuation disputes. See "Description of the Mortgage Pool-Litigation and Other Legal Considerations" in the Preliminary Prospectus. Additionally, Mr. Fox has been involved in loan foreclosures, unrelated to the Shoppes at Bedford Property. See "Description of the Mortgage Pool-Default History, Bankruptcy Issues and Other Proceedings" in the Preliminary Prospectus.
Property Management. The Shoppes at Bedford Property is managed by ACF Property Management, Inc., an affiliate of one of the non-recourse carveout guarantors, Alan C. Fox (see "The Borrower Sponsors" above).
Escrows and Reserves. As of the date of origination of the Shoppes at Bedford Mortgage Loan, the borrowers were required to deposit (i) $105,063 in a real estate tax reserve account, (ii) $250,000 in a general leasing reserve, (iii) $3,346,275 in an existing TI/LC reserve for tenants Bay State Physical Therapy, Playa Bowls, Key Nails, Bohemian Boutique, World Market, TableTop Tycoon and Ledyard Financial Group and (iv) $220,300 in an existing gap and free rent reserve for tenants TableTop Tycoon and World Market, (v) $63,000 in an existing gap rent reserve for Bay State Physical Therapy and (vi) $59,319 in an existing gap rent reserve for Ledyard Financial Group. Certain reserves may have been drawn upon between the origination date and the Cut-off Date.
Tax Reserve - The borrowers are required to deposit into a real estate tax reserve, on a monthly basis, an amount equal to 1/12th of the real estate taxes that the lender estimates will be payable during the next 12 months (initially approximately $35,021).
Insurance Reserve - The Shoppes at Bedford Mortgage Loan documents do not require ongoing monthly insurance reserve deposits as long as (i) no event of default is continuing; (ii) the Shoppes at Bedford Property is covered under a blanket or umbrella policy reasonably acceptable to the lender; (iii) the borrowers provide the lender with evidence of renewal of such policies; and (iv) the borrowers provide the lender with paid receipts for payment of the insurance premiums by no later than ten business days prior to the policy expiration dates. As of the Cut-off Date, an acceptable blanket insurance policy was in place covering the Shoppes at Bedford Property.
Replacement Reserve - The Shoppes at Bedford Mortgage Loan documents require ongoing monthly replacement reserve deposits of $4,015, which the lender may require the borrowers to increase (not more than once per year) upon 30 days' notice to the borrowers if the lender reasonably determines such increase is necessary to maintain the proper operation of the Shoppes at Bedford Property.
Leasing Reserve - The Shoppes at Bedford Mortgage Loan documents require ongoing monthly general tenant improvements and leasing commissions reserves of $16,729. Deposits into the leasing reserve (exclusive of any pending disbursements therefrom) will be capped at $750,000 as long as no Cash Trap Event Period (as defined below) or event of default is continuing. During the continuance of a Cash Trap Event Period or event of default, no cap will apply on the leasing reserve.
Lockbox / Cash Management. The Shoppes at Bedford Mortgage Loan is structured with a hard lockbox and springing cash management. The borrowers are required to cause all rents of the Shoppes at Bedford Property to be transmitted directly by the tenants into a lockbox account. During the continuance of a Cash Trap Event Period, all funds in the deposit account are required to be swept periodically to a lender-controlled cash management account. If the borrowers or property manager receive any rents or income directly, each is required to deposit such amounts into the deposit account within one
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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81 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
business day of receipt. So long as a Cash Trap Event Period is in effect, all excess funds will be swept to an excess cash flow subaccount controlled by the lender and held for so long as such a Cash Trap Event Period is continuing, provided, however, that during a Cash Trap Event Period caused solely by a Kohl's Rating Downgrade Event (as defined below), and provided that no other Cash Trap Event Period subsequently commences or is continuing, such sweep will be subject to a cap of $1,250,000 (such funds being swept into a lease sweep leasing reserve account), with all excess over $1,250,000 being disbursed back to the borrowers.
A "Cash Trap Event Period" will commence upon the earlier of the following:
(i) | the occurrence of an event of default; |
(ii) | the net cash flow debt service coverage ratio ("NCF DSCR") falling below 1.20x (tested quarterly); |
(iii) | the net cash flow debt yield ("NCF Debt Yield") falling below 8.75% (tested quarterly); or |
(iv) | a Lease Sweep Period (as defined below), provided, however, if the borrowers have delivered cash and cash equivalents or a letter of credit in an amount equal to (A) $1,000,000 with respect to the Kohl's lease, (B) $300,000 with respect to the Marshalls lease or (C) $200,000 with respect to the Staples lease, no Lease Sweep Period will be deemed to have occurred. |
A Cash Trap Event Period will end upon the occurrence of the following:
● | with regard to clause (i), the cure of such event of default and the lender's acceptance of such cure; |
● | with regard to clause (ii), the NCF DSCR being equal to or greater than 1.25x for two consecutive calendar quarters; |
● | with regard to clause (iii), the NCF Debt Yield being equal to or greater than 9.00% for two consecutive calendar quarters; or |
● | with regard to clause (iv), a Lease Sweep Period Cure (as defined below). |
A "Lease Sweep Period" will commence upon any of the following with respect to Kohl's, Marshalls or Staples, as well as their respective successors and assigns, and any replacement tenant for all or a portion of such tenant's space (individually or collectively, as applicable, "Lease Sweep Tenant"):
(i) | the earliest to occur of a Lease Sweep Tenant (A) failing to give notice of its exercise of a renewal option when required or (B) giving notice of its intention not to renew or extend its lease; |
(ii) | (A) a Lease Sweep Tenant surrendering, cancelling, terminating any material portion of its lease prior to its then current expiration date or (B) the borrowers or property manager receiving written notice from any Lease Sweep Tenant of its intent to surrender, cancel or terminate any material portion of its applicable lease prior to its then current expiration date; |
(iii) | a Lease Sweep Tenant discontinuing its business (i.e. "going dark"), vacating or ceasing occupancy in any material portion of its space at the Shoppes at Bedford Property or giving written notice that it intends to do any of the foregoing; |
(iv) | upon a monetary default under a Lease Sweep Tenant's lease by the Lease Sweep Tenant that continues beyond any applicable notice and cure period; |
(v) | the occurrence of a Lease Sweep Tenant Party Insolvency Proceeding (as defined below); or |
(vi) | the date Kohl's (or Kohl's direct or indirect parent company) has its senior unsecured credit rating withdrawn or downgraded below "B+" by S&P or its equivalent by any other rating agency ("Kohl's Rating Downgrade Event"). |
A "Lease Sweep Period Cure" will occur upon:
● | solely with regards to clause (i) through (vi) above, an Acceptable Lease Sweep Lease Event (as defined below) having occurred; | |
· | solely with regards to clause (ii)(B) above, such Lease Sweep Tenant having irrevocably revoked in writing such notice of surrender, cancellation or termination; | |
· | solely with regards to clause (iii) above, such Lease Sweep Tenant having re-commenced operations at its space during normal business hours, in accordance with the terms of its lease, for a period of six consecutive months following such cure; |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 7 - Shoppes at Bedford |
● | solely with regards to clause (iv) above, the subject default having been cured and no other default under the related lease having occurred for a period of six consecutive months following such cure; |
· | solely with regards to clause (v) above, the applicable Lease Sweep Tenant Party Insolvency Proceeding having terminated for a period of at least two consecutive calendar quarters and such Lease Sweep Tenant's lease having been affirmed, assumed or assigned in a manner reasonably satisfactory to the lender; or |
● | solely with regards to clause (vi) above, (x) the date on which the senior unsecured credit rating of Kohl's (or Kohl's direct or indirect parent company), as the case may be, having been restored to at least "B+" or higher by S&P or its equivalent by each other rating agency that had withdrawn or downgraded its rating below such equivalent rating, as applicable, and such rating having been maintained for a period of at least two consecutive calendar quarters thereafter or (y) the date on which $1,250,000 will have accumulated in the lease sweep reserve account solely as a result of the continuance of such Lease Sweep Period. |
An "Acceptable Lease Sweep Lease Event" will occur upon the lender receiving satisfactory evidence in the form of an officer's certificate confirming (including, without limitation, a satisfactory tenant estoppel at the lender's option) that (i) all of the applicable Lease Sweep Tenant space at the Shoppes at Bedford Property has been leased to one or more satisfactory replacement tenants, each pursuant to a satisfactory qualified replacement lease; (ii) the applicable tenant(s) have accepted possession of the premises demised under such qualified lease(s), (iii) the applicable tenant(s) are in occupancy of all of the space demised under such qualified lease(s) and are open for business and paying regularly scheduled payments of base rent in accordance with the qualified lease(s) without right of abatement, offset or credit and any free rent periods, if any, have expired, (iv) the applicable tenant(s) (or its corporate parent(s)) is/are not the subject of any insolvency proceeding or similar action, (v) the tenant improvements described in such qualified lease(s) have been constructed in accordance with the plans and specifications therefor and have been accepted by the applicable tenant(s), (vi) all construction costs and/or allowances required to be paid by the borrowers as landlord under such qualified lease(s), have been paid in full or reserved for in reserve funds held by the lender pursuant to the Shoppes at Bedford Mortgage Loan documents, (vii) all contingencies under all such qualified lease(s) to the effectiveness of such qualified lease(s) have been satisfied, and (viii) all leasing commissions payable in connection with any such qualified lease(s) have been paid in full and all tenant improvement obligations, or allowances, concessions or rebates or other landlord obligations of an inducement nature have been completed and paid in full.
A "Lease Sweep Tenant Party Insolvency Proceeding" will mean (A) the admission in writing by any Lease Sweep Tenant (or its direct or indirect parent company (if any) or the lease guarantor, collectively a "Lease Sweep Tenant Party") of its inability to pay its debts generally, or the making of a general assignment for the benefit of creditors, or the instituting by any Lease Sweep Tenant Party of any proceeding seeking to adjudicate it insolvent or seeking a liquidation or dissolution, or the taking advantage by any Lease Sweep Tenant Party of any insolvency law, or the commencement by any Lease Sweep Tenant Party of a case or other proceeding naming it as debtor under any insolvency law or the instituting of a case or other proceeding against or with respect to any Lease Sweep Tenant Party under any insolvency law or (B) the instituting of any proceeding against or with respect to any Lease Sweep Tenant Party seeking liquidation of its assets or the appointment of (or if any Lease Sweep Tenant Party consents to or acquiesce in the appointment of) a receiver, liquidator, conservator, trustee or similar official in respect of it or the whole or any substantial part of its properties or assets or the taking of any corporate, partnership or limited liability company action in furtherance of any of the foregoing.
Subordinate and Mezzanine Debt. None.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. Not permitted.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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83 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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84 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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85 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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86 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | LMF | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance: | $20,000,000 | Title: | Fee | |
Cut-off Date Principal Balance: | $20,000,000 | Property Type - Subtype: | Retail - Anchored | |
% of IPB: | 3.1% | Net Rentable Area (SF): | 148,805 | |
Loan Purpose: | Refinance | Location: | Corona, CA | |
Borrowers: | GKT Corona Hills LW, L.L.C. and GKT Corona Hills TMI, L.L.C. | Year Built / Renovated: | 1993 / NAP | |
Borrower Sponsor: | E. Stanley Kroenke | Occupancy: | 95.0% | |
Interest Rate: | 6.17000% | Occupancy Date: | 10/17/2024 | |
Note Date: | 2/14/2025 | 4th Most Recent NOI (As of): | NAV | |
Maturity Date: | 3/6/2035 | 3rd Most Recent NOI (As of): | $1,766,566 (12/31/2022) | |
Interest-only Period: | 120 months | 2nd Most Recent NOI (As of): | $2,427,695 (12/31/2023) | |
Original Term: | 120 months | Most Recent NOI (As of): | $2,213,769 (TTM 9/30/2024) | |
Original Amortization Term: | None | UW Economic Occupancy: | 95.0% | |
Amortization Type: | Interest Only | UW Revenues: | $3,524,900 | |
Call Protection: | L(23),YM1(93),O(4) | UW Expenses: | $1,111,847 | |
Lockbox / Cash Management: | Springing | UW NOI: | $2,413,053 | |
Additional Debt: | No | UW NCF: | $2,316,330 | |
Additional Debt Balance: | N/A | Appraised Value / Per SF: | $43,500,000 / $292 | |
Additional Debt Type: | N/A | Appraisal Date: | 11/1/2024 | |
Escrows and Reserves(1) | Financial Information | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $134 | ||
Taxes: | $0 | Springing | N/A | Maturity Date Loan / SF: | $134 | |
Insurance: | $0 | Springing | N/A | Cut-off Date LTV: | 46.0% | |
Replacement Reserve: | $0 | Springing | N/A | Maturity Date LTV: | 46.0% | |
TI / LC Reserve: | $0 | Springing | $372,013 | UW NCF DSCR: | 1.85x | |
UW NOI Debt Yield: | 12.1% | |||||
Sources and Uses | |||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | ||
Mortgage Loan | $20,000,000 | 86.8% | Loan Payoff | $22,808,934 | 99.0 | % | |
Sponsor Equity | 3,029,835 | 13.2 | Closing Costs | 220,901 | 1.0 | ||
Total Sources | $23,029,835 | 100.0% | Total Uses | $23,029,835 | 100.0 | % |
(1) | For a full description of Escrows and Reserves, see "Escrows and Reserves" below. |
The Loan. The eighth largest mortgage loan (the "Corona Hills Marketplace Mortgage Loan") is evidenced by a single promissory note in the original principal amount of $20,000,000 and is secured by the borrower's fee interest in an anchored retail shopping center located in Corona, California (the "Corona Hills Marketplace Property"). The Corona Hills Marketplace Mortgage Loan was originated on February 14, 2025 by LMF Commercial, LLC ("LMF") and proceeds, along with approximately $3.0 million of equity contributed by the borrower sponsor, were used to pay off existing debt of approximately $22,808,934 and pay closing costs. The Corona Hills Marketplace Mortgage Loan accrues interest at a fixed rate of 6.17000% per annum on an Actual/360 basis, has a 10-year original term and is interest-only for the full term. The scheduled maturity date of the Corona Hills Marketplace Mortgage Loan is March 6, 2035.
The Property. The Corona Hills Marketplace Property is a 148,805 square foot grocery-anchored retail center located in Corona, California. The Corona Hills Marketplace Property was originally constructed in 1993 and is anchored by Vons Companies, Inc. and junior anchored by PetSmart, Inc. and Howard's Appliances, Inc. Other prominent tenants include AutoZone Development Corporation and Sally Beauty Supply, LLC. In addition to the collateral tenants, the Corona Hills Marketplace Property is shadow anchored by Walmart Supercenter. The Corona Hills Marketplace Property is improved with three retail buildings; one standalone AutoZone Development Corporation building, one building consisting of Vons Companies, Inc. with five other retail spaces, and one building consisting of PetSmart, Inc. and Howard's Appliances, Inc. with 9 other retail spaces, all located on a 12.28 acre site.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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87 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
As of October 17, 2024, the Corona Hills Marketplace Property was 95.0% occupied by 16 tenants, including a cell tower tenant and a parking tenant. No single tenant represents more than 25.5% of underwritten base rent and no single tenant (other than Vons Companies, Inc., which represents 37.4% of the net rentable area) represents more than 16.5% of the net rentable area. The Corona Hills Marketplace Property contains 705 parking spaces yielding a parking ratio of approximately 4.74 spaces per 1,000 square feet of net rentable area.
Major Tenants. The three largest tenants based on underwritten base rent are Vons Companies, Inc. ("Vons"), PetSmart, Inc. ("PetSmart") and Huan Keng Pan & Li Hua Zhang, d/b/a Flaming Grill & Buffet ("Flaming Grill & Buffet").
Vons Companies, Inc. (55,650 square feet; 37.4% of NRA; 25.5% of underwritten base rent, Moody's/S&P/Fitch: Ba2/BB+/NR). Vons operates as a banner of Albertsons Companies (Ba2/BB+/NR), one of the largest food and drug retailers in the nation with over 2,200 stores in 34 states and the District of Columbia. Vons has operated at the Corona Hills Marketplace Property since 1992 and has a lease expiring in December 2028, with two, five-year lease renewal options remaining. Vons' current base rent is $11.79 per square foot on a NNN basis and will remain the same until the end of the current term. Additionally, Vons pays its pro rata share of real estate taxes, insurance, and common area maintenance expenses. Vons also pays 1.5% of gross sales as percentage rent if 1.5% of gross sales is greater than annual fixed rent and tenant's share of property taxes. Vons has an exclusive right to sell meats and meat products, fish, poultry, fruits, vegetables and delicatessen products at the Corona Hills Marketplace Property. Additionally, Vons has a go-dark option in its lease; provided, (i) if Vons ceases to operate a supermarket for 9 consecutive months, the borrower has the right to terminate the Vons lease and (ii) if less than 30,000 square feet of the premises is used for a supermarket, the borrower has the right to issue a termination notice that will become effective unless Vons recommits to using at least 30,000 square feet of the premises as a supermarket within 180 days. Vons reported sales of $28.6 million ($515 per square foot) in 2022.
PetSmart, Inc. (24,515 square feet; 16.5% of NRA; 10.3% of underwritten base rent, Moody's/S&P/Fitch: B2/B+/NR). PetSmart provides a broad range of pet food and products, and offers pet services including training, pet grooming, boarding, PetSmart Doggie Day Camp and in-store pet adoptions. PetSmart operates more than 1,680 pet stores in the United States, Canada and Puerto Rico as well as more than 200 in-store PetsHotel dog and cat boarding facilities. PetSmart has operated at the Corona Hills Marketplace Property since 1994 and has a lease expiring in February 2029, with one, five-year lease renewal option remaining. PetSmart's current base rent is $10.81 per square foot on a NNN basis and will remain the same until the end of the current term. In addition, PetSmart pays its pro rata share of real estate taxes, insurance, and common area maintenance expenses. Per a February 2003 lease amendment, PetSmart has an ongoing early termination right if gross sales for any consecutive 12-month period are less than 90% of gross sales from the preceding 12-month period. PetSmart pays 1.4% of gross sales over the break point (amount by which the percentage of gross sales for the previous fiscal year exceeds the sum of rent and additional rent) as percentage rent. PetSmart has an exclusive right to sell pets, pet grooming, veterinary and other pet services, pet food, pet accessories and other pet products at the Corona Hills Marketplace Property. Additionally, PetSmart has a go-dark option in its lease; provided, if PetSmart ceases to open for business for (i) 120 consecutive days or (ii) 60 consecutive days and removes substantially all of its inventory, the borrower has the right to issue a termination notice to PetSmart that will become effective no sooner than 30 days from the date of such notice unless PetSmart, within such 30-day period, provides written notice of its intent to resume business within 120 days (in which case the lease will not terminate unless PetSmart fails to resume operations within such 120-day period). PetSmart reported sales of $9.6 million ($391 per square foot) in 2023.
Flaming Grill & Buffet (9,000 square feet; 6.0% of NRA; 10.0% of underwritten base rent, Moody's/S&P/Fitch: NR/NR/NR). Flaming Grill & Buffet is a family-oriented buffet style restaurant, offering many kid-friendly food items. Flaming Grill & Buffet has operated at the Corona Hills Marketplace Property since 2022 and has a lease expiring in January 2032, with two, five-year lease renewal options remaining. Flaming Grill & Buffet's current base rent is $27.81 per square foot on a NNN basis and will increase by 3.0% on an annual basis. In addition, Flaming Grill & Buffet pays its pro rata share of real estate taxes, insurance, and common area maintenance expenses. Flaming Grill & Buffet is also required to pay 6.0% of gross sales over a natural break point as percentage rent and report monthly sales within 30 days after the close of each calendar month and annually within 45 days after the close of each lease year. Flaming Grill & Buffet does not have a go-dark option in its lease.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
The following table presents certain information relating to the historical and current occupancy at the Corona Hills Marketplace Property:
Historical and Current Occupancy(1) | ||
2022 | 2023 | Current(2) |
90.0% | 97.0% | 95.0% |
(1) | Historical occupancies are as of December 31 of each respective year. |
(2) | Current occupancy is based on the underwritten rent roll dated October 17, 2024. |
Appraisal. According to the appraisal, the Corona Hills Marketplace Property had an "as-is" appraised value of $43,500,000 as of November 1, 2024. The table below shows the appraisal's "as-is" conclusions.
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate |
Income Capitalization Approach | $43,500,000 | 6.00% |
(1) | Source: Appraisal. |
Environmental. According to the Phase I environmental assessment dated November 6, 2024, there was no evidence of any recognized environmental conditions at the Corona Hills Marketplace Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
The following table presents certain information relating to the major tenants by net rentable area (of which, certain tenants may have co-tenancy provisions) at the Corona Hills Marketplace Property:
Top Tenant Summary(1) | |||||||||||
Tenant |
Ratings Moody's/S&P/Fitch(2) |
Net Rentable Area (SF) |
% of Total NRA |
UW Base Rent PSF | UW Base Rent |
% of Total UW Base Rent |
Sales PSF | Occ. Costs |
Lease Expiration Date |
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Vons(3)(4)(5) | Ba2/ BB+/NR | 55,650 | 37.4% | $11.79 | $656,360(6) | 25.5 | % | $515(7) | 3.4% | (7) | 12/31/2028 |
PetSmart(8)(9)(10)(11) | B2/B+/NR | 24,515 | 16.5 | $10.81 | 265,007(12) | 10.3 | $391(13) | 4.7% | (13) | 2/28/2029 | |
Howard's Appliances, Inc.(14)(15) | NR/NR/NR | 15,120 | 10.2 | $16.23 | 245,322 | 9.5 | $217(16) | 11.0% | (16) | 5/31/2029 | |
Flaming Grill & Buffet(17)(18) | NR/NR/NR | 9,000 | 6.0 | $28.64 | 257,760 | 10.0 | NAV | NAV | 1/31/2032 | ||
Corona Hills Phenix Salon, LLC(19)(20) | NR/NR/NR | 6,800 | 4.6 | $28.22 | 191,923 | 7.4 | NAV | NAV | 12/31/2028 | ||
Ghassen Hazmi, d/b/a Crown Boardshop | NR/NR/NR | 4,500 | 3.0 | $22.51 | 101,296 | 3.9 | NAV | NAV | MTM | ||
Moore's Sewing & Vacuum | NR/NR/NR | 4,000 | 2.7 | $26.30 | 105,200 | 4.1 | $394(21) | 8.8% | (21) | 1/31/2027 | |
Sally Beauty Supply, LLC(22) | NR/NR/NR | 2,000 | 1.3 | $29.00 | 58,000 | 2.2 | NAV | NAV | 9/30/2026 | ||
Corona Waba Grill, Inc.(23) | NR/NR/NR | 2,000 | 1.3 | $36.01 | 72,024 | 2.8 | NAV | NAV | 5/31/2025 | ||
Gen Group, LLC, Great Cuts Hair Care | NR/NR/NR | 1,950 | 1.3 | $32.58 | 63,531 | 2.5 | $109(24) | 33.4% | (24) | 5/31/2029 | |
Top Ten Tenants | 125,535 | 84.4% | $16.06 | $2,016,423 | 78.2 | % | |||||
Non Top Ten Tenants | 15,770 | 10.6 | $35.60 | 561,391 | 21.8 | ||||||
Occupied Collateral Total / Wtd. Avg. | 141,305 | 95.0% | $18.24 | $2,577,814 | 100.0 | % | |||||
Vacant Space | 7,500 | 5.0 | |||||||||
Collateral Total | 148,805 | 100.0% | |||||||||
(1) | Based on the underwritten rent roll dated October 17, 2024 including rent steps totaling $19,381 through October 2025. |
(2) | Ratings provided are for the parent company of the entity listed in the "Tenant" field whether or not the parent company guarantees the lease. |
(3) | Vons has two, five-year lease renewal options remaining. |
(4) | Vons has an exclusive right to sell meats and meat products, fish, poultry, fruits, vegetables and delicatessen products at the Corona Hills Marketplace Property. |
(5) | Vons has a go-dark provision in its lease. |
(6) | Vons is required to pay 1.5% of gross sales as percentage rent if 1.5% of gross sales is greater than the annual fixed rent and tenant's share of property taxes. |
(7) | Vons Sales PSF and Occ. Costs represent fiscal year 2022. |
(8) | PetSmart has one, five-year lease renewal option remaining. |
(9) | PetSmart has an ongoing early termination right if gross sales for any consecutive 12-month period are less than 90% of gross sales from the preceding 12-month period. |
(10) | PetSmart has an exclusive right to sell pets, pet grooming, veterinary and other pet services, pet food, pet accessories and other pet products at the Corona Hills Marketplace Property. |
(11) | PetSmart has a go-dark provision in its lease. |
(12) | PetSmart pays percentage rent equal to 1.4% of gross sales over the breakpoint. |
(13) | PetSmart's Sales PSF and Occ. Costs represent fiscal year 2023. |
(14) | Howard's Appliances, Inc. has two, five-year lease renewal options remaining. |
(15) | Howard's Appliances, Inc. has the exclusive right to sell major appliances, TV's and related electronic audio and video equipment, mattresses and other accessories at the Corona Hills Marketplace Property. |
(16) | Howard's Appliances, Inc. Sales PSF and Occ. Costs represent fiscal year 2023. |
(17) | Flaming Grill & Buffet has two five-year lease renewal options remaining. |
(18) | Flaming Grill & Buffet is required to pay 6.0% of gross sales over natural break point as percentage rent and further report monthly sales within 30 days after the close of each calendar month and annually within 45 days after the close of each lease year. |
(19) | Corona Hills Phenix Salon, LLC has two, five-year lease renewal options remaining. |
(20) | Corona Hills Phenix Salon, LLC has the exclusive right to operate the salon suite concept at the Corona Hills Marketplace Property. |
(21) | Moore's Sewing & Vacuum's Sales PSF and Occ. Costs represent fiscal year 2023. |
(22) | Sally Beauty Supply, LLC's lease provides that a co-tenancy violation will occur if Vons or a national or regional replacement tenant is closed for a continuous period of 90 days, excluding closures as a result of force majeure, a casualty, condemnation, renovations, alterations or repairs (such renovations, alterations or repairs not to exceed 30 days). In the event that Sally Beauty Supply, LLC was open and operating for business during a co-tenancy violation and not in default under any of the terms or conditions of its lease, then Sally Beauty Supply, LLC has the right to send a 90 day written notice and exercise its right to pay substitute rent (as defined in its lease) to the landlord. |
(23) | Corona Waba Grill, Inc. has two, five-year lease renewal options remaining. |
(24) | Gen Group, LLC, Great Cuts Hair Care's Sales PSF and Occ. Costs represent fiscal year 2022. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
The following table presents certain information relating to the lease rollover schedule at the Corona Hills Marketplace Property:
Lease Rollover Schedule(1)(2) | |||||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring | ||
Vacant | NAP | 7,500 | 5.0 | % | NAP | NAP | 7,500 | 5.0% | NAP | NAP | |
2025 & MTM | 3 | 7,940 | 5.3 | $216,434 | 8.4% | 15,440 | 10.4% | $216,434 | 8.4 | % | |
2026 | 1 | 2,000 | 1.3 | 58,000 | 2.2 | 17,440 | 11.7% | $274,434 | 10.6 | % | |
2027 | 2 | 5,500 | 3.7 | 177,064 | 6.9 | 22,940 | 15.4% | $451,498 | 17.5 | % | |
2028 | 4 | 67,490 | 45.4 | 1,053,879 | 40.9 | 90,430 | 60.8% | $1,505,377 | 58.4 | % | |
2029 | 5 | 49,375 | 33.2 | 814,676 | 31.6 | 139,805 | 94.0% | $2,320,054 | 90.0 | % | |
2030 | 0 | 0 | 0.0 | 0 | 0.0 | 139,805 | 94.0% | $2,320,054 | 90.0 | % | |
2031 | 0 | 0 | 0.0 | 0 | 0.0 | 139,805 | 94.0% | $2,320,054 | 90.0 | % | |
2032 | 1 | 9,000 | 6.0 | 257,760 | 10.0 | 148,805 | 100.0% | $2,577,814 | 100.0 | % | |
2033 | 0 | 0 | 0.0 | 0 | 0.0 | 148,805 | 100.0% | $2,577,814 | 100.0 | % | |
2034 | 0 | 0 | 0.0 | 0 | 0.0 | 148,805 | 100.0% | $2,577,814 | 100.0 | % | |
2035 | 0 | 0 | 0.0 | 0 | 0.0 | 148,805 | 100.0% | $2,577,814 | 100.0 | % | |
2036 & Beyond | 0 | 0 | 0.0 | 0 | 0.0 | 148,805 | 100.0% | $2,577,814 | 100.0 | % | |
Total | 16 | 148,805 | 100.0 | % | $2,577,814 | 100.0% |
(1) | Based on the underwritten rent roll dated October 17, 2024 including rent steps totaling $19,381 through October 2025. |
(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 Rollover Schedule. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
The following table presents certain information relating to the operating history and underwritten cash flows at the Corona Hills Marketplace Property:
Operating History and Underwritten Net Cash Flow | ||||||
2022 | 2023 | TTM(1) | Underwritten | Per Square Foot | %(2) | |
Rents In Place | $2,165,864 | $2,518,103 | $2,444,843 | $2,558,433 | $17.19 | 69.7% |
Vacancy Gross Up | 0 | 0 | 0 | 117,000 | 0.79 | 3.2 |
Rent Steps(3) | 0 | 0 | 0 | 19,381 | 0.13 | 0.5 |
Reimbursements | 567,347 | 829,842 | 774,510 | 973,902 | 6.54 | 26.5 |
Net Rental Income | $2,733,211 | $3,347,945 | $3,219,353 | $3,668,716 | $24.65 | 100.0% |
(Vacancy/Credit Loss) | 0 | 0 | 0 | (183,436) | (1.23) | (5.0) |
Other Income(4) | 436 | 3,172 | 102 | 39,620 | 0.27 | 1.1 |
Effective Gross Income | $2,733,647 | $3,351,117 | $3,219,455 | $3,524,900 | $23.69 | 96.1% |
Real Estate Taxes | 386,735 | 411,410 | 411,510 | 418,816 | 2.81 | 11.9 |
Insurance | 52,009 | 55,108 | 60,598 | 62,758 | 0.42 | 1.8 |
Other Expenses | 528,337 | 456,904 | 533,578 | 630,274 | 4.24 | 17.9 |
Total Expenses | $967,081 | $923,422 | $1,005,686 | $1,111,847 | $7.47 | 31.5% |
Net Operating Income | $1,766,566 | $2,427,695 | $2,213,769 | $2,413,053 | $16.22 | 68.5% |
Total TI/LC(5) | 0 | 0 | 0 | 74,403 | 0.50 | 2.1 |
Capex/RR | 0 | 0 | 0 | 22,321 | 0.15 | 0.6 |
Net Cash Flow | $1,766,566 | $2,427,695 | $2,213,769 | $2,316,330 | $15.57 | 65.7% |
(1) | TTM represents the trailing 12-month period ending September 30, 2024. |
(2) | % column represents percentage of Net Rental Income for all revenue lines and represents percentage of Effective Gross Income for the remaining fields. |
(3) | Underwritten Rent Steps totaling $19,381 through October 2025. |
(4) | Other Income includes cell tower income of approximately $30,000 annually and parking income of approximately $9,500 annually. |
(5) | Tenant improvements and leasing commissions are underwritten based on $0.25 per square foot each, respectively. |
The Market. The Corona Hills Marketplace Property is located in Corona, California. The Corona Hills Marketplace Property is situated approximately 51 miles southeast of Downtown Los Angeles, California and approximately 12 miles southwest of Riverside, California. According to the appraisal, the Corona Hills Marketplace Property is located in the Corona/Eastvale retail submarket within the Inland Empire retail market.
According to the appraisal, the Inland Empire retail market had inventory of approximately 203 million square feet, a vacancy rate of approximately 5.8% and average asking rent of $22.39 per square foot as of the third quarter of 2024. Additionally, according to the appraisal, the Corona/Eastvale retail submarket had inventory of approximately 11.4 million square feet, a vacancy rate of approximately 4.1% and average asking rent of $23.29 per square foot as of the third quarter of 2024.
According to the appraisal, within a one-, three- and five-mile radius of the Corona Hills Marketplace Property, the estimated 2024 population is 22,783, 105,924 and 279,274, respectively. Within the same radii, the estimated 2024 average annual household income is $118,214, $116,961 and $122,988, respectively.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
The following table presents certain information relating to comparable retail centers for the Corona Hills Marketplace Property:
Competitive Property Summary(1) | |||||
Property Name Location |
Year Built / Renovated | Total NRA (SF) | Total Occupancy | Distance to Subject | Tenant Name |
Corona Hills Marketplace 529-591 North McKinley Street Corona, CA |
1993 / NAP | 148,805(2) | 95.0%(2) | - |
Vons Companies, Inc. PetSmart, Inc. Howard's Appliances, Inc. |
Temescal Village Plaza 1181-1199 Magnolia Avenue Corona, CA |
1983 / 1989 | 63,606 | NAV | 3.3 miles |
Stater Bros CVS |
Sportsman's Warehouse 2430 Tuscany Street Corona, CA |
1985 / NAP | 18,000 | NAV | 7.3 miles |
Bath & Body Works, LLC Daiso USA, LLC |
1255 Magnolia Avenue 1255 Magnolia Avenue Corona, CA |
2004 / NAP | 4,680 | NAV | 3.1 miles | NAV |
3840-3848 North McKinley Street 3840-3848 North McKinley Street Corona, CA |
1980 / NAP | 19,773 | NAV | 0.7 miles |
NAV |
13100 Magnolia Avenue 13100 Magnolia Avenue Corona, CA |
1986 / NAP | 19,500 | NAV | 1.0 miles | NAV |
Confidential NAV NAV |
NAV / NAV | 79,000 | NAV | NAV | Confidential |
1931 North Campus Avenue 1931 North Campus Avenue Upland, CA |
NAV / NAV | 31,125 | NAV | 25.4 miles | Macy's |
31685 Temecula Parkway 31685 Temecula Parkway Temecula, CA |
NAV / NAV | 17,347 | NAV | 42.9 miles | Harbor Freight |
Van Buren Boulevard & Rutile Street Van Buren Boulevard & Rutile Street Jurupa Valley, CA |
NAV / NAV | 50,000 | NAV | 11.2 miles | Vallarta |
(1) | Source: Appraisal unless otherwise indicated. |
(2) | Based on the underwritten rent roll as of October 17, 2024. |
The Borrowers. The borrowers are GKT Corona Hills LW, L.L.C. and GKT Corona Hills TMI, L.L.C., as tenants-in-common with respect to the Corona Hills Marketplace Mortgage Loan. Each borrower is a Missouri limited liability company and special purpose entity with one independent director.
The Borrower Sponsor. The borrower sponsor and non-recourse carveout guarantor is E. Stanley Kroenke. E. Stanley Kroenke has extensive real estate experience and is the owner and chairman of Kroenke Sports & Entertainment and The Kroenke Group. Kroenke Sports & Entertainment owns professional sports teams, including the Los Angeles Rams of the National Football League, Denver Nuggets of the National Basketball Association, Colorado Avalanche of the National Hockey League, Colorado Rapids of Major League Soccer and the Colorado Mammoth of the National Lacrosse League. The Kroenke Group is a national, privately held real estate development, investment and property management company focused on developing and managing large retail power centers across the country.
Property Management. The Corona Hills Marketplace Property is managed by TKG Management, Inc., an affiliate of the borrowers.
Escrows and Reserves. At origination, the borrowers were not required to escrow any reserves.
Tax Escrows - On each payment date during the occurrence of a Cash Management Trigger Event Period (as defined below) or a Cash Sweep Event Period (as defined below), the borrowers are required to escrow 1/12th of the annual estimated tax payments, which currently equates to approximately $34,901. Notwithstanding the foregoing, the borrowers are not required to escrow taxes with respect to any portion of the Corona Hills Marketplace Property for which a tenant is required under its lease to pay applicable taxes directly to the taxing authority so long as (i) the applicable lease is in full force and effect, (ii) the terms of such lease require the tenant to pay all taxes due with respect to its leased premises at the Corona Hills Marketplace Property, (iii) the applicable tenant timely pays all such taxes and, upon request by the lender,
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
promptly provides to the lender evidence of such payment reasonably acceptable to the lender, and (iv) an event of default is not continuing.
Insurance Escrows - On each payment date during the occurrence of a Cash Management Trigger Event Period or a Cash Sweep Event Period, the borrowers are required to escrow 1/12th of the annual estimated insurance payments, which currently equates to approximately $5,230. Notwithstanding the foregoing, the borrowers are not required to make monthly insurance escrow deposits so long as the Corona Hills Marketplace Property is covered under a blanket or umbrella policy acceptable to the lender. The Corona Hills Marketplace Property is currently covered under a blanket or umbrella policy acceptable to the lender.
Replacement Reserve - On each payment date during the occurrence of a Cash Management Trigger Event Period or a Cash Sweep Event Period, the borrowers are required to make monthly replacement reserve deposits of approximately $1,860.
TI / LC Reserve - On each payment date during the occurrence of a Cash Management Trigger Event Period or a Cash Sweep Event Period, the borrowers are required to make monthly TI/LC reserve deposits of approximately $6,200, provided that such monthly deposits are not required at any time that the balance in the TI/LC reserve account exceeds $372,013.
Critical Tenant TI/LC Reserve - If a Critical Tenant Trigger Event (as defined below) occurs, and until such time the applicable Critical Tenant Trigger Event has been cured, the borrowers are required to deposit with the lender all excess cash flow, which will be held by the lender as additional security for the Corona Hills Marketplace Mortgage Loan.
Lockbox / Cash Management. The Corona Hills Marketplace Mortgage Loan is structured with a springing lockbox and springing cash management. Within five business days after the occurrence of a Cash Management Trigger Event Period, the borrowers or the property manager is required to deliver a notice to all tenants at the Corona Hills Marketplace Property directing them to remit any rent and all other sums due under the applicable lease directly to the lender-controlled lockbox account. During the occurrence of any Cash Management Trigger Event Period, funds deposited into the lockbox account are required to be swept on each business day into a lender controlled cash management account and applied (i) to make required deposits (if any) into the tax reserve subaccount, (ii) to make required deposits (if any) into the insurance reserve subaccount, (iii) to make required deposits (if any) to the debt service reserve subaccount, (iv) deposit funds sufficient to pay fees and expenses for the cash management bank into the cash management fee subaccount, (v) deposit funds sufficient to pay monthly capital expenditures into the capital expenditure reserve subaccount, (vi) deposit funds sufficient to pay the monthly rollover deposit into the rollover reserve subaccount and (vii) deposit funds sufficient to pay any interest accruing at the default rate, late payment charges and any other amount due and payable under the Corona Hills Marketplace Mortgage Loan documents into the delinquency subaccount. To the extent that no Cash Sweep Event Period is continuing, all excess cash flow funds are required to be disbursed to the borrowers.
A "Cash Management Trigger Event Period" will commence upon any of the following: (i) the occurrence of an event of default under the Corona Hills Marketplace Mortgage Loan documents; (ii) the borrowers' second failure in any consecutive twelve month period to pay a monthly debt service payment amount on a payment date; (iii) the bankruptcy of the borrowers; (iv) the bankruptcy of the guarantor; (v) the bankruptcy of the property manager; (vi) a Cash Management DSCR Trigger Event (as defined below); or (vii) a Critical Tenant Trigger Event.
A Cash Management Trigger Event Period will end: (a) with regard to clause (i), upon the cure of such event of default and the lender's acceptance of such cure in its sole and absolute discretion; (b) with regard to clause (ii), upon the timely payment of monthly debt service on twelve consecutive payment dates; (c) with regard to clause (iii), upon the bankruptcy action being discharged, stayed or dismissed within 60 days of such filing; (d) with regard to clause (iv), upon the bankruptcy action being discharged, stayed or dismissed within 60 days of such filing; (e) with regard to clause (v), upon the bankruptcy action being discharged, stayed or dismissed within 120 days of such filing; (f) with regard to clause (vi), upon the debt service coverage ratio being at least 1.10x for two consecutive calendar quarters; and (g) with regard to clause (vii), on the date the applicable Critical Tenant Trigger Event is cured.
A "Cash Sweep Event Period" will commence upon any of the following: (i) the occurrence of an event of default under the Corona Hills Marketplace Mortgage Loan documents; (ii) the bankruptcy of the borrowers; (iii) the bankruptcy of the guarantor; (iv) the bankruptcy of the property manager; (v) a Cash Sweep DSCR Trigger Event (as defined below); or (vi) a Critical Tenant Trigger Event.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
A Cash Sweep Event Period will end: (a) with regard to clause (i), upon the cure of such event of default and the lender's acceptance of such cure in its sole and absolute discretion; (b) with regard to clause (ii), upon the bankruptcy action being discharged, stayed or dismissed within 90 days of such filing; (c) with regard to clause (iii), upon the bankruptcy action being discharged, stayed or dismissed within 90 days of such filing; (d) with regard to clause (iv), upon the bankruptcy action being discharged, stayed or dismissed within 120 days of such filing; (e) with regard to clause (v), upon the debt service coverage ratio being at least 1.10x for two consecutive calendar quarters; and (f) with regard to clause (vi), on the date the applicable Critical Tenant Trigger Event is cured.
A "Critical Tenant Trigger Event" will commence upon any of the following with respect to any Critical Tenant Lease (as defined below): (i) the applicable Critical Tenant (as defined below) gives notice of its intention to terminate or not to extend or renew the applicable Critical Tenant Lease or the applicable Critical Tenant Lease is otherwise terminated; (ii) on or prior to the date that is twelve months prior to the then applicable expiration date under its lease, the related Critical Tenant fails to give irrevocable notice of its election to renew its lease; (iii) on or prior to the date by which the related Critical Tenant is required under its lease to notify the landlord of its election to renew its lease, such Critical Tenant fails to give such notice; (iv) a material non-monetary or monetary event of default occurs under such Critical Tenant Lease; (v) the bankruptcy of the related Critical Tenant or any guarantor of such Critical Tenant Lease occurs; (vi) the related Critical Tenant elects to pay reduced rent (including, without limitation, percentage rent in lieu of fixed rent) pursuant to any right or remedy contained in the applicable Critical Tenant Lease; or (vii) the related Critical Tenant discontinues its normal business operations at its leased premises (other than a temporary cessation of business operations for permitted renovations or necessary repairs); provided, however, that notwithstanding the foregoing provisions, a Critical Tenant Trigger Event will not be deemed to have occurred so long as E. Stanley Kroenke remains the guarantor under the Corona Hills Marketplace Mortgage Loan.
A Critical Tenant Trigger Event will end: (a) with regard to clauses (i), (ii) and (iii) above, on the date that (1) a Critical Tenant Lease Extension (as defined below) is duly executed and delivered by the borrowers and the applicable Critical Tenant for all of the applicable Critical Tenant Space (as defined below) and all tenant improvement costs, leasing commissions and other material costs and expenses related thereto have been satisfied or an amount sufficient to cover any such costs and expenses, as reasonably determined by the lender, has been deposited into the critical tenant TI/LC account or (2) a Critical Tenant Space Re-tenanting Event (as defined below) has occurred with respect to the applicable Critical Tenant Space; (b) with regard to clause (iv), upon a cure of the applicable event of default; (c) with regard to clause (v), when such Critical Tenant ceases to be a debtor in the applicable bankruptcy action or upon the affirmation of the applicable Critical Tenant Lease in the applicable bankruptcy action, provided that in each case the Critical Tenant is actually paying all rents and other amounts due under the applicable Critical Tenant Lease; (d) with regard to clause (vi), when the applicable Critical Tenant re-commences the payment of full unabated rent; or (e) with regard to clause (vii), when the applicable Critical Tenant re-commences its normal business operations at the applicable Critical Tenant Space or a Critical Tenant Space Re-tenanting Event has occurred.
A "Cash Management DSCR Trigger Event" means, any date on which the lender determines the debt service coverage ratio based on the trailing twelve month period immediately preceding the date of such determination is less than 1.10x; provided, however, that a Cash Management DSCR Trigger Event will not be deemed to have occurred if, within five days of written notification to the borrowers, the borrowers deliver to the lender one or more master leases that result in a minimum debt service coverage ratio of 1.25x.
A "Cash Sweep DSCR Trigger Event" means, any date on which the lender determines the debt service coverage ratio based on the trailing twelve month period immediately preceding the date of such determination is less than 1.10x; provided, however, that a Cash Sweep DSCR Trigger Event will not be deemed to have occurred if, within five days of written notification to the borrowers, the borrowers deliver to the lender one or more master leases that result in a minimum debt service coverage ratio of 1.25x.
A "Critical Tenant" means each of (i) PetSmart and (ii) Vons, together with their respective successors and assigns, and any other tenant hereafter occupying all or a portion of the Critical Tenant Space.
A "Critical Tenant Space" means the space demised under a Critical Tenant Lease.
A "Critical Tenant Lease" means each of (i) the PetSmart lease, (ii) the Vons lease, and (iii) any lease entered into pursuant to which a Critical Tenant leases all or a portion of the Critical Tenant Space.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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95 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 8 - Corona Hills Marketplace |
A "Critical Tenant Lease Extension" means (i) the exercise by a Critical Tenant of the five year extension right in accordance with the provisions currently set forth in the applicable Critical Tenant Lease or, (ii) if a Critical Tenant Lease contains no such extension right, then the execution by the Critical Tenant and the borrowers of an extension or renewal of such Critical Tenant Lease in accordance with the terms set forth in the Corona Hills Marketplace Mortgage Loan documents for an extended term of not less than five years and otherwise on terms and conditions reasonably acceptable to lender.
A "Critical Tenant Space Re-tenanting Event" means the date upon which all of the following conditions have been satisfied with respect to a Critical Tenant Lease: (i) at least 75% of the related Critical Tenant Space has been leased to one or more replacement tenants for a term of at least five years, at total annual rent equal to or in excess of the total annual rent in effect pursuant to the related Critical Tenant Lease at the time of such Critical Tenant Trigger Event, and otherwise on terms and conditions reasonably acceptable to the lender, (ii) all tenant improvement costs, leasing commissions and other material costs and expenses relating to the re-letting of the related Critical Tenant Space has been paid in full, and (iii) the replacement tenant(s) are conducting normal business operations at the related Critical Tenant Space.
Subordinate and Mezzanine Debt. Not permitted.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. Not permitted.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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96 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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97 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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98 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | GSMC | Single Asset / Portfolio: | Portfolio | |
Original Principal Balance(1): | $20,000,000 | Title: | Fee | |
Cut-off Date Principal Balance(1): | $20,000,000 | Property Type - Subtype: | Office - Suburban | |
% of IPB: | 3.1% | Net Rentable Area (SF): | 521,288 | |
Loan Purpose: | Acquisition | Location: | Plymouth Meeting, PA | |
Borrower: | PM Properties1, LLC | Year Built / Renovated(4): | Various / Various | |
Borrower Sponsors: | Harry Adjmi and Carolyn Dayon | Occupancy: | NAP | |
Interest Rate(2): | 7.80138888888890% | Occupancy Date: | NAP | |
Note Date: | 9/26/2024 | 4th Most Recent NOI (As of): | $9,467,128 (12/31/2022) | |
Maturity Date: | 10/6/2034 | 3rd Most Recent NOI (As of): | $7,946,431 (12/31/2023) | |
Interest-only Period: | 16 months | 2nd Most Recent NOI (As of): | $8,123,356 (12/31/2024) | |
Original Term: | 120 months | Most Recent NOI (As of): | $7,678,219 (3/31/2025) | |
Original Amortization Term: | 360 months | UW Economic Occupancy: | 67.5% | |
Amortization Type: | Interest Only, Amortizing Balloon | UW Revenues: | $12,621,708 | |
Call Protection: | L(32),D(81),O(7) | UW Expenses: | $5,463,157 | |
Lockbox / Cash Management: | Hard / Springing | UW NOI: | $7,158,551 | |
Additional Debt: | Yes | UW NCF: | $6,501,978 | |
Additional Debt Balance(1): | $16,000,000 / $5,000,000 | Appraised Value / Per SF(3): | $69,300,000 / $133 | |
Additional Debt Type: | Pari Passu / B-Note | Appraisal Date(3): | 7/11/2024 | |
Escrows and Reserves(3) | Financial Information | ||||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $69 | |||
Taxes: | $122,917 | $122,917 | N/A | Maturity Date Loan / SF: | $61 | ||
Insurance: | $0 | Springing | N/A | Cut-off Date LTV: | 51.9% | ||
Replacement Reserves: | $0 | $10,860 | N/A | Maturity Date LTV: | 45.6% | ||
TI / LC Reserve: | $5,000,000 | Springing | $5,000,000 | UW NCF DSCR: | 2.02x | ||
HKR Free Rent Reserve: | $760,670 | $0 | N/A | UW NOI Debt Yield: | 19.9% | ||
Auxilior Free Rent Reserve: | $0 | $20,403 | N/A | ||||
Sources and Uses | ||||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | |||
Whole Loan(1) | $36,000,000 | 48.6 | % | Purchase Price | $65,500,000 | 88.5 | % | |
Borrower Sponsor Equity | 17,552,162 | 23.7 | Upfront Reserves | 5,883,588 | 7.9 | |||
Other Sources(5) | 15,500,000 | 20.9 | Closing Costs | 2,668,574 | 3.6 | |||
Subordinate Debt(2) | 5,000,000 | 6.8 | ||||||
Total Sources | $74,052,162 | 100.0 | % | Total Uses | $74,052,162 | 100.0 | % |
(1) | The Plymouth Meeting Executive Campus Mortgage Loan (as defined below) is part of the Plymouth Meeting Executive Campus Whole Loan (as defined below), which is evidenced by two pari passu senior promissory notes and one junior promissory note with an aggregate principal balance of $41,000,000. The Financial Information presented above is based on the aggregate principal balance of the promissory notes comprising the Plymouth Meeting Executive Campus Whole Loan. |
(2) | The Plymouth Meeting Executive Campus loan was modified to split the $41.0 million loan into an A Note of $36.0 million and a B Note of $5.0 million in May 2025. The coupon on the A Note is 7.80138888888890% and B Note is 0.0%. |
(3) | See "Escrows and Reserves" below for further discussion of reserve information. |
(4) | See "Portfolio Summary" below. |
(5) | See "Permitted Preferred Equity" below. |
The Loan. The eighth largest mortgage loan (the "Plymouth Meeting Executive Campus Mortgage Loan") is part of a fixed rate whole loan (the "Plymouth Meeting Executive Campus Whole Loan") with an aggregate principal balance of as of the Cut-off Date of $41,000,000, which is secured by the borrower's fee interest in five office properties, totaling 521,288 square feet, all located in Plymouth Meeting, Pennsylvania (each, a "Plymouth Meeting Executive Campus Property" and collectively, the "Plymouth Meeting Executive Campus Properties"). The Plymouth Meeting Executive Campus Whole Loan was originated on September 26, 2024 by Goldman Sachs Bank USA ("GSBI") and is comprised of (i) one noncontrolling senior note designated as note A-1 with a principal balance as of the Cut-off Date of $20.0 million, (ii) one noncontrolling senior note designated as note A-2 with a principal balance as of the Cut-off Date of $16.0, and (ii) one controlling subordinate note designated as note B with an outstanding principal balance as of the Cut-off Date of $5.0 million
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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99 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
(the "Plymouth Meeting Executive Campus Subordinate Companion Loan") as detailed in the "Whole Loan Summary" table below. Only the Plymouth Meeting Executive Campus Mortgage Loan will be included in the mortgage pool for the BMO 2025-C12 mortgage trust.
The table below identifies the promissory notes that comprise the Plymouth Meeting Executive Campus Whole Loan. The Plymouth Meeting Executive Campus Whole Loan will be serviced pursuant to the pooling and servicing agreement for the BMO 2025-C12 trust securitization. The relationship between the holders of the Plymouth Meeting Executive Campus Whole Loan is governed by a co-lender agreement as described under "Description of the Mortgage Pool-The Whole Loans-The Serviced Pari Passu Whole Loans" and "The Pooling and Servicing Agreement" in the Preliminary Prospectus.
Whole Loan Summary |
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Note | Original Balance | Cut-off Date Balance | Note Holder | Controlling Piece(2) |
Senior Notes | ||||
A-1 | $20,000,000 | $20,000,000 | BMO 2025-C12 | No |
A-2(1) | $16,000,000 | $16,000,000 | GSBI | No |
Junior Note | ||||
B | $5,000,000 | $5,000,000 | GSBI | Yes |
Whole Loan | $41,000,000 | $41,000,000 |
(1) | Expected to be contributed to one or more future securitization(s). |
(2) | For so long as no Plymouth Meeting Executive Campus control appraisal period is continuing, the holder of the majority (by principal balance) of the subordinate companion loan evidenced by note B and (ii) for so long as a Plymouth Meeting Executive Campus control appraisal period is continuing, the holder of [Note A-1]. |
The Plymouth Meeting Executive Campus Whole Loan has an initial term of 120 months, is interest only for the first 60 months of the 120-month term, has a remaining term of 114 months (54 of which are interest-only) as of the Cut-Off Date and accrues interest on an Actual/360 basis at a rate of 6.850% per annum.
Loan proceeds, alongside preferred equity, sponsor equity, and a seller reserve credit, were used to acquire the Plymouth Meeting Executive Campus Properties for $65.5 million (62.6% loan-to-purchase price), fund upfront reserves and cover closing costs.
Brandywine, the seller of the Plymouth Meeting Executive Campus Properties, provided seller financing in the form of a $15.5 million preferred equity investment (the "PE Investment"). The PE Investment has a 10-year term with a fixed current-pay coupon of 8.25%, stepping to 9.5% in year 6 and to 11.0% in year 8, and in the final 3 years the PE Investment will amortize on a 25-year schedule. The PE Investment is freely pre-payable at any time.]
The Properties. The Plymouth Meeting Executive Campus Properties are comprised of five office properties in Plymouth Meeting, Pennsylvania, totaling 521,288 square feet. Currently the campus is 69.2% occupied, serving as the headquarters for Auxilior Capital Partners, a commercial finance company, and three public life sciences companies: Harmony Biosciences Holdings, Inc., Accolade, Inc., and Inovio Pharmaceuticals, Inc. The Plymouth Meeting Executive Campus Properties are positioned approximately 20 miles northwest of downtown Philadelphia at the intersection of the Blue Route (I-476) and the Pennsylvania Turnpike (I-276), with a direct connection to the Schuylkill Expressway (I-76). The Plymouth Meeting Executive Campus Properties were originally developed in phases from 1986 through 1990 and have since been renovated with the latest being completed in 2022. Currently all the amenities for the Plymouth Meeting Executive Campus Properties, the gym, game room, and conference center, are located at the 660 West Germantown Pike building, on the north campus. The borrower sponsors are planning to refresh the amenity offerings by building a golf simulator, conference center, fitness center, and eatery in the 620 building to better serve the southern campus, and to refresh and update the fitness center and game room in the 660 building.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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100 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
The following information presents certain information relating to the Plymouth Meeting Executive Campus Properties:
Portfolio Summary(1) | ||||||||||
Property Name | Year Built / Renovated | SF | % of SF | Occupancy | Appraised Value | Largest Tenant | Largest Tenant % | Largest Tenant Expiration | ||
660 West Germantown Pike | 1987 / 2014 | 161,521 | 31.0% | 89.7% | $24,800,000 | Accolade | 55.6% | 6/30/2027 | ||
620 West Germantown Pike | 1990 / 2022 | 90,183 | 17.3% | 81.2% | $12,800,000 | Auxilior Capital Partners, Inc. | 25.2% | 8/31/2031 | ||
630 West Germantown Pike | 1988 / 2022 | 89,870 | 17.2% | 60.4% | $11,400,000 | Harmony Biosciences, LLC | 39.8% | MTM | ||
600 West Germantown Pike | 1986 / 2022 | 89,626 | 17.2% | 34.3% | $10,300,000 | American Executive Centers, Inco | 16.7% | 5/31/2028 | ||
610 West Germantown Pike | 1986 / 2022 | 90,088 | 17.3% | 52.1% | $9,900,000 | Horst Krekstein | 23.2% | 8/31/2035 | ||
Total | 521,288 | 100.0% | $69,300,000 |
(1) | Based on the in-place rent roll dated March 2025, inclusive of rent steps through February 2026. |
The following information presents certain information relating to the historical and current occupancy of the Plymouth Meeting Executive Campus Properties:
Historical and Current Occupancy(1) | ||||
2021(2) | 2022 | 2023 | 2024 | Current(2) |
84.5% | 86.7% | 77.8% | [_] | 67.5% |
(1) | Historical occupancies represent estimated weighted averages for each respective year, unless otherwise noted. |
(2) | Current occupancy is based on the economic occupancy. |
Appraisal. According to the appraisals, the Plymouth Meeting Executive Campus Properties had an aggregate "as-is" appraised value of $69,300,000 as of July 11, 2024.
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate |
Income Capitalization Approach | $69,300,000 | 9.00% |
(1) | Source: Appraisal. |
Environmental. According to the Phase I environmental report dated July 18, 2024, there was no evidence of any recognized environmental conditions at the Plymouth Meeting Executive Campus Properties.
Major Tenants. The three largest tenants by underwritten base rent at the Plymouth Meeting Executive Campus Property are Accolade, Harmony Biosciences, LLC and Inovio.
Accolade (89,878 square feet; 17.2% of NRA; 28.0% of underwritten base rent): Accolade provides personalized, technology-enabled solutions that help people understand, navigate, and utilize the healthcare system and their workplace benefits. Its customers are primarily employers that use Accolade products to provide employees and their families with a single place to turn for their health, healthcare, and benefits needs. Accolade was acquired by Transcarent in January 2025. The acquisition was finalized in May 2025. Per direct conversations and public reporting Transcarent plans to keep some presence, inclusive of senior executives, at the Plymouth Meeting Executive Campus. At this time there is no exact headcount or SF sizing. The Accolade space had been listed for sublease before the acquisition but have not confirmed any intentions. The tenant has no termination options.
Harmony Biosciences, LLC (35,781 square feet; 6.9% of NRA; 9.8% of underwritten base rent): Harmony Biosciences, LLC is a United States commercial-stage pharmaceutical company dedicated to developing and commercializing therapies for people living with rare neurological disorders who have unmet medical needs. The tenant has no termination options.
Inovio (22,755 square feet; 4.4% of NRA; 7.1% of underwritten base rent): Inovio is a clinical stage biotechnology company that develops and commercializes deoxyribonucleic acid (DNA) medicines to help treat and protect people from
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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101 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
diseases associated with human papillomavirus (HPV), cancer, and infectious diseases. The tenant has no termination options.
The following table presents certain information relating to the major tenants at the Plymouth Meeting Executive Campus Properties:
Major Tenant Summary(1) | |||||||
Tenant Name |
Credit Rating (Moody's/ S&P/Fitch) |
Net Rentable Area (SF) | % of Total NRA | UW Base Rent PSF | UW Base Rent | % of Total Base Rent | Lease Exp. Date |
Accolade | NR/NR/NR | 89,878 | 17.2% | $35.51 | $3,191,568 | 28.0% | 6/30/2027 |
Harmony Biosciences, LLC(2) | NR/NR/NR | 35,781 | 6.9% | $31.39 | $1,123,166 | 9.8% | 6/30/2025 |
Inovio(2) | NR/NR/NR | 22,755 | 4.4% | $35.51 | $808,030 | 7.1% | 12/31/2029 |
Auxilior Capital Partners, Inc. | NR/NR/NR | 22,727 | 4.4% | $35.33 | $802,945 | 7.0% | 8/31/2031 |
Horst Krekstein | NR/NR/NR | 20,884 | 4.0% | $32.70 | $682,889 | 6.0% | 8/31/2035 |
American Executive Centers, Inco | NR/NR/NR | 14,958 | 2.9% | $30.24 | $452,330 | 4.0% | 5/31/2028 |
Bio-Medical Applications of Penns | NR/NR/NR | 11,624 | 2.2% | $33.56 | $390,101 | 3.4% | 6/30/2026 |
Nationwide Mutual Insurance Company | NR/NR/NR | 10,160 | 1.9% | $36.26 | $368,402 | 3.2% | 10/31/2025 |
Aerotek | NR/NR/NR | 7,997 | 1.5% | $35.55 | $284,293 | 2.5% | 11/30/2027 |
ConcertAI LLC | NR/NR/NR | 8,109 | 1.6% | $34.63 | $280,815 | 2.5% | 4/30/2029 |
Major Tenants | 244,873 | 47.0% | $34.24 | $8,384,538 | 73.4% | ||
Other Tenants | 105,229 | 20.2% | $28.81 | $3,031,527 | 26.6% | ||
Occupied Collateral | 350,102 | 67.2% | $32.61 | $11,416,065 | 100.0% | ||
Vacant Space (Owned) | 171,186 | 32.8% | |||||
Total | 521,288 | 100.0% |
(1) | Based on the in-place rent roll dated March 2025, inclusive of rent steps through February 2026. |
(2) | Harmony Biosciences, LLC is having active discussions to renew its lease. We cannot assure you that the tenant will renew. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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102 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
The following table presents certain information relating to the lease rollover schedule at the Plymouth Meeting Executive Campus Properties:
Lease Rollover Schedule(1)(2) | |||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring |
Vacant | NAP | 171,186 | 32.8% | NAP | NAP | 171,186 | 32.8% | NAP | NAP |
2025 & MTM | 5 | 61,329 | 11.8% | $1,878,791 | 16.5% | 232,515 | 44.6% | $1,878,791 | 16.5% |
2026 | 9 | 46,594 | 8.9% | $1,323,858 | 11.6% | 279,109 | 53.5% | $3,202,649 | 28.1% |
2027 | 10 | 116,811 | 22.4% | $4,119,306 | 36.1% | 395,920 | 76.0% | $7,321,955 | 64.1% |
2028 | 3 | 27,273 | 5.2% | $816,723 | 7.2% | 423,193 | 81.2% | $8,138,678 | 71.3% |
2029 | 7 | 45,524 | 8.7% | $1,584,427 | 13.9% | 468,717 | 89.9% | $9,723,105 | 85.2% |
2030 | 3 | 6,216 | 1.2% | $207,126 | 1.8% | 474,933 | 91.1% | $9,930,231 | 87.0% |
2031 | 1 | 22,727 | 4.4% | $802,945 | 7.0% | 497,660 | 95.5% | $10,733,176 | 94.0% |
2032 | 0 | 0 | 0.0% | $0 | 0.0% | 497,660 | 95.5% | $10,733,176 | 94.0% |
2033 | 0 | 0 | 0.0% | $0 | 0.0% | 497,660 | 95.5% | $10,733,176 | 94.0% |
2034 | 0 | 0 | 0.0% | $0 | 0.0% | 497,660 | 95.5% | $10,733,176 | 94.0% |
2035 | 1 | 20,884 | 4.0% | $682,889 | 6.0% | 518,544 | 99.5% | $11,416,065 | 100.0% |
2036 & Beyond | 6 | 2,744 | 0.5% | $0 | 0.0% | 521,288 | 100.0% | $11,416,065 | 100.0% |
Total | 45 | 521,288 | 100.0% | $11,416,065 | 100.0% |
(1) | Based on the underwritten rent roll dated March 2025, inclusive of rent steps through February 2026. |
(2) | Certain tenants may have lease termination options that are exercisable prior to the stated expiration date of the subject lease or leases which are not considered in the Lease Rollover Schedule. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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103 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
The following table presents certain information relating to the historical operating performance and underwritten net cash flow at the Plymouth Meeting Executive Campus Properties:
Historical Operating Performance and Underwritten Net Cash Flow(1) | |||||||||
2020 | 2021 | 2022 | 2023 | 2024 |
TTM March 31, 2025 |
Underwritten(2) | PSF(3) | %(3) | |
Base Rental Revenue | $12,863,344 | $12,241,629 | $13,155,301 | $12,196,627 | $12,393,465 | $12,113,552 | $11,416,065 | $21.90 | 61.1% |
Credit Tenant Rent Steps | $0 | $0 | $0 | $0 | $0 | 0 | $11,691 | $0.02 | 0.1% |
Total Commercial Reimbursement Revenue | $1,439,557 | $1,402,819 | $1,770,931 | $1,367,044 | $1,333,370 | 1,117,716 | $1,157,686 | $2.22 | 6.2% |
Market Revenue from Vacant Units | $0 | $0 | $0 | $0 | $0 | 0 | $6,064,139 | $11.63 | 32.5% |
Other Revenue | $225,637 | $100,246 | $357,470 | $52,157 | $142,367 | 226,142 | $36,266 | $0.07 | 0.2% |
Potential Gross Revenue | $14,528,538 | $13,744,694 | $15,283,702 | $13,615,828 | $13,869,202 | $13,457,410 | $18,685,847 | $35.85 | 100.0% |
Vacancy Loss | $0 | $0 | $0 | $0 | $0 | $0 | ($6,064,139) | ($11.63) | -48.0% |
Effective Gross Revenue | $14,528,538 | $13,744,694 | $15,283,702 | $13,615,828 | $13,869,202 | $13,457,410 | $12,621,708 | $24.21 | 100.0% |
Real Estate Taxes | 1,245,017 | 1,282,681 | 1,321,265 | 1,360,723 | 1,434,875 | 1,429,392 | 1,432,853 | $2.75 | 11.4% |
Insurance | 62,164 | 69,576 | 75,428 | 80,699 | 133,847 | 167,530 | 198,693 | $0.38 | 1.6% |
Utilities | 845,558 | 878,000 | 1,046,877 | 923,901 | 876,271 | 892,389 | 817,842 | $1.57 | 6.5% |
Repairs & Maintenance | 511,696 | 536,389 | 531,356 | 521,538 | 503,694 | 574,841 | 586,413 | $1.12 | 4.6% |
Janitorial | 58,128 | 54,633 | 65,294 | 71,609 | 597,088 | 389,333 | 58,980 | $0.11 | 0.5% |
Management Fee | 465,863 | 467,027 | 487,177 | 499,017 | 586,347 | 655,792 | 378,651 | $0.73 | 3.0% |
Payroll (Office, Security, Maintenance) | 432,623 | 355,943 | 353,884 | 367,779 | 434,126 | 453,085 | 42,166 | $0.08 | 0.3% |
General and Administrative - Direct | 613,384 | 701,237 | 686,288 | 579,785 | 569,225 | 426,560 | 347,946 | $0.67 | 2.8% |
Other Expenses | 1,222,515 | 1,250,449 | 1,249,005 | 1,264,346 | 610,373 | 790,269 | 1,599,613 | $3.07 | 12.7% |
Total Expenses | $5,456,948 | $5,595,935 | $5,816,574 | $5,669,397 | $5,745,846 | $5,779,191 | $5,463,157 | $10.48 | 43.3% |
Net Operating Income | $9,071,590 | $8,148,759 | $9,467,128 | $7,946,431 | $8,123,356 | $7,678,219 | $7,158,551 | $13.73 | 56.7% |
Replacement Reserves | 0 | 0 | 0 | 0 | 0 | 0 | 130,322 | $0.25 | 1.0% |
TI/LC | 0 | 0 | 0 | 0 | 206,143 | 718,313 | 526,252 | $1.01 | 4.2% |
Net Cash Flow | $9,071,590 | $8,148,759 | $9,467,128 | $7,946,431 | $7,917,213 | $6,959,906 | $6,501,978 | $12.47 | 51.5% |
(1) | Based on the underwritten rent roll dated March 2025, inclusive of rent steps through February 2026. |
(2) | PSF is based on 521,288 SF. |
(3) | % column represents percent of Potential Gross Revenue for revenue lines and percent of Effective Gross Income for all remaining fields. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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104 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
The Market. The Plymouth Meeting Executive Campus Properties are located in the Plymouth Mtg/Blue Bell office submarket of the greater Philadelphia market. According to a third-party report, submarket vacancy was 19.5% and Market Rent PSF was $27.45, as of Q2 2025 in the Plymouth Mtg/Blue Bell office submarket.
The following table presents certain information regarding competitive sales of the Plymouth Meeting Executive Campus Properties:
Comparable Sales(1) | |||||||
Property Name | City / State | SF | Built / Renovated | Sale Date | Stabilized Sale Price | Occupancy | Cap Rate |
Plymouth Meeting Executive Campus |
Plymouth Meeting, PA | 521,288 | Various / Various | NAP | NAP | 67.5% | NAP |
One, Two and Three Bala Plaza |
Bala Cynwyd, PA | 1,122,154 | 1967 / 1982 | November 2023 | $185,000,000 | 91% | 8.35% |
One Tower Bridge | Conshohocken, PA | 271,215 | 1989 / NAP | March 2023 | $76,750,000 | 92% | 7.98% |
The Forge | King Of Prussia, PA | 156,862 | 1981 / 2020 | January 2023 | $28,000,000 | 93% | 10.01% |
440-460 E Swedesford Road |
Wayne, PA | 150,466 | 1978 / 2019 | October 2022 | $36,820,000 | 95% | 8.42% |
980 at Blue Bell | Blue Bell, PA | 149,476 | 1985 / 2019 | February 2022 | $36,500,000 | 87% | 7.30% |
(1) | Source: Appraisal. |
The Borrower. The borrower is PM Properties1, LLC, a Delaware limited liability company and special purpose entity with two independent directors in its organizational structure. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Plymouth Meeting Executive Campus Whole Loan.
The Borrower Sponsors. The borrower sponsors and non-recourse carveout guarantors are Harry Adjmi and Carolyn Dayon.
Property Management. The Plymouth Meeting Executive Campus Properties are managed by PMEM, LLC, which is wholly owned and managed by Carolyn Dayon, one of the borrower sponsors and non-recourse carveout guarantors.
Escrows and Reserves. At loan origination, the borrower deposited (i) approximately $122,917 into a tax reserve, (ii) $5,000,000 into a tenant improvement and leasing commission reserve, and (iii) approximately $760,670 into an unfunded obligations reserve in connection with free rent and abated rent for Horst Krekstein & Runyon LLC, a tenant at the Plymouth Meeting Executive Campus Properties.
Tax Reserve - On each payment date, the borrower is required to fund 1/12th of the taxes that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $119,404).
Insurance Reserve - On each payment date, the borrower is required to fund 1/12th of the insurance premiums that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $16,558); provided, however, such insurance reserve will be conditionally waived so long as the borrower maintains a blanket policy meeting the requirements of the Plymouth Meeting Executive Campus Whole Loan documents, there is no continuing event of default and the borrower provides timely evidence of payment of the applicable premiums. At origination, there was no such blanket policy in place.
Capital Expenditure Reserve - On each payment date, the borrower is required to fund a capital expenditure reserve in the amount of approximately $10,860.
TI / LC Reserve - If at any time during the term of the Plymouth Meeting Executive Campus Whole Loan, the amount on deposit in the tenant improvement and leasing commission reserve (excluding amounts deposited therein in respect of termination proceeds pursuant to the Plymouth Meeting Executive Campus Whole Loan documents) is less than $4,000,000, on each payment date thereafter, the borrower is required to fund the tenant improvement and leasing
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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105 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
commission reserve in the amount of approximately $65,161; provided, however, that so long as no event of default or Plymouth Meeting Executive Campus Critical Tenant Trigger Event (as defined below) is continuing, the borrower is only required to continue funding the tenant improvement and leasing commission reserve until the balance therein is equal to or greater than $5,000,000.
Unfunded Obligations Reserve - Commencing on the payment date occurring in November 2024 and continuing thereafter, on each payment date through and including October 2025, the borrower is required to deposit equal monthly installments of $20,402.69 into the unfunded obligations account in connection with free and abated rent for Auxilior Capital Partners, Inc., a tenant at the Plymouth Meeting Executive Campus Properties.
Critical Tenant Reserve - Following the occurrence of a Plymouth Meeting Executive Campus Critical Tenant Trigger Event and while the related Plymouth Meeting Executive Campus Trigger Period continues (and provided no other Plymouth Meeting Executive Campus Trigger Period then exists), all excess cash flow after payment of debt service, required reserves and budgeted operating expenses must be deposited into a critical tenant reserve in accordance with the Plymouth Meeting Executive Campus Whole Loan documents.
In addition, the borrower will have the option, but not the obligation, in its sole discretion, within 10 business days of receipt of notice from the lender of the occurrence of a Plymouth Meeting Executive Campus Critical Tenant Trigger Event or any time thereafter during the existence of a Plymouth Meeting Executive Campus Trigger Period resulting from a Plymouth Meeting Executive Campus Critical Tenant Trigger Event, to deposit into the critical tenant reserve Plymouth Meeting Executive Campus Security (as defined below) without the obligation to pay a prepayment fee or penalty (based on the yield maintenance premium or otherwise) or to complete a partial defeasance. Any such Plymouth Meeting Executive Campus Security is required to be held in the critical tenant reserve or with the lender, as applicable, and, to the extent timely made, a Plymouth Meeting Executive Campus Trigger Period will not commence as a result of a Plymouth Meeting Executive Campus Critical Tenant Trigger Event and, to the extent made following the commencement and during the existence of a Plymouth Meeting Executive Campus Trigger Period resulting solely from a Plymouth Meeting Executive Campus Critical Tenant Trigger Event, such Plymouth Meeting Executive Campus Trigger Period will no longer be deemed to exist. To the extent the borrower fails to timely make any of the deposits when required in the Plymouth Meeting Executive Campus Whole Loan documents, a Plymouth Meeting Executive Campus Trigger Period will immediately commence and excess cash flow will be deposited in the critical tenant reserve in accordance with the Plymouth Meeting Executive Campus Whole Loan documents, provided, to the extent the cash management account has not yet been established as of any payment date during the continuance of any related Plymouth Meeting Executive Campus Trigger Period, the borrower is required to deposit into the Plymouth Meeting Executive Campus Critical Tenant Account, as of such payment date, all excess cash flow which would otherwise be deposited into this critical tenant reserve as described in the Plymouth Meeting Executive Campus Whole Loan documents, as evidenced by the monthly operating statements delivered to the lender in accordance with such documents.
"Plymouth Meeting Executive Campus Security" means any combination of (i) one or more letters of credit, and/or (ii) cash collateral posted by the borrower to a collateral account designated by the lender.
Lockbox and Cash Management. The Plymouth Meeting Executive Campus Whole Loan is structured with a hard lockbox and springing cash management. The borrower is required to deliver tenant direction letters instructing all tenants of each Plymouth Meeting Executive Campus Property to directly deposit all rents into one or more lender-controlled lockbox accounts. In addition, the borrower is required to cause all revenues relating to the Plymouth Meeting Executive Campus Properties and all other money received by the borrower or the property manager with respect to the Plymouth Meeting Executive Campus Properties (other than tenant security deposits) to be deposited into such lockbox accounts or a lender-controlled cash management account (to the extent there is a continuing cash management period) within one business day of receipt thereof. On each business day that no Plymouth Meeting Executive Campus Trigger Period or event of default is continuing, all funds in the lockbox account are required to be swept into a borrower-controlled operating account. On each business day that a Plymouth Meeting Executive Campus Trigger Period or event of default is continuing, all funds in the lockbox account are required to be swept into the cash management account.
During the continuance of a Plymouth Meeting Executive Campus Trigger Period or an event of default, all amounts on deposit in the cash management account after payment of debt service, required reserves (including the critical tenant reserve following the occurrence of a Plymouth Meeting Executive Campus Critical Tenant Trigger Event as described above under "Escrows and Reserves" above, and including monthly distributions owed in connection with any Permitted
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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106 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
Preferred Equity (as defined below) as described under "Permitted Preferred Equity" below) and budgeted operating expenses are required to be deposited into an excess cash flow reserve account as additional collateral for the Plymouth Meeting Executive Campus Whole Loan.
A "Plymouth Meeting Executive Campus Trigger Period" means each period (a) (i) commencing when the debt yield (as calculated under the Plymouth Meeting Executive Campus Whole Loan documents), determined as of the first day of any fiscal quarter, is less than 14.50%, and (ii) ending when the debt yield (as calculated under the Plymouth Meeting Executive Campus Whole Loan documents), determined as of the first day of each of two consecutive fiscal quarters thereafter is equal to or greater than 14.50%, (b) (i) commencing if the financial reports required under the Plymouth Meeting Executive Campus Whole Loan documents are not delivered to the lender as and when required, and (ii) ending when such reports are delivered and they indicate, in fact, that no Plymouth Meeting Executive Campus Trigger Period is ongoing, (c) (i) commencing upon the occurrence of an event of default under any Permitted Preferred Equity (inclusive of any applicable notice and cure or grace period), and (ii) ending when such event of default under any Permitted Preferred Equity is cured or waived by the holder of such Permitted Preferred Equity, and (d) (i) commencing upon the occurrence of a Plymouth Meeting Executive Campus Critical Tenant Trigger Event, and the failure of the borrower to timely post security with respect to the critical tenant reserve as described the Plymouth Meeting Executive Campus Whole Loan documents and (ii) ending upon the earlier to occur of (A) the satisfaction of the applicable Plymouth Meeting Executive Campus Critical Tenant Trigger Event disbursement conditions or (B) the amount on deposit in the critical tenant reserve, as a result of the related Plymouth Meeting Executive Campus Critical Tenant Trigger Event, is equal to or greater than the Plymouth Meeting Executive Campus Critical Tenant Deposit Amount (as defined below).
"Plymouth Meeting Executive Campus Critical Tenant Deposit Amount" means an amount equal to 35 times the rentable square feet of the Plymouth Meeting Executive Campus Critical Tenant Space (as defined below) which is subject to the Plymouth Meeting Executive Campus Critical Tenant Trigger Event.
A "Plymouth Meeting Executive Campus Critical Tenant Trigger Event" means each period: (i) (a) commencing on the date of a bankruptcy filing by or against any Plymouth Meeting Executive Campus Critical Tenant (as defined below) or the guarantor under its Plymouth Meeting Executive Campus Critical Tenant Lease (as defined below) or any such Plymouth Meeting Executive Campus Critical Tenant or guarantor is deemed legally insolvent or otherwise makes a general assignment for the benefit of creditors (unless the lender has received reasonable satisfactory evidence, in the case of a bankruptcy, that the applicable Plymouth Meeting Executive Campus Critical Tenant has affirmed its Plymouth Meeting Executive Campus Critical Tenant Lease in bankruptcy and such Plymouth Meeting Executive Campus Critical Tenant Lease is in full force and effect, and such Plymouth Meeting Executive Campus Critical Tenant is paying unabated rent under such Plymouth Meeting Executive Campus Critical Tenant Lease), and (b) ending when either (1) any bankruptcy case is dismissed, the Plymouth Meeting Executive Campus Critical Tenant thereunder is paying normal monthly rent and otherwise is in compliance with the terms of its Plymouth Meeting Executive Campus Critical Tenant Lease and has provided an updated estoppel certificate acceptable to the lender, (2) such Plymouth Meeting Executive Campus Critical Tenant affirms its Plymouth Meeting Executive Campus Critical Tenant Lease or assumes its Plymouth Meeting Executive Campus Critical Tenant Lease during the bankruptcy proceeding and the related Plymouth Meeting Executive Campus Critical Tenant is paying normal monthly rent and is otherwise in compliance with the terms of its Plymouth Meeting Executive Campus Critical Tenant Lease and has provided an updated estoppel certificate acceptable to the lender or (3) the applicable Plymouth Meeting Executive Campus Critical Tenant Lease is terminated, and (i) at least 50% of the equivalent and previously unoccupied square footage at the Plymouth Meeting Executive Campus Properties is leased to one or more approved substitute leases (as defined in the Plymouth Meeting Executive Campus Whole Loan documents), and (ii) the debt yield (as calculated under the Plymouth Meeting Executive Campus Whole Loan documents) is greater than 14.50% (collectively, the satisfaction of the conditions set forth in this clause (3) is the "Releasing Condition"); (ii) (a) commencing on the date that any Plymouth Meeting Executive Campus Critical Tenant either (1) gives notice of an intent to terminate its Plymouth Meeting Executive Campus Critical Tenant Lease or vacate at least 30% of its Plymouth Meeting Executive Campus Critical Tenant Space or (2) goes dark, discontinues its operations or business in at least 30% of its Plymouth Meeting Executive Campus Critical Tenant Space, vacates or is otherwise not in occupancy of at least 70% of its Plymouth Meeting Executive Campus Critical Tenant Space, excluding any temporary discontinuance of its business (a "Plymouth Meeting Executive Campus Critical Tenant Vacating Trigger Event"), and (b) ending when either (1) in connection with clause (ii) (a) (1) above, such Plymouth Meeting Executive Campus Critical Tenant has withdrawn any notice of termination or vacation or, in connection with clause (ii) (a) (2) above, such Plymouth Meeting Executive Campus Critical Tenant has recommenced its business and operations in at least 50% of its Plymouth Meeting Executive Campus Critical Tenant Space; provided, however, if the Plymouth Meeting Executive Campus Critical Tenant recommences its operations in less than
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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107 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
100% of its Plymouth Meeting Executive Campus Critical Tenant Space, the amount reserved with the lender as described under "Critical Tenant Reserve" above, as a result of the related Plymouth Meeting Executive Campus Critical Tenant Trigger Event, is not less than the Plymouth Meeting Executive Campus Critical Tenant Deposit Amount and in the case of either scenario set forth in this subsection (b)(1), the applicable Plymouth Meeting Executive Campus Critical Tenant is paying full monthly rent and has provided an updated estoppel certificate reasonably satisfactory to the lender, or (2) the applicable Plymouth Meeting Executive Campus Critical Tenant Lease is terminated and the Releasing Condition is satisfied; or (iii) (a) commencing on the date of the occurrence of a monetary event of default or material non-monetary event of default by a Plymouth Meeting Executive Campus Critical Tenant under any Plymouth Meeting Executive Campus Critical Tenant Lease beyond any applicable cure or grace period, and (b) ending when either (1) such event of default has been cured, as determined in the reasonable discretion of the lender, and no other monetary event of default exists under the applicable Plymouth Meeting Executive Campus Critical Tenant Lease for a consecutive period of not less than three calendar months or (2) the applicable Plymouth Meeting Executive Campus Critical Tenant Lease has been terminated and the Releasing Condition is satisfied.
A "Plymouth Meeting Executive Campus Critical Tenant" means (i) Accolade and/or (ii) any future tenant (whether one or more) which is subject to a Plymouth Meeting Executive Campus Critical Tenant Lease.
"Plymouth Meeting Executive Campus Critical Tenant Space" means the leased premises occupied by any Plymouth Meeting Executive Campus Critical Tenant pursuant to its Plymouth Meeting Executive Campus Critical Tenant Lease.
A "Plymouth Meeting Executive Campus Critical Tenant Lease" means (i) the Accolade lease and/or (ii) any future lease (whether one or more) that accounts for 15% or more of the annual revenues generated by the Plymouth Meeting Executive Campus Properties.
Subordinate and Mezzanine Debt. The Plymouth Meeting Executive Campus Subordinate Companion Loan has an outstanding principal balance as of the Cut-off Date of $5.0 million, and accrues interest at a fixed rate of 0.0% per annum. For additional information, see "Description of the Whole Pool-The Whole Loans-The Serviced AB Whole Loans- Plymouth Meeting Executive Campus Whole Loan" in the Preliminary Prospectus.
Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.
Permitted Preferred Equity. The Plymouth Meeting Executive Campus Whole Loan documents permit [future] preferred equity in the maximum amount of $15,500,000 subject to the satisfaction of certain conditions (the "Permitted Preferred Equity") including, among others, (i) no event of default exists, (ii) the lender's reasonable pre-approval of the language to be contained in the sole member's organizational documents and any other documentation as evidence of the Permitted Preferred Equity and the rights of the holder in relation thereto, including those provisions which detail the holder's ability to assume ownership control of the borrower, (iii) the holder is not permitted at any time the Plymouth Meeting Executive Campus Whole Loan remains outstanding to sell or transfer its rights in the Permitted Preferred Equity except as otherwise permitted pursuant to the Plymouth Meeting Executive Campus Whole Loan documents and any other documents entered in relation thereto with or in favor of the lender, (iv) if required by the lender, the holder of the Permitted Preferred Equity and the lender enter into and execute a recognition agreement in form and substance reasonably acceptable to the lender, (v) the holder of the Permitted Preferred Equity may not exercise its rights in relation thereto without satisfying the requirements under the Plymouth Meeting Executive Campus Whole Loan documents, (vi) the outside redemption date for such Permitted Preferred Equity is 10 years from the origination date, (vii) the maximum return rate for such Permitted Preferred Equity is (a) 8.25% for years 1 through 5, (b) 9.5% for years 6 and 7, and (c) during years 8 through 10, an amount equivalent to principal and interest payments that would be due based upon an 11% interest rate, and an amortization schedule of 25 years, (viii) as a condition to exercising any right to cause a change in control of the borrower, there is an assumption of guaranties and indemnities made in relation to the Plymouth Meeting Executive Campus Whole Loan by a party acceptable to the lender in its sole discretion (it being understood that the borrower sponsors' (a) guaranty of the Recourse Portion (as defined in the Plymouth Meeting Executive Campus Whole Loan documents), and (b) their covenants and obligations to the lender under the guaranty will survive any such assumption of ownership control of the borrower by the holder of any Permitted Preferred Equity), (ix) the repayment of the Permitted Preferred Equity and the rights which may be exercised in relation thereto will be expressly subordinate to the Plymouth Meeting Executive Campus Whole Loan, and (x) delivery of a rating agency confirmation.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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108 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 9 - Plymouth Meeting Executive Campus |
Partial Release. The borrower may obtain the release of one or more individual Plymouth Meeting Executive Campus Properties from the lien of the Plymouth Meeting Executive Campus Whole Loan upon satisfaction of the terms and conditions set forth in the Plymouth Meeting Executive Campus Whole Loan documents (any such event being a "Partial Release Event"), which include but are not limited to: (i) no event of default exists, unless the completion of such Partial Release Event will result in the cure of all events of default, as applicable and in each case, as determined by the lender in its reasonable discretion, (ii) the borrower either prepays the Plymouth Meeting Executive Campus Whole Loan in accordance with the Plymouth Meeting Executive Campus Whole Loan documents or, after the expiration of the Plymouth Meeting Executive Campus Lockout Period (as defined below), partially defeases the Plymouth Meeting Executive Campus Whole Loan, in each case in an amount equal to the applicable release price for the applicable individual Plymouth Meeting Executive Campus Property, (iii) the borrower delivers a REMIC opinion and a rating agency confirmation, (iv) the borrower delivers evidence, satisfactory to the lender, such that after giving effect to such Partial Release Event, the in-place occupancy of the remaining Plymouth Meeting Executive Campus Properties is 85% or greater as of the date of the proposed Partial Release Event, (v) after giving effect to such Partial Release Event, (a) the debt service coverage ratio for the remaining Plymouth Meeting Executive Campus Properties is no less than the greater of (1) the debt service coverage ratio as of origination or (2) the debt service coverage ratio of the Plymouth Meeting Executive Campus Properties immediately prior to such Partial Release Event, (b) the debt yield for the remaining Plymouth Meeting Executive Campus Properties is no less than the greater of (1) the debt yield as of origination or (2) the debt yield immediately prior to such Partial Release Event, (vi) the borrower has paid all reasonable costs and out-of-pocket expenses of the lender actually incurred in connection with the Partial Release Event and (vi) satisfaction of customary REMIC requirements.
"Plymouth Meeting Executive Campus Lockout Period" means the period from the Plymouth Meeting Executive Campus Whole Loan origination date to but excluding the first payment date following the earlier to occur of (i) September 26, 2027 and (ii) the second anniversary of the date on which the entire Plymouth Meeting Executive Campus Whole Loan (including any subordinated interest therein) has been securitized pursuant to a securitization or series of securitizations.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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109 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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110 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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111 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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112 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
Mortgage Loan Information | Property Information | |||
Mortgage Loan Seller: | LMF | Single Asset / Portfolio: | Single Asset | |
Original Principal Balance: | $19,000,000 | Title: | Fee | |
Cut-off Date Principal Balance: | $19,000,000 | Property Type - Subtype: | Retail - Anchored | |
% of IPB: | 2.9% | Net Rentable Area (SF): | 144,447 | |
Loan Purpose: | Refinance | Location: | Naperville, IL | |
Borrower: | Cress Creek L.L.C. | Year Built / Renovated: | 1987 / NAP | |
Borrower Sponsor: | Arthur Goldner | Occupancy: | 97.8% | |
Interest Rate: | 6.83000% | Occupancy Date: | 3/24/2025 | |
Note Date: | 4/30/2025 | 4th Most Recent NOI (As of): | $1,943,650 (12/31/2022) | |
Maturity Date: | 5/6/2035 | 3rd Most Recent NOI (As of): | $1,985,399 (12/31/2023) | |
Interest-only Period: | 60 months | 2nd Most Recent NOI (As of): | $1,948,004 (12/31/2024) | |
Original Term: | 120 months | Most Recent NOI (As of): | $1,945,628 (TTM 2/28/2025) | |
Original Amortization Term: | 360 months | UW Economic Occupancy: | 95.0% | |
Amortization Type: | Interest Only, Amortizing Balloon | UW Revenues: | $2,907,993 | |
Call Protection: | L(11),YM1(102),O(7) | UW Expenses: | $741,400 | |
Lockbox / Cash Management: | Springing | UW NOI: | $2,166,592 | |
Additional Debt: | No | UW NCF: | $2,051,035 | |
Additional Debt Balance: | N/A | Appraised Value / Per SF: | $31,800,000 / $220 | |
Additional Debt Type: | N/A | Appraisal Date: | 4/4/2025 | |
Escrows and Reserves(1) | Financial Information | |||||
Initial | Monthly | Initial Cap | Cut-off Date Loan / SF: | $132 | ||
Taxes: | $102,776 | $24,471 | N/A | Maturity Date Loan / SF: | $124 | |
Insurance: | $47,600 | $4,121 | N/A | Cut-off Date LTV: | 59.7% | |
Replacement Reserve: | $0 | $1,806 | N/A | Maturity Date LTV: | 56.5% | |
TI / LC Reserve: | $0 | $7,824 | N/A | UW NCF DSCR: | 1.38x | |
Immediate Repairs: | $40,438 | $0 | N/A | UW NOI Debt Yield: | 11.4% | |
Other Reserve(2): | $0 | $8,333 | N/A | |||
Sources and Uses | |||||||
Sources | Proceeds | % of Total | Uses | Proceeds | % of Total | ||
Mortgage Loan | $19,000,000 | 100.0% | Loan Payoff | $14,149,689 | 74.5 | % | |
Return of Equity | 3,987,843 | 21.0 | % | ||||
Closing Costs | 671,654 | 3.5 | |||||
Upfront Reserves | 190,813 | 1.0 | % | ||||
Total Sources | $19,000,000 | 100.0% | Total Uses | $19,000,000 | 100.0 | % |
(1) | For a full description of Escrows and Reserves, see "Escrows and Reserves" below. |
(2) | Other reserves of $8,333 monthly represent critical tenant rollover reserves for Binny's Liquors and Fresh Thyme. |
The Loan. The tenth largest mortgage loan (the "Cress Creek Square Shopping Center Mortgage Loan") is evidenced by a single promissory note in the original principal amount of $19,000,000 and is secured by the borrower's fee interest in an anchored retail shopping center located in Naperville, Illinois (the "Cress Creek Square Shopping Center Property"). The Cress Creek Square Shopping Center Mortgage Loan was originated on April 30, 2025 by LMF Commercial, LLC ("LMF") and proceeds were used to pay off existing debt of approximately $14,149,689, pay closing costs of approximately $671,654, fund upfront reserves totaling $190,813 and return equity to the borrower of approximately $3,987,843.
The Cress Creek Square Shopping Center Mortgage Loan accrues interest at a fixed rate of 6.83000% per annum on an Actual/360 basis, has a 10-year original term and is interest only for the first five years and thereafter, the Cress Creek Square Shopping Center Mortgage Loan becomes amortizing on a 30 year schedule for the final five years. The scheduled maturity date of the Cress Creek Square Shopping Center Mortgage Loan is May 6, 2035.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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113 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
The Property. The Cress Creek Square Shopping Center Property is a 144,447 square foot grocery-anchored retail community center located in Naperville, Illinois. The Cress Creek Square Shopping Center Property was originally constructed in 1987 and is improved with two, single-story buildings, situated on a 19.05 acre site. The Cress Creek Square Shopping Center Property is anchored by Binny's Liquors and Fresh Thyme. Other prominent tenants include UFC Gym Naperville, Hartland Medical Naperville, X-Golf Naperville LLC, Edward Health Ventures and CFG Naperville LLC.
As of March 24, 2025, the Cress Creek Square Shopping Center Property was 97.8% occupied by 25 tenants. No single tenant represents more than 20.2% of underwritten base rent and only Binny's Liquors occupies more than 19.8% of the net rentable area. The Cress Creek Square Shopping Center Property contains 575 parking spaces yielding a parking ratio of approximately 3.98 spaces per 1,000 square feet of rentable area.
Major Tenants. The three largest tenants based on underwritten base rent are Binny's Liquors, Fresh Thyme and UFC Gym Naperville.
Binny's Liquors (29,922 square feet; 20.7% of NRA; 14.4% of underwritten base rent, Moody's/S&P/Fitch: NR/NR/NR). Established in 1948 by Harold Binstein as Gold Standard Liquors near Wrigley Field, Binny's Liquors has grown to become the Midwest's largest retailer of wine, spirits, beer, and cigars. Binny's Liquors has operated at the Cress Creek Square Shopping Center Property since 1993 and has a lease expiring in May 2030, with eight, five-year lease renewal options remaining. Binny's Liquors current base rent is $11.00 per square foot on a NNN basis and will remain the same until the end of the current term. Additionally, Binny's Liquors pays its pro rata share of insurance, common area maintenance expenses with 10.0% administrative fees and its share of real estate taxes. Binny's Liquors has an exclusive right to sell packaged alcoholic beverages and cigars at the Cress Creek Square Shopping Center Property (except to the extent alcoholic beverages are sold by a general grocery store exceeding 25,000 square feet and provided the alcoholic beverage display and sales area does not exceed 1,500 square feet of total floor space). Binny's Liquors is required to report sales within 60 days after the end of each lease year. The lease to Binny's Liquors is guaranteed by Gold Standard Enterprises, Inc.
Fresh Thyme (28,655 square feet; 19.8% of NRA; 20.2% of underwritten base rent, Moody's/S&P/Fitch: NR/NR/NR). Headquartered in Downers Grove, Illinois, Fresh Thyme is a grocery store offering a wide selection of fresh, local, and organic produce and meat alongside a variety of national brands and local favorites. Fresh Thyme operates approximately 70 stores across the United States, located in several states such as Illinois, Indiana, Kentucky, Michigan, Minnesota, Missouri, Nebraska, Ohio, and Pennsylvania, among others. Meijer Companies, Ltd. is the lease guarantor and has an ownership interest in Fresh Thyme which officially operates as Lakes Venture, LLC. Meijer Companies, Ltd. operates approximately 240 grocery stores and 200 gas stations throughout the United States. Fresh Thyme has operated at the Cress Creek Square Shopping Center Property since 2015 and has a lease expiring in September 2030, with three, five-year lease renewal options remaining. Fresh Thyme's current base rent is $14.75 per square foot on a NNN basis and will increase to $16.12 per square foot in October 2025. In addition, Fresh Thyme pays its pro rata share of insurance, common area maintenance expenses with 7.0% administrative fees and its share of real estate taxes. Fresh Thyme has the right to operate a grocery store, meat or seafood market, produce market, natural or health food store, vitamin and supplements store, health or beauty products store, wine, beer and/or liquor store, or a full-service bakery or delicatessen at the Cress Creek Square Shopping Center Property. Further, Fresh Thyme has the option to go dark at any time and the landlord has the right (if Fresh Thyme is dark for more than 90 consecutive days excluding periods of inoperation due to "Exempted Discontinuance" as defined in its lease) to terminate the lease upon a 60 day written notice to Fresh Thyme.
UFC Gym Naperville (11,979 square feet; 8.3% of NRA; 6.6% of underwritten base rent, Moody's/S&P/Fitch: NR/NR/NR). UFC Gym Naperville is a fitness facility that offers a variety of classes and amenities, including HIIT sessions, boxing conditioning, Brazilian Jiu-Jitsu, personalized coaching, and recovery services such as cryotherapy and HydroMassage chairs. UFC Gym Naperville has operated at the Cress Creek Square Shopping Center Property since 2017 and has a lease expiring in August 2029, with one five-year lease renewal option remaining. UFC Gym Naperville's current base rent is $11.50 per square foot on a NNN basis and will increase to $12.50 per square foot in September 2025, $13.50 per square foot in September 2026, $13.77 per square foot in September 2027, and $14.05 per square foot in September 2028. In addition, UFC Gym Naperville pays its pro rata share of insurance, common area maintenance expenses with 10.0% administrative fees and its share of real estate taxes. UFC Gym Naperville is required to report annual gross sales. Additionally, UFC Gym Naperville has an exclusive right to run a martial arts studio at the Cress Creek Square Shopping Center Property.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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114 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
The following information presents certain information relating to the historical occupancy of the Cress Creek Square Shopping Center Property:
Historical and Current Occupancy(1) | |||
2022 | 2023 | 2024 | Current(2) |
90.0% | 95.0% | 92.0% | 97.8% |
(1) | Historical occupancies are as of December 31 of each respective year. |
(2) | Current occupancy is based on the underwritten rent roll as of March 24, 2025. |
Appraisal. According to the appraisal, the Cress Creek Square Shopping Center Property had an "as-is" appraised value of $31,800,000 as of April 4, 2025. The table below shows the appraisal's "as-is" conclusions.
Appraisal Valuation Summary(1) | ||
Appraisal Approach | Appraised Value | Capitalization Rate |
Income Capitalization Approach | $31,800,000 | 7.00% |
(1) | Source: Appraisal. |
Environmental. According to the Phase I environmental site assessment dated April 10 2025, GRS Group, identified a controlled recognized environmental condition related to a One Hour Cleaners located at 790 Royal St George Drive - Suite 109, which is within the Cress Creek Square Shopping Center Property. According to a review of records, a Focused Subsurface Site Investigation & Remediation Objectives Report was submitted in 2006 associated with the drycleaning operation. Based on the documents reviewed, a focused No Further Remediation (NFR) Letter was issued for the dry cleaner unit. The Illinois Environmental Protection Agency (IEPA) implemented an on-site groundwater use restriction, concrete engineered barrier, industrial/commercial land use restriction and Construction Worker notification. A NFR Inspection Evaluation Document dated August 28, 2017 by IEPA was reviewed by GRS Group with IEPA reporting the site is in compliance. No further action was required. See "Description of the Mortgage Pool-Environmental Considerations" in the Preliminary Prospectus.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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115 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
The following table presents certain information relating to the major tenants by net rentable area at the Cress Creek Square Shopping Center Property:
Top Tenant Summary(1) | ||||||||
Tenant |
Ratings Moody's/S&P/Fitch |
Net Rentable Area (SF) |
% of Total NRA |
UW Base Rent PSF |
UW Base Rent |
% of Total UW Base Rent |
Lease Expiration Date |
|
Binny's Liquors(2)(3) | NR/NR/NR | 29,922 | 20.7% | $11.00 | $329,142 | 14.4% | 5/31/2030 | |
Fresh Thyme(4)(5)(6) | NR/NR/NR | 28,655 | 19.8 | $16.12 | 461,919 | 20.2 | 9/30/2030 | |
UFC Gym Naperville(7)(8) | NR/NR/NR | 11,979 | 8.3 | $12.50(9) | 149,738 | 6.6 | 8/31/2029 | |
Hartland Medical Naperville(10)(11) | NR/NR/NR | 9,575 | 6.6 | $8.90 | 85,207 | 3.7 | 1/31/2030 | |
X-Golf Naperville LLC(12) | NR/NR/NR | 7,000 | 4.8 | $12.99(13) | 90,930 | 4.0 | 6/30/2029 | |
Edward Health Ventures | NR/NR/NR | 4,868 | 3.4 | $22.50(14) | 109,530 | 4.8 | 12/31/2031 | |
CFG Naperville LLC | NR/NR/NR | 4,239 | 2.9 | $21.45 | 90,927 | 4.0 | 4/30/2028 | |
Royal BFD | NR/NR/NR | 4,219 | 2.9 | $17.87(15) | 75,394 | 3.3 | 1/31/2032 | |
East India Company, Inc. | NR/NR/NR | 4,101 | 2.8 | $25.30(16) | 103,755 | 4.5 | 1/31/2028 | |
Plaques Plus Inc. | NR/NR/NR | 3,903 | 2.7 | $19.35 | 75,509 | 3.3 | MTM | |
Warrior's Edge Martial Arts | NR/NR/NR | 3,901 | 2.7 | $22.29 | 86,953 | 3.8 | 12/31/2025 | |
Two Tortugas LLC | NR/NR/NR | 3,883 | 2.7 | $12.50(17) | 48,538 | 2.1 | 7/31/2027 | |
Major Tenants | 116,245 | 80.5% | $14.69 | $1,707,539 | 74.7% | |||
Other Tenants | 25,090 | 17.4 | $23.03 | 577,791 | 25.3 | |||
Occupied Collateral Total | 141,335 | 97.8% | $16.17 | $2,285,330 | 100.0% | |||
Vacant Space | 3,112 | 2.2 | ||||||
Collateral Total | 144,447 | 100.0% | ||||||
(1) | Based on the underwritten rent roll as of March 24, 2025 with rent steps totaling $72,534 through February 2026. |
(2) | Binny's Liquors has eight, five-year lease renewal options remaining. |
(3) | Binny's Liquors has the exclusive right to sell packaged alcoholic beverages and cigars at the Cress Creek Square Shopping Center Property (except to the extent alcoholic beverages are sold by a general grocery store exceeding 25,000 square feet and provided the alcoholic beverage display and sales area does not exceed 1,500 square feet of total floor space). |
(4) | Fresh Thyme has three, five-year lease renewal options remaining. |
(5) | Fresh Thyme has the right to operate a grocery store, meat or seafood market, produce market, natural or health food store, vitamin and supplements store, health or beauty products store, wine, beer and/or liquor store, or a full-service bakery or delicatessen at the Cress Creek Square Shopping Center Property. |
(6) | Fresh Thyme has a go-dark provision in its lease. |
(7) | UFC Gym Naperville has one, five-year lease renewal option remaining. |
(8) | UFC Gym Naperville has the exclusive right to run a martial arts studio at the Cress Creek Square Shopping Center Property. |
(9) | UFC Gym Naperville's rent will increase to $12.50 per square foot in September 2025, $13.50 per square foot in September 2026, $13.77 per square foot in September 2027, and $14.05 per square foot in September 2028. |
(10) | Hartland Medical Naperville has the exclusive right to sell medical supplies at the Cress Creek Square Shopping Center Property. |
(11) | Hartland Medical Naperville has a go-dark provision in its lease. |
(12) | X-Golf Naperville LLC has a go-dark provision in its lease. |
(13) | X-Golf Naperville LLC's rent will increase to $12.99 per square foot in December 2025, $13.25 per square foot in December 2026, $13.51 per square foot in December 2027, and $13.78 per square foot in December 2028. |
(14) | Edward Health Ventures' rent will increase to $22.50 per square foot in January 2026 and $23.00 per square foot in January 2027. |
(15) | Royal BFD's rent will increase to $17.87 per square foot in February 2026 and $18.23 per square foot in February 2027. |
(16) | East India Company, Inc.'s rent will increase to $25.30 per square foot in February 2026 and $26.06 per square foot in February 2027. |
(17) | Two Tortugas LLC's rent will increase to $12.50 per square foot in August 2025 and $13.00 per square foot in August 2026. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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116 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
The following table presents certain information relating to the lease rollover schedule at the Cress Creek Square Shopping Center Property:
Lease Rollover Schedule(1)(2) | |||||||||
Year | Number of Leases Expiring | Net Rentable Area Expiring | % of NRA Expiring | UW Base Rent Expiring | % of UW Base Rent Expiring | Cumulative Net Rentable Area Expiring | Cumulative % of NRA Expiring | Cumulative UW Base Rent Expiring | Cumulative % of UW Base Rent Expiring |
Vacant | NAP | 3,112 | 2.2% | NAP | NAP | 3,112 | 2.2% | NAP | NAP |
2025 & MTM | 3 | 9,392 | 6.5 | $195,985 | 8.6% | 12,504 | 8.7% | $195,985 | 8.6% |
2026 | 0 | 0 | 0.0 | 0 | 0.0 | 12,504 | 8.7% | $195,985 | 8.6% |
2027 | 5 | 14,303 | 9.9 | 287,394 | 12.6 | 26,807 | 18.6% | $483,379 | 21.2% |
2028 | 4 | 11,162 | 7.7 | 266,018 | 11.6 | 37,969 | 26.3% | $749,397 | 32.8% |
2029 | 4 | 22,857 | 15.8 | 333,058 | 14.6 | 60,826 | 42.1% | $1,082,455 | 47.4% |
2030 | 5 | 71,049 | 49.2 | 949,896 | 41.6 | 131,875 | 91.3% | $2,032,351 | 88.9% |
2031 | 1 | 4,868 | 3.4 | 109,530 | 4.8 | 136,743 | 94.7% | $2,141,881 | 93.7% |
2032 | 1 | 4,219 | 2.9 | 75,394 | 3.3 | 140,962 | 97.6% | $2,217,275 | 97.0% |
2033 | 0 | 0 | 0.0 | 0 | 0.0 | 140,962 | 97.6% | $2,217,275 | 97.0% |
2034 | 2 | 3,485 | 2.4 | 68,055 | 3.0 | 144,447 | 100.0% | $2,285,330 | 100.0% |
2035 | 0 | 0 | 0.0 | 0 | 0.0 | 144,447 | 100.0% | $2,285,330 | 100.0% |
2036 & Beyond | 0 | 0 | 0.0 | 0 | 0.0 | 144,447 | 100.0% | $2,285,330 | 100.0% |
Total | 25 | 144,447 | 100.0% | $2,285,330 | 100.0% |
(1) | Based on the underwritten rent roll as of March 24, 2025, with rent steps of $72,534 through February 2026. |
(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 Rollover Schedule. |
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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117 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
The following table presents certain information relating to the historical operating results and underwritten cash flows of the Cress Creek Square Shopping Center Property:
Operating History and Underwritten Net Cash Flow | |||||||
2022 | 2023 | 2024 | TTM(1) | Underwritten | Per Square Foot | %(2) | |
Rents in Place |
$2,042,223 | $1,971,002 | $2,045,935 | $2,093,091 | $2,212,796 | $15.32 | 72.3% |
Vacancy Gross Up | 0 | 0 | 0 | 0 | 74,394 | 0.52 | 2.4 |
Rent Steps(3) | 0 | 0 | 0 | 0 | 72,534 | 0.50 | 2.4 |
Reimbursements | 672,453 | 796,160 | 684,040 | 681,152 | 698,163 | 4.83 | 22.8 |
Other Income(4) | 0 | 0 | 0 | 0 | 3,000 | 0.02 | 0.1 |
Gross Potential Income | $2,714,675 | $2,767,162 | $2,729,975 | $2,774,243 | $3,060,887 | $21.19 | 100.0% |
(Vacancy) | 0 | 0 | 0 | 0 | (152,894) | (1.06) | (5.0) |
Effective Gross Income | 2,714,675 | $2,767,162 | $2,729,975 | $2,774,243 | $2,907,993 | $20.13 | 95.0% |
Real Estate Taxes | 320,796 | 321,820 | 305,345 | 328,485 | 293,647 | 2.03 | 10.1 |
Insurance | 39,398 | 52,532 | 49,359 | 49,359 | 49,454 | 0.34 | 1.7 |
Other Operating Expenses | 410,831 | 407,411 | 427,267 | 450,771 | 398,299 | 2.76 | 13.7 |
Total Expenses | $771,025 | $781,763 | $781,971 | $828,616 | $741,400 | $5.13 | 25.5% |
Net Operating Income | $1,943,650 | $1,985,399 | $1,948,004 | $1,945,628 | $2,166,592 | $15.00 | 74.5% |
Capital Expenditures | 0 | 0 | 0 | 0 | 21,667 | 0.15 | 0.8 |
TI/LC(5) | 0 | 0 | 0 | 0 | 93,891 | 0.65 | 3.2 |
Net Cash Flow | $1,943,650 | $1,985,399 | $1,948,004 | $1,945,628 | $2,051,035 | $14.20 | 70.5% |
(1) | TTM represents the trailing 12-month period ending February 28, 2025. |
(2) | % column represents percent of Gross Potential Income for all revenue lines and represents percent of Effective Gross Income for the remainder of fields. |
(3) | Represents rent steps through February 2026. |
(4) | Other Income includes income for a seasonal tenant in December for a Christmas tree lot (Swan's Christmas Trees). |
(5) | Tenant improvements and leasing commissions are underwritten based on $0.33 per square feet each, respectively. |
The Market. The Cress Creek Square Shopping Center Property is located in Naperville, Illinois. The Cress Creek Square Shopping Center Property is situated approximately 31 miles west of Downtown Chicago, Illinois and approximately 10 miles east of Aurora, Illinois. The neighborhood surrounding the Cress Creek Square Shopping Center Property consists primarily of mixed-use developments with residential, ground floor retail and restaurants, and mall developments situated along major arterials. Fox Valley Mall, a 1.5 million square feet shopping mall, is located approximately 4 miles southwest of the Cress Creek Square Shopping Center Property. According to the appraisal, the Cress Creek Square Shopping Center Property is located in the Western East/West Corridor retail submarket within the Chicago retail market.
According to the appraisal, the Chicago retail market had inventory of approximately 635 million square feet, a vacancy rate of approximately 4.6% and quoted rental rate of $17.54 per square foot as of the fourth quarter of 2024. Additionally, according to the appraisal, the Western East/West Corridor retail submarket had inventory of approximately 57.5 million square feet, a vacancy rate of approximately 5.9% and quoted rental rate of $19.24 per square foot as of the fourth quarter of 2024.
According to the appraisal, within a one-, three- and five-mile radius of the Cress Creek Square Shopping Center Property, the estimated 2024 population is 13,136, 86,729 and 212,812, respectively. Within the same radii, the estimated 2024 average annual household income is $162,437, $169,747 and $170,993, respectively.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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118 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
The following table presents certain information relating to comparable retail centers for the Cress Creek Square Shopping Center Property:
Competitive Property Summary(1) | |||||
Property Name Location |
Year Built / Renovated | Total NRA (SF) | Total Occupancy | Distance to Subject | Tenant Name |
Cress Creek Square Shopping Center 702-764 Royal Saint George Drive Naperville, IL |
1987 / NAP | 144,447(2) | 97.8%(2) | - |
Binny's Liquors Fresh Thyme UFC Gym Naperville |
Prairie Crossings Shopping Center 11043-11185 West Lincoln Highway Frankfort, IL |
2004 / NAP | 109,079 | 100.0% | 32.3 miles | Whole Foods |
I Heritage Square 7603-7605 Highway 311 Sellersburg, IN |
1987 / 2020 | 54,913 | 100.0% | 310.0 miles | Jay C Food Stores |
Aldi 1680 East Apple Avenue Muskegon, MI |
2023 / 2024 | 28,156 | 100.0% | 210.0 miles | Aldi |
Metro Market 1010 North Rochester Street Mukwonago, WI |
1990 / 2018 | 63,303 | 100.0% | 92.2 miles |
Roundy's Supermarket |
Market at McKnight 9594 Manchester Road St. Louis, MO |
2007 / NAP | 54,618 | 100.0% | 288.0 miles | Aldi |
Fabyan Randall Plaza 1902-1980 West Fabyan Parkway Batavia, IL |
2001 / NAP | 91,415 | 100.0% | 15.4 miles | The Paper Store |
Randall Commons 1596 South Randall Road Geneva, IL |
1998 / NAP | 227,229 | 81.7% | 16.0 miles | Bullfrog International |
Mosaic Crossing 1851-1892 North Neltnor Boulevard West Chicago, IL |
1988 / NAP | 100,242 | NAV | 11.2 miles | Kids Empire |
Dundee Point 86 West Dundee Road Buffalo Grove, IL |
1965 / 2002 | 31,409 | NAV | 33.1 miles | Midway America Slot Car |
Sangamon Center North 1861 East Sangamon Avenue Springfield, IL |
1972 / 1996 | 139,392 | NAV | 179.0 miles | Planet Fitness |
Forest Plaza 6125 East State Street Rockford, IL |
1985 / 1994 | 439,471 | 90.7% | 65.9 miles | Buckle |
Grand/Thatcher Plaza 8330-8368 West Grand Avenue River Grove, IL |
1970 / NAP | 49,050 | 100.0% | 24.0 miles | NVA |
3300 W Belmont Avenue 3300 West Belmont Avenue Chicago, IL |
1978 / 2007 | 82,500 | 100.0% | 34.3 miles | SpinXpress 2 |
Nantucket Square 1023 South Roselle Road Schaumburg, IL |
1980 / NAP | 53,720 | 79.9% | 20.4 miles | Bricks and Minifigs |
5251 West 95th Street 5251 West 95th Street Oak Lawn, IL |
2008 / NAP | 17,669 | 100.0% | 29.3 miles | Confidential |
(1) | Source: Appraisal unless otherwise indicated. |
(2) | Based on the underwritten rent roll as of March 24, 2025. |
The Borrower. The borrower is Cress Creek, L.L.C., an Illinois limited liability company and single purpose entity with no independent directors.
The Borrower Sponsor. The borrower sponsor and non-recourse carveout guarantor is Arthur Goldner. Arthur Goldner is the founder of Arthur Goldner & Associates, Inc ("AGA"). AGA has sponsored over 100 partnerships or limited liability companies to acquire various assets and real estate in six states. AGA has completed transactions totaling approximately $1.1 billion dollars over 166 transactions covering approximately 7.95 million square feet over the past 42 years. AGA currently manages over 2 million square feet of real estate valued at over $184 million. Services provided by AGA include asset management, commercial and investment brokerage and tenant/landlord representation.
Property Management. The Cress Creek Square Shopping Center Property is managed by Arthur Goldner & Associates, Inc., an affiliate of the borrower.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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119 |
Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
Escrows and Reserves. At origination, the borrower deposited (i) approximately $102,776 for tax reserves, (ii) approximately $47,600 for insurance reserves and (iii) approximately $40,438 for immediate repair reserves.
Tax Escrows - The borrower is required make monthly deposits equal to 1/12th of the annual estimated tax payments during the next ensuing 12 months, currently estimated at $24,471.
Insurance Escrows - The borrower is required make monthly deposits equal to 1/12th of the annual estimated insurance payments that lender estimates will be payable for the renewal of coverages, currently estimated at $4,121.
Replacement Reserve - The borrower is required make monthly deposits equal to $1,806 for replacement reserves.
TI / LC Reserve - The borrower is required make monthly deposits equal to $7,824 for TI/LC reserves.
Critical Tenant Rollover Reserve - The borrower is required make monthly deposits equal to $8,333 for critical tenant rollover reserves.
Lockbox / Cash Management. The Cress Creek Square Shopping Center Mortgage Loan is structured with a springing lockbox and springing cash management. Within five business days after the occurrence of a Cash Sweep Event (as defined below), the borrower or the property manager is required to deliver a notice to all tenants at the Cress Creek Square Shopping Center Property directing them to remit any rent and all other sums due under the applicable lease directly to the lender-controlled lockbox account. If the borrower or any agent of the borrower at any time after the occurrence of a Cash Sweep Event receives from any tenant or any other party any rents or other charges related to the Cress Creek Square Shopping Center Property, the borrower is required to immediately, and in any event within one business day, remit or cause its agent to remit such receipts to the lockbox account bank. During the occurrence of any Cash Sweep Event, funds deposited in the lockbox account are required to be swept on each business day into a lender controlled cash management account and applied (i) to make required deposits (if any) into the tax reserve subaccount, (ii) to make required deposits (if any) into the insurance reserve subaccount, (iii) to make required deposits (if any) to the debt service reserve subaccount, (iv) to deposit funds sufficient to pay fees and expenses for the cash management bank into the cash management fee subaccount, (v) to deposit funds sufficient to pay monthly capital expenditures into the capital expenditure reserve subaccount, (vi) to deposit funds sufficient to pay the monthly rollover deposit into the rollover reserve subaccount and (vii) to deposit funds sufficient to pay any interest accruing at the default rate, late payment charges and any other amount due and payable under the Cress Creek Square Shopping Center Mortgage Loan documents into the delinquency subaccount. To the extent that no Cash Sweep Event Period is continuing, all excess cash flow is required to be disbursed to the borrower.
A "Cash Sweep Event" will commence upon any of the following: (i) the occurrence of an event of default under the Cress Creek Square Shopping Center Mortgage Loan documents; (ii) bankruptcy of the borrower; (iii) bankruptcy of the guarantor; (iv) bankruptcy of the property manager; (vi) a Cash Sweep DSCR Trigger Event (as defined below); or (vii) a Critical Tenant Trigger Event (as defined below).
A Cash Sweep Event will end: (a) with regard to clause (i), upon the cure of the event of default; (b) with regard to clause (ii), upon the bankruptcy action against the borrower being discharged, stayed or dismissed within 60 days of such filing; (c) with regard to clause (iii), upon the bankruptcy action against the guarantor being discharged, stayed or dismissed within 60 days of such filing; (d) with respect to clause (iv), (a) if the borrower replaces the property manager with a new property manager acceptable to the lender or (b) if the bankruptcy action against the property manager is discharged, stayed or dismissed within 120 days of such filing; (e) with respect to clause (v), once the trailing twelve month debt service coverage ratio is greater than 1.15x for two consecutive quarters; and (f) with respect to clause (vi), on the date which the Critical Tenant Trigger Event is cured.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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Structural and Collateral Term Sheet | BMO 2025-C12 | |
No. 10 - Cress Creek Square Shopping Center |
A "Cash Sweep DSCR Trigger Event" means, any date on which the lender determines the debt service coverage ratio based on the trailing twelve-month period immediately preceding the date of such determination is less than 1.10x.
A "Critical Tenant Trigger Event" means any of the following with respect to any Critical Tenant Lease (as defined below): (i) the applicable Critical Tenant (as defined below) gives notice of its intention to terminate or not to extend or renew the applicable Critical Tenant Lease or the applicable Critical Tenant Lease is otherwise terminated; (ii) on or prior to twelve months prior to the then applicable expiration date under its lease, the related Critical Tenant fails to give irrevocable notice of its election to renew its lease; (iii) on or prior to the date by which the related Critical Tenant is required under its lease to notify the landlord of its election to renew its lease, such Critical Tenant fails to give such notice; (iv) an event of default occurs under such Critical Tenant Lease; (v) bankruptcy of the related Critical Tenant or any guarantor of such Critical Tenant Lease occurs; (vi) the related Critical Tenant elects to pay reduced rent (including, without limitation, percentage rent in lieu of fixed rent) pursuant to any right or remedy contained in the applicable Critical Tenant Lease; or (vii) the related Critical Tenant discontinues its normal business operations at its leased premises (other than a temporary cessation of business operations for permitted renovations or necessary repairs).
A Critical Tenant Trigger Event will end: (a) with regard to clauses (i), (ii) and (iii) above, on the date that (1) a Critical Tenant Lease Extension (as defined below) is duly executed and delivered by the borrower, such Critical Tenant Lease Extension covers all of the applicable Critical Tenant space, all tenant improvement costs, leasing commissions and other material costs and expenses related thereto have been satisfied or an amount sufficient to cover any such costs and expenses as reasonably determined by the lender, has been deposited into the critical tenant TI/LC account or (2) a Critical Tenant Space Re-tenanting Event (as defined below) has occurred with respect to the applicable Critical Tenant space; (b) with regard to clause (iv), upon a cure of the applicable event of default; (c) with regard to clause (v), when such Critical Tenant ceases to be a debtor in the applicable bankruptcy action or upon the affirmation of the applicable Critical Tenant Lease in the applicable bankruptcy action, provided that in each case the Critical Tenant is actually paying all rents and other amounts due under the applicable Critical Tenant Lease; (d) with regard to clause (vi), when the applicable Critical Tenant re-commences the payment of full unabated rent; or (e) with regard to clause (vii), when the applicable Critical Tenant re-commences its normal business operations at the applicable Critical Tenant space or a Critical Tenant Space Re-tenanting Event has occurred.
A "Critical Tenant" means each of (i) Binny's Liquors and (ii) Fresh Thyme, together with their respective successors and assigns, and any other tenant hereafter occupying all or a portion of the related Critical Tenant space.
A "Critical Tenant Lease" means each of (i) the Binny's Liquors lease, (ii) the Fresh Thyme lease, and (iii) any lease entered into pursuant to which a tenant leases all or a portion of the related Critical Tenant space.
A "Critical Tenant Lease Extension" means (i) the exercise by a Critical Tenant of the five-year extension right in accordance with the provisions currently set forth in the applicable Critical Tenant Lease.
A "Critical Tenant Space Re-tenanting Event" means the date upon which all of the following conditions have been satisfied with respect to such Critical Tenant Lease: (i) the related Critical Tenant space has been leased to one or more replacement tenant(s) for a term of at least five years and otherwise on terms and conditions reasonably acceptable to the lender, (ii) all tenant improvement costs, leasing commissions and other material costs and expenses relating to the re-letting of the related Critical Tenant space has been paid in full, and (iii) the replacement tenant(s) is conducting normal business operations at the related Critical Tenant space.
Subordinate and Mezzanine Debt. Not permitted.
Permitted Future Subordinate or Mezzanine Debt. Not permitted.
Partial Release. Not permitted.
Ground Lease. None.
THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET 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. |
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