Common use of United States Securities and Exchange Commission Clause in Contracts

United States Securities and Exchange Commission. and state regulators have not approved or disapproved of the offered certificates or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. Deutsche Mortgage & Asset Receiving Corporation will not list the offered certificates on any securities exchange or on any automated quotation system of any securities association. The issuing entity will be relying on an exclusion or exemption from the definition of “investment company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”), contained in Section 3(c)(5) of the Investment Company Act or Rule 3a-7 under the Investment Company Act, although there may be additional exclusions or exemptions available to the issuing entity. The issuing entity is being structured so as not to constitute a “covered fund” for purposes of the Xxxxxxx Rule under the Xxxx-Xxxxx Act (both as defined in this prospectus). The underwriters, Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC, Citigroup Global Markets Inc., AmeriVet Securities, Inc. and Xxxxxx Xxxxxxxx, LLC will purchase the offered certificates from Deutsche Mortgage & Asset Receiving Corporation and will offer them to the public at negotiated prices, plus, in certain cases, accrued interest, determined at the time of sale. Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC and Citigroup Global Markets Inc. are acting as co-lead managers and joint bookrunners in the following manner: Deutsche Bank Securities Inc. is acting as sole bookrunning manager with respect to approximately 23.3% of each class of offered certificates, X.X. Xxxxxx Securities LLC is acting as sole bookrunning manager with respect to approximately 30.8% of each class of offered certificates, Xxxxxxx Xxxxx & Co. LLC is acting as sole bookrunning manager with respect to approximately 24.4% of each class of offered certificates and Citigroup Global Markets Inc. is acting as sole bookrunning manager with respect to approximately 21.5% of each class of offered certificates. AmeriVet Securities, Inc. and Xxxxxx Xxxxxxxx, LLC are acting as co-managers. EXHIBIT A-2 FIRST PAGE OF EACH FWP FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000-000000-00 From: Db Cmbs Deutsche Bank (DEUTSCHE BANK SECURI) [mailto:xxxxxxxxxx00@xxxxxxxxx.xxx] Sent: Monday, July 20, 2020 11:13 AM Subject: BMARK 2020-B18 **NEW ISSUE ANNOUNCEMENT** PUBLIC BMARK 2020-B18 -- NEW ISSUE CMBS $636.912MM NEW ISSUE CMBS ***PUBLIC OFFERING*** JOINT BOOKRUNNERS & CO-LEAD MANAGERS: DEUTSCHE BANK, CITIGROUP, X.X. XXXXXX & XXXXXXX XXXXX CO-MANAGERS: XXXXXX XXXXXXXX & AMERIVET SECURITIES RATING AGENCIES: [REDACTED] ***PUBLIC OFFERED CERTIFICATES*** CLASS [REDACTED] SIZE (MM) C/E WAL LTV DY A-1 [REDACTED] 7.467 30.000% 2.69 35.6% 17.3% A-3 [REDACTED] 67.056 30.000% 6.21 35.6% 17.3% A-SB [REDACTED] 8.738 30.000% 7.32 35.6% 17.3% A-4 [REDACTED] 119.000 30.000% 9.41 35.6% 17.3% A-5 [REDACTED] 260.095 30.000% 9.68 35.6% 17.3% A-M [REDACTED] 106.300 18.125% 9.96 41.6% 14.8% B [REDACTED] 33.569 14.375% 9.96 43.5% 14.1% C [REDACTED] 34.687 10.500% 9.96 45.5% 13.5% POOL BALANCE: 934,463,108 NUMBER OF LOANS: 37 NUMBER OF PROPERTIES: 154 WA CUT-OFF LTV: 50.8% WA UNDERWRITTEN NCF DSCR: 3.07x WA UNDERWRITTEN NOI DEBT YIELD: 12.1% WA MORTGAGE INTEREST RATE: 3.7750% WA REM. TERM TO MATURITY (MOS): 104 PROPERTY TYPES: OFFICE (41.7%), INDUSTRIAL (22.4%), HOSPITALITY (9.2%), MULTIFAMILY (8.7%), RETAIL (6.6%), SELF STORAGE (5.8%), MIXED USE (5.5%), OTHER (0.1%) TOP 5 STATES: CA (21.0%), NY (20.8%), NV (17.3%), TX (11.4%), IL (4.0%) AMORTIZATION TYPE: INTEREST ONLY (69.5%); INTEREST ONLY, ARD (15.0%); INTEREST ONLY, THEN AMORTIZING (10.8%); AMORTIZING, THEN INTEREST ONLY (4.1%); AMORTIZING BALLOON (0.7%) TOP 10 & 5 LOANS AS A % OF POOL: 62.2% & 38.5% FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000-000000-00

Appears in 1 contract

Samples: Underwriting Agreement (Benchmark 2020-B18 Mortgage Trust)

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United States Securities and Exchange Commission. and state regulators have not approved or disapproved of the offered certificates or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. Deutsche Mortgage & Asset Receiving Corporation will not list the offered certificates on any securities exchange or on any automated quotation system of any securities association. The issuing entity will be relying on an exclusion or exemption from the definition of “investment company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”), contained in Section 3(c)(5) of the Investment Company Act or Rule 3a-7 under the Investment Company Act, although there may be additional exclusions or exemptions available to the issuing entity. The issuing entity is being structured so as not to constitute a “covered fund” for purposes of the Xxxxxxx Vxxxxxx Rule under the XxxxDxxx-Xxxxx Act (both as defined in this prospectus). The underwriters, Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC, Citigroup Global KeyBanc Capital Markets Inc., AmeriVet Jxxxxxxxx LLC and Academy Securities, Inc. and Xxxxxx XxxxxxxxInc., LLC will purchase the offered certificates from Deutsche Mortgage & Asset Receiving Corporation and will offer them to the public at negotiated prices, plus, in certain cases, accrued interest, determined at the time of sale. Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC and Citigroup Global Markets Inc. are acting as co-lead managers and joint bookrunners in the following manner: Deutsche Bank Securities Inc. is acting as lead manager and sole bookrunning manager bookrunner with respect to approximately 23.3100.0% of each class of offered certificates, X.X. Xxxxxx Securities LLC is acting as sole bookrunning manager with respect to approximately 30.8% of each class of offered certificates, Xxxxxxx Xxxxx & Co. LLC is acting as sole bookrunning manager with respect to approximately 24.4% of each class of offered certificates and Citigroup Global Markets Inc. is acting as sole bookrunning manager with respect to approximately 21.5% of each class of the offered certificates. AmeriVet KeyBanc Capital Markets Inc., Jefferies LLC and Academy Securities, Inc. and Xxxxxx Xxxxxxxx, LLC are acting as co-managers. EXHIBIT A-2 FIRST PAGE OF EACH FWP FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000The underwriters expect to deliver the offered certificates to purchasers in book-000000-00 From: Db Cmbs entry form only through the facilities of The Depository Trust Company in the United States and Clearstream Banking, société anonyme and Euroclear Bank, as operator of the Euroclear System, in Europe, against payment in New York, New York on or about March 16, 2016. Deutsche Mortgage & Asset Receiving Corporation expects to receive from this offering approximately [___]% of the aggregate certificate balance of the offered certificates plus accrued interest from March 1, 2016, before deducting expenses payable to the depositor. Deutsche Bank Securities Lead Manager and Sole Bookrunner KeyBanc Capital Markets Academy Securities Jefferies Co-Managers February , 2016 February 29, 2016 SUPPLEMENT NO. 1 TO PRELIMINARY PROSPECTUS $697,358,000 (DEUTSCHE BANK SECURIApproximate) [mailto:xxxxxxxxxx00@xxxxxxxxx.xxx] Sent: MondayCOMM 2016-DC2 Mortgage Trust (Central Index Key Number 0001663244) Issuing Entity Deutsche Mortgage & Asset Receiving Corporation (Central Index Key Number 0001013454) Depositor German American Capital Corporation (Central Index Key Number 0001541294) KeyBank National Association (Central Index Key Number 0001089877) Jefferies LoanCore LLC (Central Index Key Number 0001555524) Sponsors and Mortgage Loan Sellers COMM 2016-DC2 Mortgage Trust Commercial Mortgage Pass-Through Certificates, July 20Series 2016-DC2 Deutsche Bank Securities Lead Manager and Sole Bookrunner KeyBanc Capital Markets Academy Securities Jefferies Co-Managers This Supplement No. 1 to Preliminary Prospectus, 2020 11:13 AM Subject: BMARK 2020-B18 **NEW ISSUE ANNOUNCEMENT** PUBLIC BMARK 2020-B18 -- NEW ISSUE CMBS $636.912MM NEW ISSUE CMBS ***PUBLIC OFFERING*** JOINT BOOKRUNNERS & CO-LEAD MANAGERS: DEUTSCHE BANKdated February 29, CITIGROUP, X.X. XXXXXX & XXXXXXX XXXXX CO-MANAGERS: XXXXXX XXXXXXXX & AMERIVET SECURITIES RATING AGENCIES: [REDACTED] ***PUBLIC OFFERED CERTIFICATES*** CLASS [REDACTED] SIZE 2016 (MM) C/E WAL LTV DY A-1 [REDACTED] 7.467 30.000% 2.69 35.6% 17.3% A-3 [REDACTED] 67.056 30.000% 6.21 35.6% 17.3% A-SB [REDACTED] 8.738 30.000% 7.32 35.6% 17.3% A-4 [REDACTED] 119.000 30.000% 9.41 35.6% 17.3% A-5 [REDACTED] 260.095 30.000% 9.68 35.6% 17.3% A-M [REDACTED] 106.300 18.125% 9.96 41.6% 14.8% B [REDACTED] 33.569 14.375% 9.96 43.5% 14.1% C [REDACTED] 34.687 10.500% 9.96 45.5% 13.5% POOL BALANCE: 934,463,108 NUMBER OF LOANS: 37 NUMBER OF PROPERTIES: 154 WA CUT-OFF LTV: 50.8% WA UNDERWRITTEN NCF DSCR: 3.07x WA UNDERWRITTEN NOI DEBT YIELD: 12.1% WA MORTGAGE INTEREST RATE: 3.7750% WA REM. TERM TO MATURITY (MOS): 104 PROPERTY TYPES: OFFICE (41.7%this “Supplement”), INDUSTRIAL relates to the offering of COMM 2016-DC2 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2016-DC2 (22.4%)collectively, HOSPITALITY the “Offered Certificates”) and clarifies, updates or adds the following information to the Preliminary Prospectus, dated February 22, 2016 and filed with the Securities and Exchange Commission under accession number 0001539497-16-002533 (9.2%), MULTIFAMILY (8.7%), RETAIL (6.6%), SELF STORAGE (5.8%), MIXED USE (5.5%), OTHER (0.1%) TOP 5 STATES: CA (21.0%), NY (20.8%), NV (17.3%), TX (11.4%), IL (4.0%) AMORTIZATION TYPE: INTEREST ONLY (69.5%)the “Preliminary Prospectus”; INTEREST ONLY, ARD (15.0%); INTEREST ONLY, THEN AMORTIZING (10.8%); AMORTIZING, THEN INTEREST ONLY (4.1%); AMORTIZING BALLOON (0.7%) TOP 10 & 5 LOANS AS A % OF POOL: 62.2% & 38.5% FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000-000000-00capitalized terms not defined herein are used as defined in the Preliminary Prospectus):

Appears in 1 contract

Samples: Underwriting Agreement (COMM 2016-Dc2 Mortgage Trust)

United States Securities and Exchange Commission. and state regulators have not approved or disapproved of the offered certificates or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. Deutsche Mortgage & Asset Receiving Corporation will not list the offered certificates on any securities exchange or on any automated quotation system of any securities association. The issuing entity will be relying on an exclusion or exemption from the definition of “investment company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”), contained in Section 3(c)(5) of the Investment Company Act or Rule 3a-7 under the Investment Company Act, although there may be additional exclusions or exemptions available to the issuing entity. The issuing entity is being structured so as not to constitute a “covered fund” for purposes of the Xxxxxxx Vxxxxxx Rule under the XxxxDxxx-Xxxxx Act (both as defined in this prospectus). The underwriters, Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC, Citigroup Global KeyBanc Capital Markets Inc., AmeriVet Jxxxxxxxx LLC and Academy Securities, Inc. and Xxxxxx XxxxxxxxInc., LLC will purchase the offered certificates from Deutsche Mortgage & Asset Receiving Corporation and will offer them to the public at negotiated prices, plus, in certain cases, accrued interest, determined at the time of sale. Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC and Citigroup Global Markets Inc. are acting as co-lead managers and joint bookrunners in the following manner: Deutsche Bank Securities Inc. is acting as lead manager and sole bookrunning manager bookrunner with respect to approximately 23.3100.0% of each class of offered certificates, X.X. Xxxxxx Securities LLC is acting as sole bookrunning manager with respect to approximately 30.8% of each class of offered certificates, Xxxxxxx Xxxxx & Co. LLC is acting as sole bookrunning manager with respect to approximately 24.4% of each class of offered certificates and Citigroup Global Markets Inc. is acting as sole bookrunning manager with respect to approximately 21.5% of each class of the offered certificates. AmeriVet KeyBanc Capital Markets Inc., Jxxxxxxxx LLC and Academy Securities, Inc. and Xxxxxx Xxxxxxxx, LLC are acting as co-managers. EXHIBIT A-2 FIRST PAGE OF EACH FWP FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000The underwriters expect to deliver the offered certificates to purchasers in book-000000-00 From: Db Cmbs entry form only through the facilities of The Depository Trust Company in the United States and Clearstream Banking, société anonyme and Euroclear Bank, as operator of the Euroclear System, in Europe, against payment in New York, New York on or about March 16, 2016. Deutsche Mortgage & Asset Receiving Corporation expects to receive from this offering approximately [___]% of the aggregate certificate balance of the offered certificates plus accrued interest from March 1, 2016, before deducting expenses payable to the depositor. Deutsche Bank Securities Lead Manager and Sole Bookrunner KeyBanc Capital Markets Academy Securities Jefferies Co-Managers February , 2016 February 29, 2016 SUPPLEMENT NO. 1 TO PRELIMINARY PROSPECTUS $697,358,000 (DEUTSCHE BANK SECURIApproximate) [mailto:xxxxxxxxxx00@xxxxxxxxx.xxx] Sent: MondayCOMM 2016-DC2 Mortgage Trust (Central Index Key Number 0001663244) Issuing Entity Deutsche Mortgage & Asset Receiving Corporation (Central Index Key Number 0001013454) Depositor German American Capital Corporation (Central Index Key Number 0001541294) KeyBank National Association (Central Index Key Number 0001089877) Jefferies LoanCore LLC (Central Index Key Number 0001555524) Sponsors and Mortgage Loan Sellers COMM 2016-DC2 Mortgage Trust Commercial Mortgage Pass-Through Certificates, July 20Series 2016-DC2 Deutsche Bank Securities Lead Manager and Sole Bookrunner KeyBanc Capital Markets Academy Securities Jefferies Co-Managers This Supplement No. 1 to Preliminary Prospectus, 2020 11:13 AM Subject: BMARK 2020-B18 **NEW ISSUE ANNOUNCEMENT** PUBLIC BMARK 2020-B18 -- NEW ISSUE CMBS $636.912MM NEW ISSUE CMBS ***PUBLIC OFFERING*** JOINT BOOKRUNNERS & CO-LEAD MANAGERS: DEUTSCHE BANKdated February 29, CITIGROUP, X.X. XXXXXX & XXXXXXX XXXXX CO-MANAGERS: XXXXXX XXXXXXXX & AMERIVET SECURITIES RATING AGENCIES: [REDACTED] ***PUBLIC OFFERED CERTIFICATES*** CLASS [REDACTED] SIZE 2016 (MM) C/E WAL LTV DY A-1 [REDACTED] 7.467 30.000% 2.69 35.6% 17.3% A-3 [REDACTED] 67.056 30.000% 6.21 35.6% 17.3% A-SB [REDACTED] 8.738 30.000% 7.32 35.6% 17.3% A-4 [REDACTED] 119.000 30.000% 9.41 35.6% 17.3% A-5 [REDACTED] 260.095 30.000% 9.68 35.6% 17.3% A-M [REDACTED] 106.300 18.125% 9.96 41.6% 14.8% B [REDACTED] 33.569 14.375% 9.96 43.5% 14.1% C [REDACTED] 34.687 10.500% 9.96 45.5% 13.5% POOL BALANCE: 934,463,108 NUMBER OF LOANS: 37 NUMBER OF PROPERTIES: 154 WA CUT-OFF LTV: 50.8% WA UNDERWRITTEN NCF DSCR: 3.07x WA UNDERWRITTEN NOI DEBT YIELD: 12.1% WA MORTGAGE INTEREST RATE: 3.7750% WA REM. TERM TO MATURITY (MOS): 104 PROPERTY TYPES: OFFICE (41.7%this “Supplement”), INDUSTRIAL relates to the offering of COMM 2016-DC2 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2016-DC2 (22.4%)collectively, HOSPITALITY the “Offered Certificates”) and clarifies, updates or adds the following information to the Preliminary Prospectus, dated February 22, 2016 and filed with the Securities and Exchange Commission under accession number 0001539497-16-002533 (9.2%), MULTIFAMILY (8.7%), RETAIL (6.6%), SELF STORAGE (5.8%), MIXED USE (5.5%), OTHER (0.1%) TOP 5 STATES: CA (21.0%), NY (20.8%), NV (17.3%), TX (11.4%), IL (4.0%) AMORTIZATION TYPE: INTEREST ONLY (69.5%)the “Preliminary Prospectus”; INTEREST ONLY, ARD (15.0%); INTEREST ONLY, THEN AMORTIZING (10.8%); AMORTIZING, THEN INTEREST ONLY (4.1%); AMORTIZING BALLOON (0.7%) TOP 10 & 5 LOANS AS A % OF POOL: 62.2% & 38.5% FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000-000000-00capitalized terms not defined herein are used as defined in the Preliminary Prospectus):

Appears in 1 contract

Samples: Underwriting Agreement (COMM 2016-Dc2 Mortgage Trust)

United States Securities and Exchange Commission. and state regulators have not approved or disapproved of the offered certificates or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. Deutsche Mortgage & Asset Receiving Corporation will not list the offered certificates on any securities exchange or on any automated quotation system of any securities association. The issuing entity will be relying on an exclusion or exemption from the definition of “investment company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”), contained in Section 3(c)(5) of the Investment Company Act or Rule 3a-7 under the Investment Company Act, although there may be additional exclusions or exemptions available to the issuing entity. The issuing entity is being structured so as not to constitute a “covered fund” for purposes of the Xxxxxxx Rule under the Xxxx-Xxxxx Act (both as defined in this prospectus). The underwriters, Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC, Citigroup Global Markets Inc., AmeriVet X.X. Xxxxxx Securities LLC and Academy Securities, Inc. and Xxxxxx Xxxxxxxx, LLC will purchase the offered certificates from Deutsche Mortgage & Asset Receiving Corporation and will offer them to the public at negotiated prices, plus, in certain cases, accrued interest, determined at the time of sale. Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC Inc. and Citigroup Global Markets Inc. are acting as co-lead managers and joint bookrunners in the following manner: Deutsche Bank Securities Inc. is acting as sole bookrunning manager with respect to approximately 23.3% of each class of offered certificates, X.X. Xxxxxx Securities LLC is acting as sole bookrunning manager with respect to approximately 30.8% of each class of offered certificates, Xxxxxxx Xxxxx & Co. LLC is acting as sole bookrunning manager with respect to approximately 24.464.5% of each class of offered certificates and Citigroup Global Markets Inc. is acting as sole bookrunning manager with respect to approximately 21.535.5% of each class of offered certificates. AmeriVet X.X. Xxxxxx Securities LLC and Academy Securities, Inc. and Xxxxxx Xxxxxxxx, LLC are acting as co-managers. EXHIBIT A-2 FIRST PAGE The underwriters expect to deliver the offered certificates to purchasers in book-entry form only through the facilities of The Depository Trust Company in the United States and Clearstream Banking, S.A. and Euroclear Bank, as operator of the Euroclear System, in Europe, against payment in New York, New York on or about May 17, 2017. Deutsche Mortgage & Asset Receiving Corporation expects to receive from this offering approximately % of the aggregate certificate balance of the offered certificates, plus accrued interest from May 1, 2017, before deducting expenses payable by the depositor. CALCULATION OF EACH FWP FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price per unit(1) Proposed maximum aggregate offering price(1) Amount of registration fee(2) Commercial Mortgage Pass-000000-00 From: Db Cmbs Deutsche Bank (DEUTSCHE BANK SECURI) [mailto:xxxxxxxxxx00@xxxxxxxxx.xxx] Sent: Monday, July 20, 2020 11:13 AM Subject: BMARK 2020-B18 **NEW ISSUE ANNOUNCEMENT** PUBLIC BMARK 2020-B18 -- NEW ISSUE CMBS Through Certificates $636.912MM NEW ISSUE CMBS ***PUBLIC OFFERING*** JOINT BOOKRUNNERS & CO-LEAD MANAGERS: DEUTSCHE BANK, CITIGROUP, X.X. XXXXXX & XXXXXXX XXXXX CO-MANAGERS: XXXXXX XXXXXXXX & AMERIVET SECURITIES RATING AGENCIES: [REDACTED] ***PUBLIC OFFERED CERTIFICATES*** CLASS [REDACTED] SIZE (MM) C/E WAL LTV DY A-1 [REDACTED] 7.467 30.000745,291,000 100% 2.69 35.6% 17.3% A-3 [REDACTED] 67.056 30.000% 6.21 35.6% 17.3% A-SB [REDACTED] 8.738 30.000% 7.32 35.6% 17.3% A-4 [REDACTED] 119.000 30.000% 9.41 35.6% 17.3% A-5 [REDACTED] 260.095 30.000% 9.68 35.6% 17.3% A-M [REDACTED] 106.300 18.125% 9.96 41.6% 14.8% B [REDACTED] 33.569 14.375% 9.96 43.5% 14.1% C [REDACTED] 34.687 10.500% 9.96 45.5% 13.5% POOL BALANCE: 934,463,108 NUMBER OF LOANS: 37 NUMBER OF PROPERTIES: 154 WA CUT-OFF LTV: 50.8% WA UNDERWRITTEN NCF DSCR: 3.07x WA UNDERWRITTEN NOI DEBT YIELD: 12.1% WA MORTGAGE INTEREST RATE: 3.7750% WA REM. TERM TO MATURITY (MOS): 104 PROPERTY TYPES: OFFICE (41.7%), INDUSTRIAL (22.4%), HOSPITALITY (9.2%), MULTIFAMILY (8.7%), RETAIL (6.6%), SELF STORAGE (5.8%), MIXED USE (5.5%), OTHER (0.1%) TOP 5 STATES: CA (21.0%), NY (20.8%), NV (17.3%), TX (11.4%), IL (4.0%) AMORTIZATION TYPE: INTEREST ONLY (69.5%); INTEREST ONLY, ARD (15.0%); INTEREST ONLY, THEN AMORTIZING (10.8%); AMORTIZING, THEN INTEREST ONLY (4.1%); AMORTIZING BALLOON (0.7%) TOP 10 & 5 LOANS AS A % OF POOL: 62.2% & 38.5% FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000-000000-00$745,291,000 $86,379.23

Appears in 1 contract

Samples: Underwriting Agreement (CD 2017-Cd4 Mortgage Trust)

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United States Securities and Exchange Commission. and state regulators have not approved or disapproved of the offered certificates or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. Deutsche Mortgage & Asset Receiving Corporation will not list the offered certificates on any securities exchange or on any automated quotation system of any securities association. The issuing entity will be relying on an exclusion or exemption from the definition of “investment company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”), contained in Section 3(c)(5) of the Investment Company Act or Rule 3a-7 under the Investment Company Act, although there may be additional exclusions or exemptions available to the issuing entity. The issuing entity is being structured so as not to constitute a “covered fund” for purposes of the Xxxxxxx Rule under the Xxxx-Xxxxx Act (both as defined in this prospectus). The underwriters, Deutsche Bank Securities Inc., X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC, Citigroup Global Markets Inc., AmeriVet Academy Securities, Inc. and Xxxxxx XxxxxxxxSandler X’Xxxxx & Partners, LLC L.P., will purchase the offered certificates from Deutsche Mortgage & Asset Receiving Corporation and will offer them to the public at negotiated prices, plus, in certain cases, accrued interest, determined at the time of sale. Deutsche Bank Securities Inc., Inc. and X.X. Xxxxxx Securities LLC, Xxxxxxx Xxxxx & Co. LLC and Citigroup Global Markets Inc. are acting as co-lead managers and joint bookrunners in the following manner: Deutsche Bank Securities Inc. is acting as sole bookrunning manager with respect to approximately 23.381.4% of each class of offered certificates, certificates and X.X. Xxxxxx Securities LLC is acting as sole bookrunning manager with respect to approximately 30.8% of each class of offered certificates, Xxxxxxx Xxxxx & Co. LLC is acting as sole bookrunning manager with respect to approximately 24.4% of each class of offered certificates and Citigroup Global Markets Inc. is acting as sole bookrunning manager with respect to approximately 21.518.6% of each class of offered certificates. AmeriVet Academy Securities, Inc. and Xxxxxx XxxxxxxxSandler X’Xxxxx & Partners, LLC L.P. are acting as co-managers. EXHIBIT A-2 The underwriters expect to deliver the offered certificates to purchasers in book-entry form only through the facilities of The Depository Trust Company in the United States and Clearstream Banking, société anonyme and Euroclear Bank, as operator of the Euroclear System, in Europe, against payment in New York, New York on or about April 19, 2016. Deutsche Bank Securities X.X. Xxxxxx Co-Lead Managers and Joint Bookrunners Academy Securities Sandler X’Xxxxx + Partners, L.P. Co-Managers April [__], 2016 FIRST PAGE OF EACH FWP FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NO.: 000A-2-000000-00 From: Db Cmbs Deutsche Bank (DEUTSCHE BANK SECURI) [mailto:xxxxxxxxxx00@xxxxxxxxx.xxx] 1 -----Original Message----- Sent: Monday, July 20March 28, 2020 11:13 2016 9:35 AM Subject: BMARK 2020DBJPM 2016-B18 C1 **NEW ISSUE ANNOUNCEMENT** PUBLIC BMARK 2020DBJPM 2016-B18 C1 -- NEW ISSUE CMBS $636.912MM 647.938MM NEW ISSUE CMBS ***PUBLIC OFFERING*** JOINT BOOKRUNNERS & CO-LEAD MANAGERS: DEUTSCHE BANK, CITIGROUP, BANK & X.X. XXXXXX & XXXXXXX XXXXX CO-MANAGERS: XXXXXX XXXXXXXX ACADEMY & AMERIVET SECURITIES SANDLER X’XXXXX RATING AGENCIES: [REDACTED] ***PUBLIC OFFERED CERTIFICATES*** CLASS RATING ([REDACTED] ]) SIZE (MM) C/E WAL LTV DY A-1 [REDACTED] 7.467 28.858 30.000% 2.69 35.62.93 40.5% 17.316.6% A-3 A-2 [REDACTED] 67.056 35.000 30.000% 6.21 35.64.89 40.5% 17.316.6% A-SB [REDACTED] 8.738 46.052 30.000% 7.32 35.67.40 40.5% 17.316.6% A-3A [REDACTED] 140.000 30.000% ** NOT AVAILABLE ** A-4 [REDACTED] 119.000 247.714 30.000% 9.41 35.69.78 40.5% 17.3% A-5 [REDACTED] 260.095 30.000% 9.68 35.6% 17.316.6% A-M [REDACTED] 106.300 18.12564.420 22.125% 9.96 41.69.81 45.1% 14.814.9% B [REDACTED] 33.569 14.37550.105 16.000% 9.96 43.59.89 48.6% 14.113.8% C [REDACTED] 34.687 10.50035.789 11.625% 9.89 51.2% 13.1% ***PRIVATE CERTIFICATES*** CLASS RATING ([REDACTED]) SIZE (MM) C/E WAL LTV DY A-3B [REDACTED] 75.000 30.000% ** NOT AVAILABLE ** D [REDACTED] 38.856 6.875% 9.96 45.553.9% 13.512.5% POOL BALANCE: 934,463,108 $818,034,828 NUMBER OF LOANS: 37 33 NUMBER OF PROPERTIES: 154 45 WA CUT-OFF LTV: 50.857.9% WA UNDERWRITTEN NCF DSCR: 3.07x 2.03x WA UNDERWRITTEN NOI DEBT YIELD: 12.111.6% WA MORTGAGE INTEREST RATE: 3.77504.6248% WA REM. TERM TO MATURITY (MOS): 104 115 PROPERTY TYPES: OFFICE RETAIL (41.734.9%), INDUSTRIAL OFFICE (22.432.5%), HOSPITALITY (9.221.2%), MULTIFAMILY (8.7%), RETAIL (6.6%), SELF STORAGE (5.85.5%), MIXED USE (5.53.0%), INDUSTRIAL (2.8%), OTHER (0.1%) TOP 5 STATES: CA (21.0%), NY (20.8%), NV (17.322.9%), TX (11.417.5%), IL CA (4.013.6%), FL (12.9%), VA (8.6%) AMORTIZATION TYPE: INTEREST ONLY (69.5%); INTEREST ONLY, ARD (15.038.6%); INTEREST ONLY, THEN AMORTIZING (10.8%); AMORTIZING, THEN INTEREST ONLY (4.134.9%); AMORTIZING BALLOON (0.726.5%) TOP 10 & 5 LOANS AS A % OF POOL: 62.256.8% & 38.535.6% MASTER SERVICER: XXXXX FARGO BANK, NA SPECIAL SERVICER: MIDLAND OPERATING ADVISOR: PARK BRIDGE DIRECTING HOLDER: EIGHTFOLD TRUSTEE: WILMINGTON TRUST, NA CERT. ADMIN.: DEUTSCHE BANK TRUST COMPANY AMERICAS ANTICIPATED TIMING: - TERM SHEET, RED & ANNEX A-1: ATTACHED - THIRD PARTY SYSTEMS: TODAY 3/28 - INVESTOR MEETINGS AVAILABLE UPON REQUEST (CONTACT SALES COVERAGE) - PRE-RECORDED INVESTOR CALL: DIAL-IN #: 000-000-0000; CODE: 76502979 - PRE-SALE REPORTS: TODAY 3/28 OR TOMORROW 3/29 - ANTICIPATED PRICING: WEEK OF 3/28 - ANTICIPATED SETTLEMENT: 4/19 DEUTSCHE BANK TRADING DESK CONTACTS: XXXXXX XXXXXX 000-000-0000 XXXX XXXXXXX 000-000-0000 JPM SPG SYNDICATE CONTACTS: XXXX XXXXXX 000-000-0000 XXXX XXXXXXXX 000-000-0000 XXXXXXXX XXXXXXXX 000-000-0000 ************************************************************************** Investors are urged to read the final prospectus relating to these securities because it contains important information regarding the offering that is not included herein. The issuer, any underwriter or any dealer participating in the offering will arrange to send you the final prospectus if you request it by calling toll-free 1-800-503-4611 or e-mailing a request to xxxxxxxxxx.xxxx@xx.xxx. The asset-backed securities 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 securities may be split, combined or eliminated at any time prior to issuance or availability of a prospectus) and are offered on a “when, as and if issued” basis. You understand that, when you are considering the purchase of these securities, a contract of sale will come into being no sooner than the date on which the relevant class has been priced and we have confirmed the allocation of securities 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. Because the asset-backed securities are being offered on a “when, as and if issued” basis, any such contract will terminate, by its terms, without any further obligation or liability between us, if the securities themselves, or the particular class to which the contract relates, are not issued. Because the asset-backed securities are subject to modification or revision, any such contract also is conditioned upon the understanding that no material change will occur with respect to the relevant class of securities prior to the closing date. If a material change does occur with respect to such class, our contract will terminate, by its terms, without any further obligation or liability between us (the “Automatic Termination”). If an Automatic Termination occurs, we will provide you with revised offering materials reflecting the material change and give you an opportunity to purchase such class. To indicate your interest in purchasing the class, you must communicate to us your desire to do so within such timeframe as may be designated in connection with your receipt of the revised offering materials. The information contained in these materials may be based on assumptions regarding market conditions and other matters as reflected herein. Deutsche Bank Securities Inc. and the other underwriters make no representation regarding the reasonableness of such assumptions or the likelihood that any such assumptions will coincide with actual market conditions or events, and these materials should not be relied upon for such purposes. The underwriters and their respective affiliates, officers, directors, partners and employees, including persons involved in the preparation or issuance of these materials, may, from time to time, have long or short positions in, and buy and sell, the securities mentioned herein or derivatives thereof (including options). Deutsche Bank Securities Inc. and the other underwriters may have an investment or commercial banking relationship with the issuer. Information in these materials is current as of the date appearing on the material only. This preliminary prospectus is not required to contain all information that is required to be included in the prospectus. The information in this prospectus is preliminary and subject to change. Information in these materials regarding any securities discussed herein supersedes all prior information regarding such securities. These materials are 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. You should consult your own counsel, accountant and other advisors as to the legal, tax, business, financial and related aspects of a purchase of these securities. The issuer has filed a registration statement (including a prospectus) with the SEC (registration statement file no. 333-206705) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-503-4611 or by e-mailing a request to xxxxxxxxxx.xxxx@xx.xxx. The securities may not be suitable for all investors. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. ************************************************************************** ------------------------------------------------------------------------------- This has been prepared solely for informational purposes. It is not an offer, recommendation or solicitation to buy or sell, nor is it an official confirmation of terms. It is based on information generally available to the public from sources believed to be reliable. No representation is made that it is accurate or complete or that any returns indicated will be achieved. Changes to assumptions may have a material impact on any returns detailed. Past performance is not indicative of future returns. Price and availability are subject to change without notice. Additional information is available upon request. This communication may contain confidential and/or privileged information. If you are not the intended recipient (or have received this communication in error) please notify the sender immediately and destroy this communication. Any unauthorized copying, disclosure or distribution of the material in this communication is strictly forbidden. Deutsche Bank does not render legal or tax advice, and the information contained in this communication should not be regarded as such. March 28, 2016 FREE WRITING PROSPECTUS FILED PURSUANT TO RULE 433 REGISTRATION FILE NOSTRUCTURAL AND COLLATERAL TERM SHEET $818,034,828 (Approximate Total Mortgage Pool Balance) $647,938,000 (Approximate Offered Certificates) DBJPM 2016-C1 Deutsche Mortgage & Asset Receiving Corporation Depositor German American Capital Corporation JPMorgan Chase Bank, National Association Sponsors and Mortgage Loan Sellers Deutsche Bank Securities X.X. Xxxxxx Co-Lead Managers and Joint Bookrunners Academy Securities Sandler X’Xxxxx + Partners, L.P. Co-Managers The depositor has filed a registration statement (including the prospectus) with the Securities and Exchange Commission (File No. 333-206705) 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 XXXXX on the SEC website at xxx.xxx.xxx. Alternatively, the depositor or Deutsche Bank Securities Inc., any other underwriter, or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-503-4611 or by email to the following address: xxxxxxxxxx.xxxx@xx.xxx. 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.: 000-000000-00

Appears in 1 contract

Samples: Underwriting Agreement (DBJPM 2016-C1 Mortgage Trust)

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