Freddie Mac Home - (Approximate) Multifamily Mortgage ... Federal Home Loan Mortgage Corporation...

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Transcript of Freddie Mac Home - (Approximate) Multifamily Mortgage ... Federal Home Loan Mortgage Corporation...

  • $444,201,323 (Approximate)

    Multifamily Mortgage Pass-Through Certificates, Series 2020-SB75

    FRESB 2020-SB75 Mortgage Trust issuing entity

    J.P. Morgan Chase Commercial Mortgage Securities Corp. depositor

    Federal Home Loan Mortgage Corporation mortgage loan seller and guarantor

    We, J.P. Morgan Chase Commercial Mortgage Securities Corp., intend to establish a trust to act as an issuing entity, which we refer to in this offering circular as the

    “issuing entity.” The primary assets of the issuing entity will consist of 159 multifamily mortgage loans (comprising four loan groups) secured by 159 mortgaged real properties with the characteristics described in this offering circular. The issuing entity will issue seven classes of certificates, five of which, referred to in this offering circular as the “offered certificates,” are being offered by this offering circular, as listed below. The issuing entity will pay interest and/or principal monthly, commencing in July 2020. The offered certificates represent obligations of the issuing entity only (and, solely with respect to certain payments of interest and principal pursuant to a guarantee of the offered certificates described in this offering circular, Freddie Mac), and do not represent obligations of or interests in us or any of our affiliates. We do not intend to list the offered certificates on any national securities exchange or any automated quotation system of any registered securities association.

    Investing in the offered certificates involves risks. See “Risk Factors” beginning on page 46 of this offering circular.

    Offered Classes

    Total Initial Principal Balance or

    Notional Amount

    Approximate % of Total Initial

    Principal Balance

    Initial Pass- Through

    Rate(1) CUSIP

    Number

    Assumed Weighted

    Average Life (Years)(2)

    Assumed Principal Window

    (Months)(2)

    Assumed Final Distribution

    Date(2)

    Assumed Final Distribution Date – No Prepayments(3)

    Class A-5F $ 83,506,227 16.919% 0.99000% 30314WAA5 4.17 1 – 58 April 25, 2025 April 25, 2025 Class A-5H $161,487,396 32.719% 1.20000% 30314WAC1 4.11 1 – 59 May 25, 2025 April 25, 2040 Class A-10F $ 92,479,084 18.737% 1.39000% 30314WAE7 7.29 1 – 118 April 25, 2030 May 25, 2030 Class A-10H $106,728,616 21.624% 1.47000% 30314WAG2 7.25 1 – 118 April 25, 2030 April 25, 2040

    Class X1 $444,201,323 N/A 1.00540%(4) 30314WAJ6 5.54 N/A April 25, 2030 April 25, 2040

    (1) Pass-through rate is described under “Description of the Certificates—Distributions—Calculation of Pass-Through Rates” in this offering circular. Initial rate is approximate with respect to the class X1 certificates.

    (2) The assumed weighted average lives, assumed principal windows and assumed final distribution dates have been calculated based on a 5% CPR prepayment speed as described in the footnotes to the table under “Summary of Offering Circular—Transaction Overview” in this offering circular.

    (3) Calculated based on a 0% CPR prepayment speed as described in the footnotes to the table under “Summary of Offering Circular—Transaction Overview” in this offering circular. (4) The initial pass-through rate with respect to the class X1 certificates gives effect to the distribution of Additional Interest Accrual Amounts (as defined under “—The Offered

    Certificates—Interest Distributions”). See “Description of the Certificates—Distributions” in this offering circular.

    Credit enhancement will be provided by (i) the subordination of certain classes of certificates to certain other classes of certificates as described in this offering circular under “Summary of Offering Circular—The Offered Certificates—Priority of Distributions and Subordination” and “Description of the Certificates—Distributions— Subordination” and (ii) the guarantee of the offered certificates by Freddie Mac as described under “Summary of Offering Circular—The Offered Certificates—Freddie Mac Guarantee,” and “Description of the Certificates—Distributions—Freddie Mac Guarantee” in this offering circular.

    The issuing entity will be relying on an exclusion 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, 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 Volcker Rule under the Dodd-Frank Act (both as defined in this offering circular).

    It is a condition to the issuance of the offered certificates that they be guaranteed by Freddie Mac as described in this offering circular. The obligations of Freddie Mac under its guarantee of the offered certificates are obligations of Freddie Mac only. Freddie Mac will not guarantee any class of certificates other than the offered certificates. The offered certificates are not guaranteed by the United States of America (“United States”) and do not constitute debts or obligations of the United States or any agency or instrumentality of the United States other than Freddie Mac. Income on the offered certificates has no exemption under federal law from federal, state or local taxation.

    Because of applicable securities law exemptions, we have not registered the offered certificates with any federal or state securities commission. No securities commission has reviewed this offering circular.

    We are offering the offered certificates through the placement agents, J.P. Morgan Securities LLC, Amherst Pierpont Securities LLC, Mischler Financial Group, Inc., Performance Trust Capital Partners, LLC, Stifel, Nicolaus & Company, Incorporated and SunTrust Robinson Humphrey, Inc. Each placement agent has agreed to use commercially reasonable efforts to solicit offers to purchase the offered certificates. Each placement agent may also purchase offered certificates as principal. Any offered certificates so purchased by a placement agent will be resold in a manner similar to those offered certificates offered through the placement agents as agents. We reserve the right to withdraw, cancel or modify the offer made by this offering circular without notice, and we may reject any offer to purchase the offered certificates, in whole or in part. The placement agents will offer the offered certificates to prospective investors from time to time in negotiated transactions or otherwise at varying prices determined at the time of sale. It is expected that delivery of the offered certificates will be made in book-entry form on or about June 19, 2020.

    J.P. Morgan Co-Lead Manager and Joint Bookrunner

    Amherst Pierpont Securities Co-Lead Manager and Joint Bookrunner

    Offering Circular Dated June 12, 2020

    Mischler Financial Group, Inc. Co-Manager Performance Trust Co-Manager Stifel, Nicolaus & Company, Incorporated Co-Manager SunTrust Robinson Humphrey Co-Manager

  • 0.2% - 2.9%

    3.0% - 9.9%

    10.0% - 42.4%

    Percentage of Initial Mortgage Pool Balance

    Florida 8 properties $19,010,097 3.9% of total

    New Jersey 8 properties $21,412,119 4.3% of total

    Rhode Island 1 property $3,500,000 0.7% of total

    Connecticut 2 properties $3,804,336 0.8% of total

    Massachusetts 1 property $2,524,275 0.5% of total

    Georgia 5 properties $18,051,001 3.7% of total

    Virginia 2 properties $2,746,739 0.6% of total

    North Carolina 3 properties $7,378,645 1.5% of total

    Texas 7 properties $17,658,371 3.6% of total

    Tennessee 2 properties $2,907,760 0.6% of total

    Alabama 1 property $3,020,000 0.6% of total

    Kentucky 1 property $4,326,000 0.9% of total

    Oklahoma 1 property $1,760,000 0.4% of total

    Colorado 3 properties $9,290,000 1.9% of total

    New Mexico 1 property $5,118,000 1.0% of total

    Ohio 1 property $2,775,000 0.6% of total

    Washington 7 properties $15,948,351 3.2% of total

    Oregon 5 properties $18,524,507 3.8% of total

    California 59 properties $209,372,903 42.4% of total

    New York 21 properties $63,238,340 12.8% of total

    Pennsylvania 4 properties $15,538,980 3.1% of total

    Illinois 12 properties $35,492,601 7.2% of total

    Minnesota 1 property $1,025,000 0.2% of total

    Missouri 1 property $4,200,000 0.9% of total

    Indiana 1 property $2,624,000 0.5% of total

    Michigan 1 property $2,310,000 0.5% of total

    Multifamily Mortgage Pass-Through Certificates Series 2020-SB75 FRESB 2020-SB75 Mortgage Trust

  • -3-

    TABLE OF CONTENTS

    Offering Circular IMPORTANT NOTICE REGARDING THE CERTIFICATES ...................................................................................................... 4  IMPORTANT NOTICE ABOUT INFORMATION PRESENTED IN THIS OFFERING CIRCULAR ......................................... 4  NOTICE TO FLORIDA RESIDENTS ............................................................................................................................................. 4  NOTICE TO CANADA RESIDENTS ............................................................................................................................................. 4  NOTICE TO RESIDENTS OF THE EUROPEAN ECONOMIC AREA AND THE UNITED KINGDOM ................................... 5  NOTICE TO RESIDENTS OF THE UNITED KINGDOM ...........................................................