Operating, Occupancy and Other Information Receipt, Analysis and Distribution Best Practices

Transcription

1 Operating, Occupancy and Other Infrmatin Receipt, Analysis and Distributin Best Practices (Prcess Flw between Special Servicer (SS), Master Servicer (MS), and Trustee (T)/Certificate Administratr (CA)) I. Dcumentatin, Analysis and Other Infrmatin A. Surce Dcuments (received by SS and distributed t r published by required parties) Operating statement Rent Rlls r ther ccupancy reprts Fr nn-reo, nn-seasnal prperties, ccupancy infrmatin frm site inspectins may be used as a surce if the prperty has a limited number f tenants (10 r less) and supprting tenant and ccupancy dcumentatin (square ftage, lease expiratin, rent, etc.) is included with the site inspectin. STR reprts Retail Sales Reprts, as available Receiver Reprts Full receiver package Operating and ccupancy infrmatin extracted frm the receiver package fr analysis Prperty Management Reprts Full Prperty Management package Operating and ccupancy infrmatin extracted frm the prperty management reprting package fr analysis f REO perating infrmatin B. Wrk Prduct (resulting analysis frm Surce Dcuments, as defined by the CREFC IRP including nrmalizatin) OSAR NOIWS On an individual prperty basis unless nly a cnslidated perating statement is prvided as the Surce Dcument. The MS and SS are nt required t prduce a rlled up r cnslidated OSAR r NOIWS if individual prperty perating statements are available. Shuld reflect detailed perating data per the related Surce Dcument and nt nly ttals fr revenue, expense, etc. C. Other Dcuments (received by SS and distributed t r published by required parties) Financial (Guarantr) Statements Tax Returns Budgets Tenant Sales Nte: In all cases, sensitivity t what is required t be distributed r published shuld be applied while cnsidering the best interest f the related trust/wner. II. Cmpliance/QC Measures A. Reprting between MS and SS i. Delivered by MS t SS n a mnthly basis 1

2 Special Serviced Lan/REO Operating and Occupancy Infrmatin Receipt Reprt Reprt reflecting perating infrmatin and reprts received by the MS frm the SS and timing f receipt. ii. Delivered by SS t MS n a mnthly basis Special Serviced Lan/REO Operating and Occupancy Infrmatin Submissin Reprt Reprt reflecting perating infrmatin and reprts distributed t the MS frm the SS and timing f delivery. III. Cntact List List f key individuals and glbal addresses Parties managing the prcess as MS and r SS (listed in pririty f cntact rder) in additin t ther required parties such as the T, CA, etc. Glbal addresses ( mailbxes ) fr receipt and delivery f Surce Dcuments, Wrk Prduct and Other Dcuments. IV. Prcess (Nte Thrughut this best practice, it is inferred that distributin r delivery f infrmatin ccurs electrnically.) Special Servicer SS required t take the fllwing steps: pursue perating and ccupancy infrmatin fr delivery t servicing and lan agreement parties including MS pursue histrical infrmatin (perids pre-transfer t special servicing, preceding tw (2) years and mst recent year t date) if nt already btained by the MS perfrm OSAR and NOIWS analysis fr delivery t servicing and lan agreement parties including MS if btained, include histrical infrmatin (perids pre-transfer t special servicing, preceding tw (2) years and mst recent year t date) within the OSAR and NOIWS (As italicized belw, additinal cmments are prvided fr instances where the SS is required t deliver Surce Dcuments t the MS, but is nt required t perfrm and deliver the analysis (i.e. OSAR and NOIWS) t the MS.) i) SS steps Lan (Pst transfer t SS) 1. Receipt f histrical infrmatin As reprted t the T by the MS and nt already received frm the MS, request mst recent OSAR and related NOIWS in additin t the related Surce Dcuments used by the MS t prepare the mst recent OSAR and NOIWS data (inclusive f ccupancy data). 2

3 Request utstanding histrical Surce Dcuments (perids pre-transfer t special servicing, preceding tw (2) years and mst recent year t date, inclusive f ccupancy data). Histrical and current infrmatin will be used by the SS t prepare future Wrk Prduct. 2. Receipt f pst transfer perating infrmatin Cntinue t pursue receipt f BOTH perating and ccupancy infrmatin fr all lans in special servicing. Fcus n receipt f infrmatin fr all prperties including: Lans with wrkut strategy f frbearance r mdificatin Lans subject t bankruptcy (as available, utilize useful infrmatin received pursuant t bankruptcy curt dcuments) Prperty management packages fr REO lans Receiver reprts, as applicable (as available, utilize useful infrmatin received within receiver reprts) 3. Infrmatin Frequency Request that perating infrmatin frm Brrwer include 3 mnth YTD at a minimum. Fr seasnal prperties, request quarterly and trailing 12 perating infrmatin. (Nte: Fr thse instances where the MS perfrms the analysis, the MS will nt analyze r reprt mnthly perating statements r any perating statements with less than 3 mnths YTD perating infrmatin. Hwever, the Surce Dcument will be made available t investrs. Additinally, and depending n the MS, the MS may nt cnslidate cnsecutive perating statements t prduce a trailing 12 statement fr a seasnal prperty.) 4. Analysis f Infrmatin Prepare OSAR and NOIWS fr each perating statements (3 mnth YTD minimum) in Excel. Wrk Prduct shuld include: Updated ccupancy infrmatin (i.e. ccupancy date, ccupancy rate, ADR, RevPar, etc.) at the tp f OSAR and NOIWS At Cntributin data as reprted by MS n either the histrical OSAR r within the Lan Peridic Update File. (Nte: Line item revenue and expense detail shuld be included n the OSAR as available.) (Nte: If the MS is preparing the OSAR and NOIWS, it is recmmended that a trailing twelve mnth OSAR and NOIWS is cmpleted fr seasnal prperties. Such OSAR and NOIWS may be cmpleted using 12 mnths cnsecutive perating data as prvided by the SS in a single statement r n an nging basis.) 5. Delivery f Surce Dcuments and Wrk Prduct Depending n the servicing agreement requirements, the SS may be required t analyze and r distribute mnthly (see exceptin nted belw), quarterly, annual and r any updated infrmatin. 3

4 Sme servicing agreements indicate any updated infrmatin shuld be analyzed and distributed (see example f such language belw): The Operating Statement Analysis Reprt fr each Mrtgaged Prperty which cnstitutes security, directly r indirectly, fr a Specially Serviced Mrtgage Lan r is an REO Prperty is t be updated by the Special Servicer and such updated reprt delivered t the applicable Servicer within thirty (30) days after receipt by the Special Servicer f any updated perating statements fr each such Mrtgaged Prperty. In rder t prvide the mst current infrmatin t investrs, the SS shuld send all perid end Surce Dcuments (mnthly (nt required if included within ther peridic statements), quarterly, annual, any year t date) and crrespnding Wrk Prduct (3 mnth YTD minimum) t the MS. YTD submissins shuld nt be restricted t exact quarter end mnths if mre current YTD infrmatin is available. Delivery t the MS f any Surce Dcument r Wrk Prduct des nt mdify any servicing r lan agreement requirements by the SS t deliver infrmatin t ther required parties. It is expected that the SS will always analyze and distribute fiscal year end Surce Dcuments and Wrk Prduct. Althugh Surce Dcuments may be sent t the MS r ther required servicing r lan agreement parties n a rutine basis, it is expected that any Wrk Prduct delivered t the MS by the SS shuld be simultaneusly accmpanied by the related Surce Dcuments used t prepare Wrk Prduct. Other Dcumentatin nt specifically used t prepare the Wrk Prduct will be sent t the MS as required pursuant t the servicing and lan agreements. Apprpriate measures will be taken by the SS t ensure persnally identifiable r any sensitive infrmatin is nt shared with r accessible by unqualified persns. (Nte: If the MS is preparing the OSAR and NOIWS, the SS shuld prmptly deliver the Surce Dcuments t the MS in rder t expedite the cmpletin and reprting f the Wrk Prduct by the MS. The SS shuld make reasnable effrts t send the Surce Dcument t the MS within 10 business days f receipt. If pssible, the SS shuld send the perating statement infrmatin simultaneusly with the ccupancy infrmatin.) ii) SS steps - Upn freclsure r DIL (REO) 1. Mnthly Delivery f REO Package Deliver t the MS, the REO entire package frm the prperty manager. Mnthly is acceptable since prperty management packages are prduced n a recurring, mnthly basis. 2. Analysis and Delivery f Surce Infrmatin Prepare OSAR and NOIWS fr each perating statement (3 mnth YTD minimum) in Excel. If pssible, this Wrk Prduct shuld be a cntinuatin f perating infrmatin reprted pre-cnversin t REO. 4

5 The Wrk Prduct delivered t the MS shuld be accmpanied by the Surce Dcuments extracted r separated frm the prperty management reprting package (perating statement, rent rll, etc.). 3. SS steps - Cmpliance and Reprting (Lan and REO) Review and prmptly respnd t Special Serviced Lan/REO Operating and Occupancy Infrmatin Receipt Reprt prduced by the MS. The SS shuld cmpare the infrmatin received and reprted by the MS t the infrmatin prvided by the SS t the MS. Variances r gaps shuld be prmptly cmmunicated t the MS. Prvide MS with a mnthly reprt reflecting Surce Dcuments and Wrk Prduct prvided t the MS. This mnthly reprt shuld be substantially in the frm f the Special Serviced Lan/REO Operating and Occupancy Infrmatin Submissin Reprt. Per servicing agreement r lan dcuments, SS may be required t deliver Surce Dcuments and Wrk Prduct t parties ther than the MS. Such parties may include B Ntehlders, Participants, Operating Advisrs, etc. Fr crrected mrtgage lans and if nt already prvided t the MS, the SS will prvide the MS all Surce Dcuments and Wrk Prduct while the lan/reo was specially serviced. Master Servicer i) MS steps - Pst transfer t SS (Lan and REO) 1. Delivery f histrical infrmatin If nt already prvided t the SS, deliver r prvide access t mst recent OSAR and related NOIWS in additin t the related Surce Dcuments used t prepare the mst recent analysis. This infrmatin will be used by the SS t prepare future Wrk Prduct. 2. Receipt f pst transfer infrmatin frm SS (Surce Dcument and Wrk Prduct) Mnitr, track and reprt variances fr receipt and r nn-receipt f Surce Dcuments and Wrk Prduct fr all lans in special servicing. This prcess applies t BOTH perating and ccupancy infrmatin. Prvide SS with a mnthly reprt reflecting Surce Dcuments and Wrk Prduct received and r utstanding. This mnthly reprt shuld be substantially in the frm f the Special Serviced Lan/REO Operating and Occupancy Infrmatin Receipt Reprt. (Nte: If the MS is preparing the OSAR and NOIWS, the SS shuld prmptly deliver the Surce Dcuments t the MS in rder t expedite the cmpletin and reprting f the Wrk Prduct by the MS. The SS shuld make reasnable effrts t send the Surce Dcument t the MS within 10 business days f 5

6 receipt. If pssible, the SS shuld send the perating statement infrmatin simultaneusly with the ccupancy infrmatin.) Fcus n receipt f Surce Dcuments and Wrk Prduct, as applicable, fr all special serviced including: Lans with wrkut strategy f frbearance r mdificatin Lans subject t bankruptcy (ensure infrmatin is received pursuant t bankruptcy curt dcuments) Prperty management packages fr REO lans, and specific perating and ccupancy infrmatin used t prepare the Wrk Prduct Receiver reprts, and specific perating and ccupancy infrmatin used t prepare the Wrk Prduct Regardless whether the MS r SS are required t prepare the OSAR/NOIWS per the servicing agreement, rent rll r ccupancy reprts received by the MS shuld be analyzed and reprted within the Prperty File and the varius supplemental reprts. The SS des nt typically prvide these reprts t the MS. Additinally, if the ccupancy reprts d nt crrelate with the perating statement perid ending date, the MS shuld analyze the ccupancy reprts, and prmptly reprting such infrmatin t the trustee/wner. 3. Reprting The MS shuld reprt the mst recent Surce Dcument and Wrk Prduct t investrs even if the infrmatin is dated r stale (including fr histrical perids received frm the SS fr perids pre-transfer t SS). Rent rll r ccupancy reprts may be received that d nt crrelate with perating statements received. This shuld nt prevent the MS frm analyzing and prmptly reprting ccupancy r tenant data. The MS is required t reprt and distribute Surce Dcuments and Wrk Prduct t parties per servicing agreement. MS will analyze and reprt perating infrmatin (inclusive f ccupancy infrmatin) in the CREFC IRP n r befre the secnd reprting cycle after receipt f the Surce Dcuments and Wrk Prduct. (Nte: If the MS is preparing the OSAR and NOIWS, the MS shuld prmptly prepare the Wrk Prduct n r befre the secnd reprting cycle after receipt f the Surce Dcuments frm the SS.) The mnthly MS reprting t the Trust shuld include perating and ccupancy infrmatin reprted within the CREFC IRP as fllws: Data Files Lan Peridic Update and Prperty File Revenue, Operating Expenses, NOI, NCF, DSCR NOI, DSCR NCF and related as f date Occupancy and as f date Financial File Detailed perating data per Financial File specificatins Prperty File 6

7 Revenue, Operating Expenses, NOI, NCF, DSCR NOI, DSCR NCF and related as f date Occupancy and as f date Lease rllver percentages and as f date Tp 5 tenant names, square ftage and lease expiratin dates Supplemental Reprts On a mnthly basis fr all active assets, an OSAR and supprting NOIWSs fr each perid reflected n the related OSAR. All OSARs and NOIWSs shuld be in Excel. Including updated perating r ccupancy data with the varius supplemental reprts at a lan r prperty level, as applicable Indirect Delivery via Website, Prtals, etc. Depending n the servicer, Surce Dcuments and Wrk Prduct are made available t investrs via varius servicer prtals. Access t such prtals is restricted by the related servicer based n the apprved level f granted access fr such investr. Typically, access is granted fr the fllwing: Operating statements Rent rlls STR reprts Tenant sales reprts OSAR NOIWS Typically, access is limited r restricted t the fllwing: Entire prperty management packages Receiver packages Tax returns Financial (Guarantr) Statements Budgets T Other Parties Per servicing agreement r lan dcuments, MS may be required t deliver Surce Dcument and Wrk Prduct t parties ther than the T and investrs. Such parties may include B Ntehlders, Participants, Operating Advisr, etc. Special Servicer and Master Servicer Frequent crss cmmunicatin between the MS and SS shuld ccur at least mnthly t reslve utstanding receivable and deliverable variances and issues. Cmmunicatin shuld be directed t the apprpriate parties based n the Cntact List. Feedback shuld be prmpt and cncise in regards t any variance reprts delivered between the SS and MS. This includes but is nt limited t the SS respnses t the Special Serviced Lan/REO Operating and Occupancy 7

8 Infrmatin Receipt Reprt (prepared by the MS) and the Special Serviced Lan/REO Operating and Occupancy Infrmatin Submissin Reprt (prepared by the SS). The MS will cmmunicate with the SS and determine agreed upn revisins prir t finalizing r reprting Wrk Prduct t the Trustee when: the SS is required t prepare and deliver the Wrk Prduct t the MS, the MS chses t re-spread r re-analyze the Surce Dcument prvided, and the MS prduces revised Wrk Prduct different frm the Wrk Prduct prvided by the SS t the MS Trustee/Certificate Administratr ( CA ) The T and r CA will receive certain Surce Dcuments and Wrk Prduct frm varius MS and SS n an nging basis. Based upn servicing requirements, the Trustee r CA may be required t pst the Wrk Prduct t its website within a dedicated area (i.e. Special Ntice Sectin). Hwever, fr lder transactins the perating infrmatin is generally nt required t be psted t the T/CA websites. When this is the case, sme Ts/CAs will nt pst the actual Surce Dcuments, but will deliver them upn request. As a standard practice, an investr certificatin is required prir t i) delivery f the Surce Dcumentatin and/r the Wrk Prduct t required parties per the servicing agreement, r ii) frwarding f such request by the T r CA t the related servicer fr their delivery f such infrmatin. On a rutine basis, investrs btain bth the Surce Dcuments and Wrk Prduct directly frm the related MS upn cmpletin and apprval f required certificatins. 8