Benchmark 2021-B25 Mortgage Trust

Presale: Benchmark 2021-B25 Mortgage Trust

April 12, 2021

PRIMARY CREDIT ANALYST

Preliminary Ratings Jarrett Murphy New York Class(i) Preliminary rating Preliminary amount ($) Credit enhancement (%) + 1 (212) 438 1164 A-1 AAA (sf) 22,751,000 30.000 jarrett.murphy @spglobal.com A-2 AAA (sf) 18,335,000 30.000 SECONDARY CONTACT A-3 AAA (sf) 38,075,000 30.000 John V Connorton III A-4 AAA (sf) TBD(ii) 30.000 New York A-5 AAA (sf) TBD(ii) 30.000 + 1 (212) 438 3892 john.connorton A-AB AAA(sf) 35,940,000 30.000 @spglobal.com X-A(iii) AA- (sf) 920,578,000(iii) N/A

X-B(iii) NR 93,350,000(iii) N/A

A-S AA- (sf) 116,329,000 19.875

B NR 48,829,000 15.625

C NR 44,521,000 11.750

X-D(iii)(iv) NR 60,319,000(iii) N/A

X-F(iii)(iv) NR 24,415,000(iii) N/A

X-G(iii)(iv) NR 11,489,000(iii) N/A

X-H(iii)(iv) NR 38,776,742(iii) N/A

D(iv) NR 33,032,000 8.875

E(iv) NR 27,287,000 6.500

F(iv) NR 24,415,000 4.375

G(iv) NR 11,489,000 3.375

H(iv) NR 38,776,742 0.000

ST-A(v) NR 11,875,000 0.000

ST-VR(v)(vi) NR 625,000 N/A

300P-A(v) NR 13,196,000 36.386

300P-B(v) NR 43,433,000 25.249

300P-C(v) NR 43,809,000 14.016

300P-D(v) NR 41,917,000 3.268

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Preliminary Ratings (cont.)

Class(i) Preliminary rating Preliminary amount ($) Credit enhancement (%)

300P-E(v) NR 3,495,000 2.372

300P-RR(v)(vi) NR 9,250,000 N/A

RR interest(vi) NR 42,862,034 N/A

RR certificates(vi) NR 17,607,848 N/A

Note: This presale report is based on information as of April 12, 2021. The ratings shown are preliminary. This report does not constitute a recommendation to buy, hold, or sell securities. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. (i)The non-offered certificates will be issued to qualified institutional buyers according to Rule 144A of the Securities Act of 1933. (ii)The final balances of the class A-4 and A-5 certificates will be determined at final pricing. The certificates in aggregate will have a total balance of $689.148 million. (iii)Notional balance. The notional amount of the X-A certificates will be equal to the aggregate certificate balance of the class A-1, A-2, A-3, A-4, A-5, A-AB, and A-S. The notional amount of the X-B certificates will be equal to the aggregate balance of the class B and C certificates. The notional amount of the X-D certificates will be equal to the aggregate balance of the class D and E certificates. The notional amount of the X-F certificates will be equal to the aggregate balance of the class F certificates. The notional amount of the X-G certificates will be equal to the aggregate balance of the class G certificates. The notional amount of the X-H certificates will be equal to the aggregate balance of the class H certificates. (iv)Non-offered certificates. (v)Non-offered, loan-specific certificates. The class ST-A and ST-VR are tied to the subordinate component of the SOMA Teleco Office whole loan. The class 300P-A, 300P-B, 3OOP-C, 300P-D, 300P-E, and 300P-RR are tied to the subordinate component of the Amazon Seattle whole loan. (vi)Non-offered RR certificates. RR--Risk retention. TBD--To be determined. NR--Not rated. N/A--Not applicable.

Profile

Expected closing April 29, 2021. date

Collateral Forty-seven commercial mortgage loans with an aggregate principal balance of $1.209 billion ($1.014 billion of offered certificates), secured by the fee interests in 76 properties across 22 states.

S&P Global 100.1% (based on S&P Global Ratings' NCF and weighted average capitalization rate of 7.86%). Ratings' pooled trust LTV

S&P Global 2.07x (based on S&P Global Ratings' NCF and the actual debt service payable on the mortgage loans and, Ratings' pooled for the partial-term interest-only loans, the debt service due when the interest-only period expires). trust DSC

S&P Global 8.06% (based on S&P Global Ratings' NCF and the loan balances for the mortgage loans). Ratings' pooled trust debt yield

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Profile (cont.)

Payment The transaction is structured to comply with risk retention requirements by way of an eligible vertical structure residual interest, which includes the RR certificates. The RR interest and RR certificates provide credit support only to the limited extent that it is allocated a portion of any losses incurred on the underlying mortgage loans. These losses are allocated between the risk retention interest and the non-RR certificates, pro rata, according to their respective percentage allocation entitlements. The total required credit risk retention percentage for this transaction is 5.00%. On each distribution date, interest accrued for each class of certificates at the applicable pass-through rate will be distributed in the following priority, if funds are available: to the class A-1, A-2, A-4, A-5, A-AB, X-A, X-B, X-D, X-F, X-G, and X-H certificates, pro rata, based on their respective entitlements to interest for that distribution date, and then to the class A-S, then class B, then class C, then class D, then class E, then class F, then class G, and then class H until interest payable to each class is paid in full. Principal payments on the certificates will be distributed to the class A-AB certificates until their balance is reduced to the scheduled principal balance for that distribution date, and then sequentially to the class A-1, A-2, A-3, A-4, A-5, A-AB, A-S, B, C, D, E, F, G, and H certificates until each class' balance is reduced to zero. If the class A-S through H certificates' total balance has been reduced to zero, principal payments on the certificates will be distributed to the class A-1, A-2, A-3, A-4, A-5, and A-AB certificates, pro rata, based on each class' certificate balance. Losses will be allocated to each class of certificates in reverse alphabetical order starting with the class H certificates through and including the class A-S certificates, and then to the class A-1, A-2, A-3, A-4, A-5, and A-AB certificates, pro rata, based on each class' certificate balance. The class X-A certificates' notional amount will be equal to the aggregate certificate balance of the class A-1, A-2, A-3, A-4, A-5, A-AB, and A-S certificates. The class X-B certificates' notional amount will be equal to the aggregate certificate balance of the class B and C certificates. The class X-D certificates' notional amount will be equal to the aggregate certificate balance of the class D and E certificates. The class X-F, X-G, and X-H certificates' notional amount will be equal to the certificate balance of class F, G, and H, respectively.

Depositor GS Mortgage Securities Corp. II.

Mortgage loan JPMorgan Chase Bank N.A., German American Capital Corp. Citi Real Estate Funding Inc., and Goldman sellers and Sachs Mortgage Co. sponsors

Master servicer Midland Loan Services, a division of PNC Bank N.A.

Special servicer Rialto Capital Advisors LLC.

Trustee and Wells Fargo Bank N.A. certificate administrator

LTV--Loan-to-value ratio, which is based on S&P Global Ratings' values. DSC--Debt service coverage. NCF--Net cash flow. RR--Risk retention.

Rationale

The preliminary ratings assigned to the Benchmark 2021-B25 Mortgage Trust's commercial mortgage pass-through certificates reflect the credit support provided by the transaction's structure, our view of the underlying collateral's economics, the trustee-provided liquidity, the collateral pool's relative diversity, and our overall qualitative assessment of the transaction. S&P Global Ratings determined that the collateral pool has, on a weighted average basis, debt service coverage (DSC) of 2.07x and beginning and ending loan-to-value (LTV) ratios of 100.1% and 95.4%, respectively, based on our values.

S&P Global Ratings believes there remains high, albeit moderating, uncertainty about the evolution of the coronavirus pandemic and its economic effects. Vaccine production is ramping up and rollouts are gathering pace around the world. Widespread immunization, which will help pave the way for a return to more normal levels of social and economic activity, looks to be achievable by most developed economies by the end of the third quarter. However, some emerging markets may only be able to achieve widespread immunization by year-end or later. We use these

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assumptions about vaccine timing in assessing the economic and credit implications associated with the pandemic (see our research at www.spglobal.com/ratings). As the situation evolves, we will update our assumptions and estimates accordingly.

Transaction Overview

The chart shows an overview of the transaction's structure, cash flows, and other considerations.

Chart 1

Strengths

The transaction exhibits the following strengths:

- The transaction has a high weighted average S&P Global Ratings' DSC of 2.07x based on actual

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debt service and, for the partial-term interest-only loans, the debt service due when the interest-only period expires. Nevertheless, the prevailing low interest rate environment influences this DSC, and any increase in interest rates could affect the loans' ability to refinance at maturity. Our DSCs for the pool range from 1.23x-3.41x.

- The transaction is moderately diversified by loan balance, with an effective loan count (as measured by the Herfindahl-Hirschman Index) of 24.5. The 10 largest loans represent 52.6% of the pooled trust balance. More diversified transactions can be less susceptible to volatility in default and loss rates due to their reduced exposure to loan-related event risk, such as lease rollover, tenant bankruptcy, or changes in local market conditions. The effective loan count was one of the key factors in our derivation of credit enhancement for this transaction.

- Nine loans (11.0% of the pooled trust balance) are secured by multiple properties, ranging from two to 10 properties, which may lessen their net cash flow (NCF) volatility. However, some of these portfolio loans include properties located within the same city or state, which limits their geographic diversification. Additionally, six of these loans (6.9%) allow for property releases, subject to various conditions, which may reduce the diversity benefit from these loans.

- The transaction has a strong concentration of properties in primary markets, specifically within relatively strong metropolitan statistical areas (MSAs), including San Francisco, New York, and Seattle. Of the pooled trust balance, 72.0% is located in primary markets (as defined by S&P Global Ratings) and 14.7% is in secondary markets. The remaining properties (13.3%) are located in tertiary markets.

- The collateral securing the 47 mortgage loans consists of 76 commercial properties spread across 22 states. However, this geographic diversity is somewhat tempered when considering 48.5% of the pooled trust balance is located in two states, California (27.5%) and New York (21.0%). The next largest state concentration is Florida (7.9%), followed by Texas (7.6%). Beyond that, no state accounts for more than (7.4%) of the pooled trust balance.

- All the loans have borrowers that are structured as special-purpose entities (SPEs). Twenty-four loans (77.7%) provided lenders with non-consolidation opinions, including all top 10 loans. Twenty-six loans (80.1%) have borrowers that are structured with at least one independent director.

- All but one of the loans have some form of lockbox: 31 loans (82.1%) are structured with a hard lockbox, 15 loans (15.7%) with springing lockboxes, and one loan (2.2%) has no lockbox. Forty loans (81.2%) are structured with springing cash management, six loans (16.6%) have in-place cash management, and one loan (2.2%) has no cash management.

Risk Considerations

We considered these risks when analyzing this transaction:

- U.S. CMBS delinquencies may increase in the coming months due to the economic slowdown resulting from the COVID-19 pandemic and the associated containment efforts, including social distancing, restrictions on travel, and government-mandated closures of certain businesses. Many lodging assets are closed or operating at very low occupancy levels, and certain tenants within retail assets have stopped paying rent or requested rent relief due to closure or demand reductions. The COVID-19 pandemic and the responses to it have led to an increase in unemployment levels and a reduction in consumer spending, which is expected to also adversely impact multifamily, office, self-storage, and industrial properties. Multifamily and self-storage properties may be negatively impacted if unemployment rates rise and disposable

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income levels fall, or if there is a moratorium on evictions. Office properties may experience fluctuations in occupancy as businesses adjust their plans in response to government actions or if employers permit enhanced flexible work arrangements. This transaction's exposure to lodging is limited to the JW Marriott Nashville (1.7%), a 533-guestroom full-service hotel in Nashville, Tenn. The trust's exposure to retail is through nine loans accounting for 8.7% of the pooled trust balance either secured in full or partially by retail assets. The largest retail loan is 2000 Collins Ave. (1.8%), an unanchored property located in Miami Beach, Fla. According to the issuer, all of the loans in the transaction whose first payment date has already occurred, are current on their debt service obligations. Thirteen loans (16.7%) are structured with upfront cash debt service reserves covering debt service payments ranging from three- to 18-months. In some cases, borrowers are in discussion with tenants that have requested lease modifications or rent relief. We selectively increased our vacancy and/or capitalization rate assumptions on certain properties that we deemed to have a higher risk for cash flow disruption.

- The transaction has high leverage, with a weighted average LTV ratio of 100.1% based on S&P Global Ratings' values. While the top 10 loans have a weighted average S&P Global Ratings' LTV ratio of 95.2%, loans 11-20 are more highly leveraged, with a weighted average S&P Global Ratings' LTV of 107.9%. The LTV was one of the primary factors in S&P Global Ratings' derivation of credit enhancement levels for this transaction.

- The trust has high exposure to office collateral (19 properties across 17 loans; 59.1% of the pooled trust balance). Ten loans (30.9%) are secured by central business district (CBD) office properties, two loans (5.8%) are secured by medical office properties, and seven loans (22.3%) are backed solely or partially by suburban office properties, which is a property type that has exhibited higher default and loss rates relative to CBD office properties. However, the suburban office properties in this transaction are generally well-located in suburbs of primary cities (San Francisco and New York). The remaining two office loans are secured by medical office (5.8%) properties.

- The trust has high exposure to interest only loans (29 loans; 70.9% of the pooled trust balance), including seven of the top 10 loans. The interest-only loans have a high weighted average S&P Global Ratings' LTV ratio of 99.2%, and 22 loans (44.4% of the pooled trust balance) have LTV ratios over 100%. Eleven loans (14.5%) have a partial interest-only period, including one of the top 10 loans, and seven loans in the pool (14.6%) are structured as amortizing loans. The transaction is scheduled to amortize 5.2% through maturity. S&P Global Ratings considered loan amortization characteristics when assigning credit enhancement levels to the individual loans and the transaction.

- Thirty loans (67.8% of the pooled trust balance) will be used to refinance existing mortgage debt. In certain cases, the sponsor may have minimal or no cash equity remining in the deal, which could increase the potential for deteriorating property performance in the future. Our weighted average S&P Global Ratings LTV and DSC for the loans facilitating the refinancing of existing debt are, 102.5%, and 2.00x, respectively.

- Twenty-six properties (28.1% of the pooled trust balance) are within 14 loans that are leased to a single tenant. These properties can be susceptible to cash flow disruption if the tenant's business operations are adversely impacted or if the tenant fails to renew its lease. However, of the 26 properties, 15 (3.9%) are within three loan portfolios that have multiple single-tenanted properties. Also, three properties (7.6%) are leased to tenants that have investment grade ratings by S&P Global Ratings. The largest single-tenant property is Burlingame Point (9.9%), a Burlingame office and research and development (R&D) campus comprised of four newly built class-A buildings, which are 100% leased to Facebook through January 2033. Seventeen of the

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single-tenant properties (23.1%) have lease terms that exceed the loan maturity date, while the remainder expire before loan maturity.

- Nine loans are either fully or partially secured by 10 retail properties (8.7% of the pooled trust balance). Four (3.7%) of the 10 retail properties are either anchored by strong retailers or grocers (Target, Ross, SaveMart, and Sprouts Farmers Market). Three properties (2.3%) are unanchored properties, one property (1.8%) located in Miami Beach, Fla., and two properties (0.5%) located in Birmingham, Ala. The remaining three (2.6%) properties are single tenant retail. The largest retail loan is 2000 Collins Ave (1.8%), an unanchored property located in Miami Beach that was built in 2010. The collateral for the mortgage loan is a condo portion of the larger property. The collateral is primarily street-level retail space with a small portion of second floor office space. The property is currently 70.7% physically occupied by seven tenants, including CVS (28% of the net rentable area [NRA]; 33.6% of gross rental income), Bagatelle (13.0%; 0.0%; Bagatelle is currently undergoing renovations with a re-opening planned for October 2021 during which time, they are required to pay base rent equal 10.0% of gross sales, which will be zero until they re-open), Sweet Liberty Brothers LLC (10.0%; 8.3%), and Joe & The Juice (7.0%; 16.6%), among others. The property is currently open and operating after some closed temporarily at the onset of the COVID-19 pandemic; however, as previously mentioned, Bagatelle is closed for renovations. The U.S. retail sector has been facing numerous challenges over the past several years given the continued growth of e-commerce, increasing consumer price sensitivity due to stagnating wage growth, and changing consumer tastes. These trends have resulted in declining sales, store closures, and smaller average store sizes for many national retailers. We believe the "non-essential" store closures and social distancing measures currently being implemented to counter the outbreak of the COVID-19 virus will impair brick-and-mortar retail businesses, which may cause cash flow disruptions at retail properties and potentially elevated loan delinquencies in the coming months.

- Seventeen loans (45.2% of the pooled trust balance) do not have warm-body carve-out guarantors. In our view, this limitation generally lessens the disincentive provided by a typical nonrecourse carve-out related to "bad boy" acts or voluntary bankruptcy.

- Twelve loans in the pool (40.2% of the pooled trust balance) have a pari passu component; two loans (14.1%) have a subordinated first-mortgage loan component in addition to senior trust and pari passu loan components (which were securitized in separate stand-alone transactions); two loans (15.9%) have subordinated companion notes (non-pooled rake bonds securitized in this transaction); one loan (0.8%) has a subordinate b-note; and three loans (21.4%) have mezzanine debt. In addition, three loans (4.3%) permit the borrower to incur future mezzanine debt. Our S&P Global Ratings loan-level recovery thresholds account for the presence of additional subordinate debt related to B-notes and mezzanine debt.

- The transaction documents include provisions for the transaction parties to seek rating agency confirmation (RAC) that certain actions will not result in a downgrade or withdrawal of the then-current ratings on the securities. The definition of RAC in the transaction documents includes an option for the transaction parties to deem their RAC request satisfied if, after having delivered a RAC request, the transaction parties have not received a response to the request within a certain period of time. We believe it is possible for a situation to arise where an action subject to a RAC request would cause us to downgrade the securities according to our ratings methodology, even though a RAC request is deemed to be satisfied pursuant to this option.

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Pool Characteristics

Collateral description

The pool contains 47 loans that are secured by first-mortgage liens on the fee interests in 76 properties. The top five and 10 loan concentrations represent 34.6% and 52.6% of the pooled trust balance, respectively (see table 9 for a detailed description of the 10 largest loans in the pool).

Property type distribution

The top two property types in the pool are office assets (including one office property, which partially secures the Birmingham Mixed Use Portfolio loan), which account for 59.1% of the pooled trust balance, and industrial, which accounts for 16.7% (see table 1).

Table 1

Property Type Composition

No. of Pooled trust % of pooled Weighted average S&P Weighted average S&P Type(i) loans balance (mil. $) trust balance Global Ratings LTV (%) Global Ratings DSC (x)

Office 14 639.315 52.9 95.8 2.34

Industrial 10 201.367 16.7 108.4 1.76

Multifamily 5 83.700 6.9 96.3 1.92

Medical office 2 70.600 5.8 103.2 1.45

Mixed-use 4 50.668 4.2 106.2 1.85

Self-storage 3 45.000 3.7 100.1 1.57

Retail anchored 4 44.887 3.7 99.7 1.58

Single 3 31.761 2.6 101.6 2.09 tenant--non-IG

Retail unanchored 1 22.100 1.8 101.6 2.06

Lodging 1 20.000 1.7 141.0 2.28

Total 47 1,209.4 100.0 100.1 2.07

(i)Based on S&P Global Ratings' classification. IG--Investment grade.

Geographic distribution

The pool consists of properties that are located in 22 states. Of these properties, 56.4% (by pooled trust balance) are located in three states: California, New York, and Florida. The top five states represent 71.4% of the pooled trust balance.

As part of our property analysis, we classify the MSA where each property is located as primary, secondary, or tertiary. Generally, primary markets have higher barriers to entry than secondary and tertiary markets. The nature of each market type affects capitalization rates and valuation dynamics, and can influence the timing and amount of liquidation proceeds if a mortgage loan is foreclosed. (See table 2 for the pool's distribution by state and market type.)

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Table 2

Geographic Concentrations

Market type (%)

State Pooled trust balance (mil. $) No. of properties Primary Secondary Tertiary

California 332.1 8 95.8 4.2 --

New York 254.3 16 100.0 -- --

Florida 95.7 7 93.9 -- 6.1

Texas 91.6 5 89.0 -- 11.0

Washington 90.0 1 100.0 -- --

Ohio 71.3 5 -- 75.7 24.3

Pennsylvania 49.1 4 26.6 69.3 4.1

Indiana 39.7 1 -- -- 100.0

Michigan 35.5 5 -- 91.3 8.7

Kentucky 30.7 2 -- -- 100.0

Other states--12 119.4 22 19.9 36.2 43.9

Total 1,209.3 76 72.0 14.7 13.3

Borrower concentration

The largest borrower-sponsors in the pool are Kylli Inc. (one loan; 9.9% of the pooled trust balance); John R. Winther (one loan; 8.5%); KKR Real Estate Select Trust Inc. (one loan; 7.4%); Danny M. Sheena and Osama Abdullatif (one loan; 4.7%); and Vornado Realty L.P. (one loan; 4.1%).

There are no related borrower groups in the pool.

Single-tenant properties

Twenty-six properties (28.1% of the pooled trust balance) are within 14 loans that are leased to a single tenant. Seventeen of the single-tenant properties (23.1%) have lease terms that exceed the loan maturity date, while the remainder expire before loan maturity (see table 3).

Table 3

Single-Tenant Properties

Pooled trust Lease Tenant S&P Global balance (mil. % of pooled expiration Property Tenant Ratings rating $) trust balance date

Burlingame Point Facebook NR 120.0 9.9 Jan. 31, 2033

Boston Scientific Boston Scientific BBB-/Stable/A-3 39.7 3.3 Nov. 1, 2035

Amazon Campbellsville Amazon AA-/Stable/A-1+ 29.3 2.4 Jan. 31, 2032 Fulfillment Center

30 Hudson Yards 67 Related Cos. L.P. NR 26.0 2.1 Feb. 28, 2039

GE Aviation New General Electric BBB+/Watch Neg/A-2 23.3 1.9 Jan. 12, 2031 Hampshire Co.

True Value True Value NR 5.6 0.5 Feb. 28, 2029

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Table 3

Single-Tenant Properties (cont.)

Pooled trust Lease Tenant S&P Global balance (mil. % of pooled expiration Property Tenant Ratings rating $) trust balance date

Belnick Belnick NR 4.5 0.4 June 1, 2029

Tufco--3161 South Tufco NR 2.3 0.2 July 21, 2037 Ridge Road

Pro Con--109 Pro Con NR 2.0 0.2 Dec. 30, 2030 Maplewood Drive

Total Logistics Total Logistics NR 1.7 0.1 Aug. 31, 2032

Pro Con--2441 East Pro Con NR 1.5 0.1 Dec. 30, 2030 Glendale Avenue

Amaray Amaray NR 1.4 0.1 Oct. 31, 2033

Pro Con--2430 East Pro Con NR 1.0 0.1 Dec. 30, 2030 Glendale Avenue

Tufco--1205 Burris Tufco NR 0.6 0.0 Currently dark Road

Tufco--1055 Parkview Tufco NR 0.4 0.0 July 21, 2037 Road

15535 South State Cabinetworks NR 10.6 0.9 Aug. 31, 2040 Avenue

150 Grand Valley Avenue Cabinetworks NR 4.0 0.3 Aug. 31, 2040

16052 Industrial Cabinetworks NR 2.7 0.2 Aug. 31, 2040 Parkway

Live Nation Downtown Live Nation NR 16.0 1.3 Jan. 2, 2035 LA Worldwide

1111 Southern Minerals Corpus Christi NR 10.1 0.8 Aug. 31, 2034 Road --DOJ

At Home--Willow Grove At Home NR 10.1 0.8 July 10, 2029

1060 Teel Court Teel Plastics NR 7.0 0.6 Dec. 14, 2040

426 Hitchcock Street Teel Plastics NR 2.2 0.2 Dec. 14, 2040

Radiance Technologies Radiance NR 8.0 0.7 Aug. 31, 2029 Technologies

500 W Superior The Gardner NR 5.7 0.5 April 30, 2040 School

2517 North Ontario CenterStaging, LLC NR 4.5 0.4 March 5, 2026

NR--Not rated.

Loan Characteristics

Loan type, origination date, term, and amortization

All of the loans in the pool pay a fixed interest rate and were originated between November 2019

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and April 2021. The weighted average loan interest rate is 3.58%.

The original loan terms range from 60- to 120-months, with a weighted average original loan term of 116.1 months. The weighted average remaining loan term is 115.2 months.

Twenty-nine loans (70.9% of the pooled trust balance) are interest-only for the entire loan term, of which, two (17.4%) are interest-only followed by an anticipated repayment date (ARD), 10 loans (13.6% of pooled trust balance) are structured with partial interest-only periods followed by a 360-month amortization schedule, and one loan (0.8%) is structured with a partial interest-only period followed by a 324-month amortization schedule. The partial interest-only loans have initial interest-only periods ranging from 24- to 60-months. Seven loans (14.6%) have no interest-only periods, of which six loans (14.2%) amortize on a 360-month schedule, and one loan (0.5%) amortizes on a 300-month schedule. S&P Global Ratings adjusted its analysis to reflect the various amortization terms and loan structures (see table 4).

Table 4

Loan Amortization

No. of % of pool S&P Global Ratings' S&P Global Ratings' weighted average Loan type loans balance DSC (x) LTV ratio (x)

Interest-only 29 70.9 2.32 99.2

Partial interest-only 11 14.5 1.52 101.1

Amortizing balloon 7 14.6 1.41 103.4

Fully amortizing ------

LTV--Loan to value.

Subordinated debt

Twelve loans in the pool (40.2% of the pooled trust balance) have a pari passu component; two loans (14.1%) have a subordinated first-mortgage loan component in addition to senior trust and pari passu loan components (which were securitized in separate stand-alone transactions); two loans (15.9%) have subordinated companion notes (non-pooled rake bonds securitized in this transaction); one loan (0.8%) has a subordinate b-note; and three loans (21.4%) have mezzanine debt. In addition, three loans (4.3%) permit the borrower to incur future mezzanine debt (See table 5).

Table 5

Loans With Existing Additional Debt

Pooled trust % of pooled Pari passu Junior B-note Total balance (mil. trust debt (mil. non-trust note balance Mezzanine debt Property $) balance $) (mil. $) (mil. $) balance (mil. $) (mil. $)

Burlingame Point 120.0 9.9 260.0 240.0 -- 130.0 750.0

Soma Teleco 102.5 8.5 -- 12.5 -- 115.0 Office

Amazon Seattle 90.0 7.4 144.9 155.1 -- 65.0 455.0

909 Third Avenue 50.0 4.1 185.6 114.4 -- -- 350.0

Phillips Point 48.5 4.0 150.0 -- -- 30.5 229.1

1985 Marcus 37.0 3.1 18.5 ------55.5

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Table 5

Loans With Existing Additional Debt (cont.)

Pooled trust % of pooled Pari passu Junior B-note Total balance (mil. trust debt (mil. non-trust note balance Mezzanine debt Property $) balance $) (mil. $) (mil. $) balance (mil. $) (mil. $)

30 Hudson Yards 26.0 2.1 45.0 ------71.0 67

The Galleria 25.0 2.1 64.9 ------89.9 Office Towers

U.S. Industrial 21.0 1.7 60.0 ------81.0 Portfolio VI

JW Marriott 20.0 1.7 165.0 ------185.0 Nashville

Boca Office 19.3 1.6 79.7 ------99.0 Portfolio

Cabinetworks 17.3 1.4 30.0 ------47.3 Portfolio

141 Livingston 12.5 1.0 87.5 ------100.0

At Home--Willow 10.1 0.8 -- -- 2.0 -- 12.1 Grove

Cross-collateralized and portfolio loans

Nine loans (11.0% of the pooled trust balance) are secured by portfolios with multiple properties. The largest are The Galleria Office Towers (2.1%; three office buildings in Houston); U.S. Industrial Portfolio VI (1.7%; 10 industrial buildings in seven states); and Boca Office Portfolio (1.6%; 4 mixed-use properties in Boca Raton, Fla.). There are no cross-collateralized and cross-defaulted loans in the pool.

Third-Party Review

We reviewed appraisal, environmental, engineering, and seismic reports on the properties we analyzed, where applicable. The majority of the 76 reports were completed within the past 12 months; however, two (1.9%) appraisal, 10 (7.5%) environmental, seven (5.4%) engineering, and one (1.3%) seismic reports are older than 12 months and were completed between October 2019 and February 2020.

Ten properties (35.3% of the pooled trust balance) are located in seismic zones 3 or 4. The loan with the highest overall probable maximum loss (PML) of 18.0% is Live Nation Downtown LA (1.3%). The remaining properties in seismic zones 3 or 4, had PMLs of 15.0% or lower. None of the properties are required to carry earthquake insurance.

Table 6

Third-Party Review

Third-party reports No. of properties % of pooled trust balance

Appraisal review within the past 12 months 74 98.1

Engineering review within the past 12 months 69 94.6

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Table 6

Third-Party Review (cont.)

Third-party reports No. of properties % of pooled trust balance

Environmental review within the past 12 months 66 92.5

Seismic review for properties in zones 3 or 4 9 34.0

Structural Review

We reviewed structural matters that we believe are relevant to our analysis, as well as the major transaction documents, including the prospectus, pooling and servicing agreement, and other relevant documents and opinions, to understand the transaction's mechanics and its consistency with applicable criteria. We also conducted a focused structural review of the 10 largest loans in the pool, as well as all loans with a balance over $20.0 million. We note the structural matters, if any, that we factored into our analyses of these loans in the Top 10 Loans section below.

S&P Global Ratings' Credit Evaluation

Our analysis of the pool included the following:

- We derived an S&P Global Ratings NCF for 28 of the 47 loans in the pool (84.1% of the pooled trust balance). For the remaining loans, we extrapolated NCF haircuts according to property type and selected capitalization rates for each property. We excluded certain outlier loans from our extrapolation calculation. (See Appendix I for S&P Global Ratings' NCF variance applied to each loan in the transaction.)

- We conducted site inspections for 19 properties across 14 loans (40.9% of the pooled trust balance) including five of the top 10 loans.

- We analysed the property-level operating statements, rent rolls, and third-party appraisal, environmental, engineering, and, if applicable, seismic reports, for each loan that we reviewed in the pool.

- We reviewed structural matters that we considered relevant to the analysis of the loans and the transaction, and we performed a loan-level structural analysis for the 10 largest loans in the pool, as well as for loans with a balance over $20.0 million.

S&P Global Ratings' NCF variance

S&P Global Ratings' property-level cash flow analysis derives what it believes to be a property's long-term sustainable NCF. In our analysis, we considered issuer-provided projections, historical and projected operating statements, third-party appraisal reports, relevant market data, and assessments of the various properties' competitive positions. On a pool-wide basis, our weighted average NCF was 20.7% lower than the issuer's underwritten NCF. (See Appendix I for S&P Global Ratings' NCF variance for each loan.)

S&P Global Ratings' DSC

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We calculated the pool's 2.07x DSC using the respective loans' contract interest rate and the S&P Global Ratings NCF (see table 7).

Table 7

S&P Global Ratings' DSC Range

DSC range (x) No. of loans Loan balance (mil. $) % of pooled trust balance

Less than 1.00 ------

1.00–1.10 ------

1.10–1.20 ------

1.20–1.30 4 68.467 5.7

1.30–1.40 4 97.588 8.1

1.40–1.50 4 87.200 7.2

1.50–1.60 7 161.673 13.4

1.60–1.70 7 65.255 5.4

1.70–1.80 3 85.661 7.1

1.80–1.90 2 119.833 9.9

1.90–2.00 1 13.520 1.1

Greater than 2.00 15 510.201 42.2

DSC--Debt service coverage.

S&P Global Ratings' LTV

Based on our analysis, S&P Global Ratings' weighted average beginning LTV ratio is 100.1% and its ending LTV ratio is 95.4%, which reflects the 7.86% weighted average S&P Global Ratings capitalization rate (see table 8).

Table 8

S&P Global Ratings' LTV Ratios

LTV ratio range (%) No. of loans Loan balance (mil. $) % of pooled trust balance

Less than 50 ------

50–55 ------

55–60 1 50.000 4.1

60–65 ------

65–70 1 90.000 7.4

70–75 2 21.000 1.7

75–80 2 130.061 10.8

80–85 1 5.800 0.5

85–90 1 24.970 2.1

90–95 3 28.517 2.4

95–100 6 106.311 8.8

100–105 5 114.300 9.5

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Table 8

S&P Global Ratings' LTV Ratios (cont.)

LTV ratio range (%) No. of loans Loan balance (mil. $) % of pooled trust balance

105–110 14 332.433 27.5

Greater than 110 11 306.005 25.3

LTV--Loan to value.

S&P Global Ratings' credit assessment by property type

Table 9 summarizes S&P Global Ratings' NCF and valuation assessment by property type.

Table 9

Cash Flow Analysis And Valuation

% of pooled S&P Global S&P Global S&P Global Ratings' S&P Global trust Ratings' DSC % NCF Ratings' cap weighted average Ratings' value Property type balance (x)(i) diff.(ii) rate (%) LTV ratio (%) per unit/sq. ft. ($)

Office 52.9 2.34 (23.4) 7.60 95.8 489

Industrial 16.7 1.76 (16.9) 8.23 108.4 73

Multifamily 6.9 1.92 (13.1) 6.99 96.3 258,913

Medical office 5.8 1.45 (30.3) 8.45 103.2 128

Mixed-use 4.2 1.85 (14.0) 8.29 106.2 276

Self-storage 3.7 1.57 (8.3) 8.34 100.1 195

Retail anchored 3.7 1.58 (15.0) 7.76 99.7 183

Single 2.6 2.09 (13.1) 8.58 101.6 255 tenant--non-IG

Retail unanchored 1.8 2.06 (18.4) 8.50 101.6 613

Lodging 1.7 2.28 (45.3) 10.25 141.0 246,099

Total/weighted 100.0 2.07 (20.7) 7.86 100.1 -- average

(i)Calculated based on S&P Global Ratings' NCF and the fixed loan interest rate. (ii)The difference between S&P Global Ratings' estimated NCF and the underwriter's estimated NCF as a percentage of the underwriter's estimated NCF. (iii)Value per unit on the mixed-use loans that are measured in units. (iv)Value per sq. ft. for the mixed-use loans that are measured in sq. ft. DSC--Debt service coverage. NCF--Net cash flow. LTV--Loan to value. IG--Investment grade.

S&P Global Ratings' credit assessment of the top 10 loans

Table 10 summarizes S&P Global Ratings' NCF and valuation assessment of the top 10 loans. We provide individual analyses of these loans in the Top 10 Loans section below.

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Table 10

Top 10 Loans

S&P Global % of pooled S&P Global S&P Global S&P Global Ratings' value Property trust Ratings' trust % NCF Ratings' cap Ratings' LTV per unit/sq. ft. Property type balance DSC (x)(i) diff.(ii) rate (%) (%) ($)

Burlingame Point Office 9.9 3.14 (33.5) 7.50 78.1 604

Soma Teleco Office 8.5 1.87 (17.7) 8.50 122.8 754 Office

Amazon Seattle Office 7.4 3.09 (27.7) 6.75 67.2 451

4800-4900 Medical 4.7 1.50 (33.2) 8.50 100.4 100 Fournace Place office

909 Third Avenue Office 4.1 3.41 (15.8) 6.47 58.8 297

Phillips Point Office 4.0 2.31 (16.8) 8.00 106.2 416

2600 El Camino Office 3.8 1.72 (34.1) 7.93 113.7 613 Real

175 Progress Industrial 3.8 1.43 (14.5) 8.52 109.9 45 Place

Boston Scientific Industrial 3.3 2.31 (19.1) 8.25 107.2 143

1985 Marcus Office 3.1 1.25 (25.1) 7.50 113.9 156

Total/weighted -- 52.6 2.35 (24.7) 7.75 95.2 -- average

Table 11 summarizes S&P Global Ratings' NCF and valuation assessment of loans 11-20. For these loans, our weighted average NCF is 16.0% lower than the issuer's underwritten NCF. S&P Global Ratings' weighted average beginning LTV ratio is 107.9% for these loans, and we calculated a 1.60x DSC using the respective loans' contract interest rates and S&P Global Ratings' NCF. Factors that contributed to NCF variances over 7.0%, positive NCF variances, or high S&P Global Ratings LTV ratios over 90.0% are outlined in table 11. (See Appendix I for S&P Global Ratings' NCF variance, LTV ratio, and DSC ratio for all of the loans in the transaction.)

Table 11

Loans 11-20

S&P S&P S&P Global NCF % of Global Global S&P Ratings' variance/high pooled Ratings' Ratings' Global value per S&P Global Property trust trust DSC % NCF cap rate Ratings' unit/sq. ft. Ratings' LTV Property type balance (x)(i) diff.(ii) (%) LTV (%) ($) drivers

2501 Seaport Office 2.8 1.34 (16.2) 8.25 109.8 77 25.0% vacancy loss.

100 Bradley Self-storage 2.7 1.60 (7.3) 8.25 97.9 249 40.0% vacancy loss.

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Table 11

Loans 11-20 (cont.)

618 Bushwick Multifamily 2.5 1.40 (23.0) 6.75 105.5 287,318 Economic vacancy, real estate taxes, and management fee.

Amazon Industrial 2.4 1.77 (16.5) 7.75 108.0 37 IG tenant rent Campbellsville steps, TI/LCs, Fulfillment and capex. Center

30 Hudson Yards Office 2.1 1.44 (25.0) 6.75 134.1 1,177 10.0% vacancy 67 loss.

Nautica Pointe Multifamily 2.1 1.68 (9.0) 7.25 104.2 175,740 8.0% vacancy loss.

The Galleria Office 2.1 1.56 (8.9) 7.80 88.7 95 35.2% vacancy Office Towers loss.

GE Aviation New Industrial 1.9 1.39 (16.9) 7.50 123.2 120 Applied an Hampshire extrapolated haircut.

2000 Collins Retail 1.8 2.06 (18.4) 8.50 101.6 613 GPR, real estate Avenue unanchored taxes

U.S. Industrial Industrial 1.7 2.01 (21.4) 8.25 108.8 25 10.0% vacancy Portfolio VI loss.

Total/weighted -- 22.3 1.60 (16.0) 7.70 107.9 -- -- average

(i)Calculated based on S&P Global Ratings' NCF and the fixed loan interest rate. (ii)The difference between S&P Global Ratings' estimated NCF and the underwriter's estimated NCF as a percentage of the underwriter's estimated NCF only. For pari passu loans, S&P Global Ratings' DSC and LTV are based on the trust and pari passu balance. DSC--Debt service coverage. NCF--Net cash flow. LTV--Loan to value. Capex--Capital expenditure. TI/LC--Tenant improvements and leasing commissions. GPR--Gross potential revenue. RevPar--Revenue per available room. IG--Investment grade. N/A--Not applicable.

Loan-level credit enhancement

We used each loan's S&P Global Ratings' DSC and LTV to calculate its respective stand-alone credit enhancement (SCE) and diversified credit enhancement (DCE) at the various rating categories. These calculations included adjustments to reflect the various loans' amortization terms and the presence of any subordinated additional debt (See Appendix II for a list of each loan's SCE and DCE).

Pool diversity

Overall transaction credit enhancement levels at each rating category are directly affected by the loan pool's diversity, a function of the transaction's effective loan count. The effective loan count,

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which is measured by the Herfindahl-Hirschman Index, accounts for the relative size of the loans in the pool by normalizing a transaction's loan count to account for unevenly sized loans. This transaction has an effective loan count of 24.5, which we consider to be moderately diversified, resulting in a concentration coefficient of 61.2%.

Transaction-level credit enhancement

We establish transaction-level credit enhancement levels using the concentration coefficient (a function of a pool's effective loan count) to interpolate between the weighted average SCE and DCE at each rating category, subject to applicable floors and any adjustment for overall transaction-level considerations.

We believe this transaction's high percentage of full-term, interest-only loans warranted an additional negative qualitative adjustment beyond that produced from our loan-level analysis and model results.

Scenario Analysis

We performed several 'AAA' stress scenario analyses to determine how sensitive the certificates are to a downgrade over the loan term.

Effect of declining NCF

A decline in NCF may constrain cash flows available for debt service. A decline in cash flows may occur due to falling rental rates and occupancy levels, changes to operating expenses, or other factors that may decrease a property's net income. To analyze the effect of a decline in cash flows on our ratings, we have developed scenarios whereby the NCF from the portfolio decreases by 10.0%-40.0% from our current cash flow, which is 20.7% lower than the issuer's underwritten NCF. (See table 12 for the potential effect on S&P Global Ratings' 'AAA' rating under these scenarios, holding constant S&P Global Ratings' overall capitalization rate of 7.86%.)

Table 12

Effect Of Declining NCF On S&P Global Ratings

Decline in S&P Global Ratings' NCF (%) 0 (10) (20) (30) (40)

Potential 'AAA' rating migration AAA A B+ CCC CCC-

NCF--Net cash flow.

Top 10 Loans

1. Burlingame Point

Table 13

Credit Profile(i)

Loan no. 1 Property type Office

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Table 13

Credit Profile(i) (cont.)

Loan name Burlingame Point Subproperty type Suburban

Pooled trust loan balance 120,000,000 Property sq. ft. 805,118 ($)

% of total pooled trust 9.9 Year built 2021 balance (%)

City Burlingame Sponsor Kylli Inc.

State Calif. S&P Global Ratings' amortization Interest only category

S&P Global Ratings' Primary S&P Global Ratings' amortization (2.50) market type adjustment (%)

S&P Global Ratings' NCF 11,530,000(ii) S&P Global Ratings' subordinate Unsecured debt (S&P Global ($) debt category Ratings LTV >= 90%)

S&P Global Ratings' NCF (33.5) S&P Global Ratings' subordinate (2.50) variance (%) debt adjustment

S&P Global Ratings' cap 7.50 S&P Global Ratings' LTV ratio (%) 78.1(ii) rate (%)

S&P Global Ratings' value 153.7(ii) S&P Global Ratings' DSC ratio (x) 3.14(ii) (mil. $)

S&P Global Ratings' value (48.2) 'AAA' SCE (%) 45.6 variance (%)

S&P Global Ratings' value 604 'AAA' DCE (%) 9.4 per sq. ft./unit ($)

(i) The loan is pari passu; LTV and DSC are calculated based on the $289.0 million pari passu companion loan and the $100.0 million pooled trust loan balance (collectively, the senior loan component). (ii)Pari passu adjusted. NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The loan is secured by the fee simple interest in a 805,118-sq.-ft., four-building waterfront, class-A office complex in Burlingame, Calif. Burlingame is a city within Silicon Valley, a region located south of San Francisco that is well-known for its high concentration of technology firms. We consider Burlingame to be a primary market. Primary markets generally have higher barriers to entry than secondary and tertiary markets.

- The property is located in close proximity to the San Francisco International Airport. The sponsor, Kylli Inc., acquired the property in 2015 and developed it into its current use, culminating in delivering it to Facebook in August 2020. The collateral comprises four office buildings that are outfitted with R&D/lab specifications, an amenities building, and a 1,219-stall parking garage that are 100% leased to Facebook on a triple-net (NNN) lease that expires on Jan. 31, 2033. Facebook's base rent increases 3.0% per annum, with two eight-year renewal options at 95.0% of the then market rent with 12 months' notice.

- The newly built property will house the headquarters (HQ) for Facebook's Occulus division. Occulus was founded in July 2012 in Irvine, Calif. Occulus specializes in immersive virtual reality hardware and software products. Facebook acquired Occulus in March 2014 for

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approximately $2 billion.

- The senior loan component has low leverage, with an S&P Global Ratings' LTV ratio of 78.1%, based on our valuation. The LTV ratio based on the appraiser's "as-is" valuation is 41.4%. Our estimate of long-term sustainable value is 48.2% lower than the appraiser's "as-is" valuation, a variance driven primarily by our assumptions for vacancy (10.0%), management fee, tenant improvements and leasing commissions (TI/LCs), and capital expenditures, as well as our capitalization rate of 7.5%. The senior loan component has a high DSC of 3.14x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 33.5% lower than the issuer's NCF.

- The loan benefits from the Kylli's experienced sponsorship. Kylli focuses on the acquisition, development, and management of institutional quality assets in the western U.S. and is a wholly owned subsidiary of the Genzon Investment Group (Genzon), which has $2 billion of assets under management (AUM) domestically. Shenzhen, China-based Genzon has developed and currently owns more than 30 million sq. ft. of commercial properties and has about 20 million sq. ft. under construction.

The loan exhibits the following concerns and mitigating factors:

- The $120.0 million pooled trust loan, along with the $260.0 million pari passu portion held outside the trust, represents a total $380.0 million senior loan component of a $620.0 million whole loan. The remaining $240.0 million junior non-trust note is held outside the trust and is the controlling piece of the whole loan, and increases our LTV ratio to 127.4% from 78.1%, a level we consider representative of high leverage.

- In addition to the whole loan, there is a $130.0 million mezzanine loan. The whole and mezzanine loans totaling $750.0 million have a combined S&P Global Ratings' LTV ratio of 154.1%. The comparably weaker credit metrics for the combined debt exposes the trust loan to a higher default risk. Therefore, we applied a negative 2.5% LTV threshold adjustment at each rating level to account for this risk.

- The whole loan has a 12-year term (final maturity on Jan. 6, 2033) with a 10-year ARD (July 6, 2030). The loan is interest-only for its entire term. After the ARD, excess cash flow will be swept and used to hyper-amortize the loan, and the interest rate (currently 3.01%) will increase by at least 1.23%. Compared with an amortizing loan, an interest-only loan bears a higher refinance risk because of the higher loan balance at maturity. We accounted for this lack of amortization by applying a negative LTV threshold adjustment across the capital structure.

- CoStar considers the property to be within the Burlingame submarket, which exhibited a comparably high 12.3% overall vacancy and had net asking rents of $53.49 per sq. ft. as of fourth-quarter 2020. We underwrote to $58.09 per sq. ft., which is the contractual rental rate inclusive of the next (3.0%) rent step in December 2021 and assumed a 10.0% vacancy rate. According to the appraiser, the property's competitive set exhibits an average vacancy of 4.0%. The appraiser concluded that there was no vacancy deduction citing the quality of the improvements, waterfront location, and long-term lease to Facebook, a strong tenant.

- The property is exposed to single tenant risk if Facebook defaults on its lease or goes bankrupt. Additionally, the lease expires in January 2033, which is two years after the loan matures in 2031. According to the issuer, Facebook invested approximately $223 per sq. ft. to build out its space in addition to the $105 per sq. ft. TI allowance received under its lease. The loan is structured with a 15-month cash flow sweep, which is capped at $60 per sq. ft. We increased our capitalization rate to 7.5% to account for this risk. Our value is 33.3% lower than the appraiser's hypothetical dark value of $730 million ($907 per sq. ft.).

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- Facebook has not yet completed its move into the property given restrictions imposed by the local authorities resulting from the COVID-19 pandemic. Furthermore, Facebook's rent abatement period ends in June 2022 and thus Facebook has yet to commence rental payments under its lease. However, the build out is nearly complete and Facebook is in full possession of its leased space, which has no contraction or termination rights. However, Facebook has the right to reduce the space upon renewal as long as they occupy certain minimum spaces. In addition, Facebook recently expanded its work-from-home policy to allow a significant portion of its employees to work from home permanently, even after the COVID-19 pandemic subsides. The loan is structured with $122.7 million in upfront reserves, an amount equal to 100% of Facebook's lease obligations until rent commencement.

- The total refinancing returns approximately $146.0 million (19.5% of the total combined loan balance) in equity to the sponsor. Given the sponsor's cost basis of $757.0 million, the sponsor retains $7.0 million of hard equity in the transaction. Our value is 33.3% lower than the appraiser's dark value of $730.0 million.

- During alterations to the property, the loan documents leave to the servicer's discretion, the decision whether to require collateral for alterations whose costs exceeds a certain threshold. Additionally, this collateral, if required, may not be rated by S&P Global Ratings. This structure potentially exposes the transaction to risks associated with (a) additional leverage beyond a de minimis amount and (b) potential additional liens, such as mechanic's liens, some of which may have priority over the mortgage lien.

- The loan does not have a warm body carve-out guarantor. In our view, this limitation generally lessens the disincentive provided by a full nonrecourse carve-out related to "bad acts" or voluntary bankruptcy.

- The mortgage loan is structured with a hard in-place lockbox and springing cash management, as determined by S&P Global Ratings, which allows the borrower to control funds until the net operating income (NOI) falls below a certain level, there is a mezzanine loan event of default, or the major tenant has defaulted, reduced its square footage beyond certain minimum thresholds, or its market capitalization has decreased below a certain amount. At that point, the borrower will be required to maintain monthly tax, insurance, and ground rent escrows, replacement reserves, and TI/LC deposits. During a trigger period caused by some of the above occurrences, all excess cash flow will be deposited into a lender-controlled account until the cap has been reached.

2. SOMA Teleco Center

Table 14

Credit Profile

Loan no. 2 Property type Office

Loan name Soma Teleco Office Subproperty type CBD

Pooled trust loan balance ($) 102,500,000 Property sq. ft./no. of units 110,717

% of total pooled trust balance 8.5 Year built/renovated 1924/1984, 2011-2013, (%) 2017

City San Francisco Sponsor John R. Winther

State Calif. S&P Global Ratings' amortization Interest only category

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Table 14

Credit Profile (cont.)

S&P Global Ratings' market type Primary S&P Global Ratings' amortization (2.50) adjustment (%)

S&P Global Ratings' NCF ($) 7,090,000 S&P Global Ratings' subordinate debt N/A category

S&P Global Ratings' NCF (17.8) S&P Global Ratings' subordinate debt N/A variance (%) adjustment

S&P Global Ratings' cap rate (%) 8.50 S&P Global Ratings' LTV (%) 122.8

S&P Global Ratings' value (mil. 83.5 S&P Global Ratings' DSC (x) 1.87 $)

S&P Global Ratings' value (40.4) 'AAA' SCE (%) 63.4 variance (%)

S&P Global Ratings' value per 754 'AAA' DCE (%) 26.3 sq. ft./unit ($)

NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. CBD--Central business district. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The trust loan is secured by the borrower's fee simple interest in a 110,717-sq.-ft. flex creative office and telecom building in the Rincon Hill (SOMA) neighborhood of downtown San Francisco, Calif. Originally built in 1923 as a warehouse, the property has been renovated numerous times since 1984 to accommodate different users and their needs. The most recent renovation was in 2017. The property represents a focal point for a dense network of subterranean fiber optic cabling and serves as a secondary gateway in the San Francisco market area.

- The trust loan has a moderately high DSC of 1.87x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 17.8% lower than the issuer's NCF, a variance driven primarily by our TI/LC assumptions and exclusion of rent straight-lining. Including the loan-specific rake bonds discussed further below, our DSC decreases to 1.66x.

- Verizon Communications Inc. (Verizon; 'BBB+/Positive'), through its predecessor companies, has been a tenant in the building for 35 years and reportedly considers space at the property to be mission critical to their 5G infrastructure serving the entire San Francisco Bay area. The telecom company uses the asset as a primary switching station, channeling incoming data from any of multiple input ports to the specific output port that will take the data toward its intended destination. The tenant, which has termination options discussed further below, represents approximately 47.6% of S&P Global Ratings' underwritten gross potential base rent. We did not consider the tenant's future rent steps in our valuation given these termination options.

- The property benefits from recent leasing momentum and a solid, long-term tenant base. Following the sponsor's acquisition of the property, Verizon extended its existing lease by an additional 20 years through March 2040. Verizon has a purchase option at $140.0 million exercisable (a) until March 31, 2023, or (b) during a six-month period commencing after the full and final resolution of the Fortress litigation, discussed further under risks. Ayden, the second largest tenant (representing approximately 36.7% of S&P Global Ratings' underwritten gross potential base rent), recently expanded onto the fifth floor to bring its total footprint to 42,152

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sq. ft. at the property. The lease commenced February 2019 and features a seven-year term, which expires January 2026. The tenant does not have any termination options. The company's technical and operations team uses the leased space and reportedly comprises approximately 130 employees.

- The property is well-located in the SOMA neighborhood of San Francisco, which we consider a primary market. According to CoStar, the first-quarter 2021 Rincon/South Beach office submarket (where the property is located) had a vacancy rate of 8.1%. We underwrote to the property's economic vacancy of 5.9%, as calculated by S&P Global Ratings.

- The loan benefits from experienced sponsorship. The sponsor, John R. Winther, is the co-founder and partner at Harvest Properties. Founded in 2002, Oakland, Calif. based Harvest Properties is a vertically integrated commercial real estate investment firm and has completed approximately $3.2 billion in commercial property investment transactions in the San Francisco Bay area, with a range of institutional partners and private investors. It currently owns and/or manages over nine million sq. ft. of office, industrial and R&D space in the San Francisco Bay Area, accommodating more than 400 tenants. Another Harvest Properties-owned flex creative office, telecom, and laboratory building located in downtown San Francisco, 360 Spear, was recently securitized in Benchmark 2021-B23 Mortgage Trust.

- The mortgage loan is structured with a hard in-place lockbox and in-place cash management, as determined by S&P Global Ratings. A cash sweep event occurs upon an event of default, if the DSC falls below 1.10x, or one of the major tenants has terminated or elected to terminate its space, declared bankruptcy, defaulted, fails to timely renew its lease, or reduced its square footage beyond certain minimum thresholds. There are also ongoing reserves for taxes, insurance, capital expenditures, and leasing expenses.

The loan exhibits the following concerns and mitigating factors:

- The trust loan, representing a $102.5 million portion of a larger $115.0 million whole loan, is highly leveraged at an S&P Global Ratings' LTV ratio of 122.8% based on our valuation and the trust loan balance. The remaining $12.5 million subordinate notes support loan-specific rake bonds, which are the controlling piece of the whole loan. Including the subordinate notes, our LTV increases to 137.8% from 122.8%. Our estimate of long-term sustainable value is 40.4% lower than the appraiser's "as-is" valuation accounting for Verizon's purchase option and 46.2% lower than the "as is" valuation following expiry of the option, variances primarily driven by our higher TI/LC and capitalization rate assumptions, and our exclusion of future investment-grade tenant rent steps for reasons related to Verizon's termination options discussed further below.

- The trust loan is interest-only for its entire 10-year term, and there will be no scheduled amortization during the loan term. Compared with an amortizing loan, an interest-only loan bears a higher refinance risk because of the higher loan balance at maturity. To account for this lack of amortization, we applied negative LTV threshold adjustments across the capital structure.

- The property is outfitted for certain specialized uses, primarily telecom and data center. Approximately 62.0% of S&P Global Ratings' underwritten gross potential base rent is currently being generated by such tenants. Repurposing these respective spaces to traditional office or alternative uses would be costly and it is possible office or alternatively used space would garner lower rent than the property's in-place rent. We accounted for this risk by utilizing an 8.50% capitalization rate for the non-office space compared to the appraisal capitalization rate of 5.0%.

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- The property exhibits above market rent. According to CoStar, the first-quarter 2021 Rincon/South Beach office submarket estimated rent for comparable office properties is $43.39 per sq. ft. compared to the property's total average gross rent of $81.74 per sq. ft., as calculated by S&P Global Ratings. However, the appraiser concluded that the property's in-place rent is supported by rent comparables and thus sustainable. We also note that the recent Verizon and Adyen tenant leases were signed at rental rates in the mid $70s and $80s per sq. ft., as calculated by S&P Global Ratings.

- Verizon has termination options for certain suites it leases tied to a wide range of events including actions of the Federal Communications Commission and any other governmental authorities asserting jurisdiction for the installation or operation of a microwave communications system, the revocation of necessary licensing and approvals to conduct its business, any construction in the path of the tenant's antennas, or the premises are no longer suitable for tenant's business. The termination options could effect suites 200 and 400 (representing approximately 27.8% of S&P Global Ratings' gross potential rent). According to information provided to us by the loan seller, the lease termination language for suites 200 and 400 is legacy language from the original lease signings in 1982 and 1981 (with Verizon predecessor entities). At that time, Verizon was reportedly concerned about ensuring its technology was able to function despite adjacent construction potentially blocking signals, as well as the uncertainty of receiving certain municipal approvals at a time when both the technology and legislation were being developed. While the various lease amendments and extensions since the original signings have kept the termination language, the sponsor believes that technology has significantly evolved, shifting from point-to-point signal transmission to the new standard of ground disbursement transmission, with frequencies used for modern-day cellular connectivity becoming much better at penetrating buildings than the first generation analog systems, making it far less likely the termination options could be exercised. We do note that suites 300 and 402, representing approximately 18.9% of NRA do not have this provision in their lease, perhaps indicating a new level of comfort for the tenant. However, in recognition of this risk, we gave no valuation benefit to future rents in the tenant's lease.

- There is currently outstanding litigation pending between an affiliate of the landlord and the tenant, Fortress SF1 LLC (Fortress) relating to the 2,580 sq. ft. (2.3% of NRA) Meet-Me-Room facility lease at the property. Meet-Me-Rooms are physical locations within commercial buildings where internet service providers, telecommunications providers, and data providers can make connections to tenants and other service providers in one central location, and are intended to serve as an amenity for a commercial real estate property such as the building. The timing for the lawsuits to be resolved, as well as the amounts involved, are unclear, and we increased our base capitalization rates for the property to account for these uncertainties.

- Verizon has an option to purchase the property for $140.0 million for (a) a 24-month period commencing on April 1, 2021, or (b) if the full and final resolution of the Fortress litigation has not occurred prior to Oct. 1, 2022, a six-month period commencing on the final resolution date. The purchase amount is less than the $155.0 million appraisal valuation assuming the property was not encumbered by the option, but represents a price significantly higher than our $83.4 million S&P Global Ratings valuation. Additionally, in the event the landlord elects to sell the property during the option period, Verizon has a right of first refusal to purchase the property. In connection with any such purchase, Verizon has the ability to assume the trust loan, or pay it off, subject to applicable prepayment penalties.

- During alterations to the property, the loan documents leave to the servicer's discretion the decision whether to require collateral for alterations whose costs exceed a certain threshold. Additionally, this collateral, if required, may not be rated by S&P Global Ratings. This structure potentially exposes the transaction to risks associated with (a) additional leverage beyond a de

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minimis amount and (b) potential additional liens, such as mechanic's liens, some of which may have priority over the mortgage lien.

- As of March 21, 2021, all tenants are open and operating at the property. Tenants representing approximately 100.0% of the occupied square footage and 100.0% of the in-place base rental income paid full rent in February and March 2021. One tenant, representing approximately 0.4% of the total square footage requested and was granted rent relief. This tenant is expected to vacate upon its lease expiration and the tenant's rent is not being underwritten by the lender. The first payment date for the SOMA Teleco Office Whole Loan is May 6, 2021. As of March 21, 2021, the loan is not subject to any modification or forbearance requests. The appraiser also noted that in general, the telecommunications/data center industry is not expected to be materially impacted, or certainly to be the least impacted real estate asset class, due to the pandemic.

3. Amazon Seattle

Table 15

Credit Profile(i)

Loan no. 3 Property type Office

Loan name Amazon Seattle Subproperty type CBD

Pooled trust loan balance 90,000,000 Property sq. ft./no. of units 774,412 ($)

% of total pooled trust 7.4 Year built/renovated 1929/2017-2021 balance (%)

City Seattle Sponsor KKR Real Estate Select Trust Inc.

State Wash. S&P Global Ratings' amortization Interest only category

S&P Global Ratings' Primary S&P Global Ratings' amortization (2.50) market type adjustment (%)

S&P Global Ratings' NCF 8,460,000(ii) S&P Global Ratings' subordinate Unsecured debt (S&P Global ($) debt category Ratings LTV < 90%)

S&P Global Ratings' NCF (27.7) S&P Global Ratings' subordinate (2.50) variance (%) debt adjustment

S&P Global Ratings' cap 6.75 S&P Global Ratings' LTV (%) 67.2 rate (%)

S&P Global Ratings' 133.8(ii) S&P Global Ratings' DSC (x) 3.09 value (mil. $)

S&P Global Ratings' (45.8) 'AAA' SCE (%) 36.8 value variance (%)

S&P Global Ratings' 451 'AAA' DCE (%) 6.7 value per sq. ft./unit ($)

(i)The trust loan is pari passu; LTV and DSC calculated based on the $134.9 million whole mortgage loan balance ($90.0 million trust loan plus the $144.9 million pari passu portion). (ii)Pari passu adjusted. NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. CBD--Central business district. N/A--Not applicable.

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Strengths and concerns

The loan exhibits the following strengths:

- The $90.0 million pooled trust loan, along with a $144.9 million pari passu portion held outside the trust, represents a total $234.9 million senior loan component of a $390.0 million whole loan. The remaining $155.1 million junior non-trust note is held outside the trust and is the controlling piece of the whole loan, and increases our LTV ratio to 111.7% from 67.2%. The mortgage loan is secured by the borrower's fee-simple interest in Amazon Seattle, an eight-story, 774,412-sq.-ft., class-A office building located in the Seattle CBD. The property has a distinct historical architectural design and exterior façade, large 80,000-sq.-ft. floor plates, high quality heating, ventilation, and air conditioning (HVAC) systems, collaborative office spaces, and break rooms. The property has been landmarked by the City of Seattle. The newly redeveloped property is located at 300 Pine Street, at the intersection of Pine Street and Fifth Avenue, the core center of Seattle's retail center.

- The property was originally built in 1929 for the retailer The Bon Marche, and continued to function in the same retail capacity as the Macy's building in more recent years. In 2017, floor 3 through 8 of the property were renovated, converted to office spaces, and leased to Amazon on a NNN lease basis. Amazon subsequently executed a lease expansion amendment to occupy the remaining spaces in the property which include a sky lobby, floors 1 and 2, a new lobby, and basement levels. Renovation work on the sky lobby, floor 2, and basement levels have been completed. Floor 1 and the new lobby are currently under renovation, with completion dates of May 2021, and August 2021, respectively. Amazon currently has an option to terminate its square footage associated with the floor 1 (2.3% of NRA; 2.7% of gross in-place rent) and new lobby (0.8%;0.9%). An upfront completion reserve of $22.9 million for the budgeted cost of completing the renovation work associated with the new lobby and floor 1 will be escrowed. In addition, an upfront $2.0 million rent credit reserve will be escrowed, for any delayed rent credit accruals associated with the delivery of the new lobby and floor 1. The lender holds a collateral assignment in the escrow agreement.

- The senior loan component has low leverage with a 67.2% LTV ratio, based on S&P Global Ratings' valuation. The LTV ratio based on the appraiser's "as-is" valuation is 36.5%. Our long-term sustainable value estimate is 45.8% lower than the appraiser's valuation, a variance driven primarily by our vacancy and TI/LC assumptions.

- The trust loan has a strong DSC of 3.09x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 27.7% lower than the issuer's NCF.

- The property serves as mission critical space for Amazon and is a half-mile from Amazon's global HQ. The Westlake Village Transit Center located directly below the property provides accessibility to residential areas in the district including Belltown, South Lake Union, and Capitol Hill.

- The property is currently 92.2% occupied by three unique tenants as of the March 2021 rent roll. The largest tenant at the property is Amazon ('AA-/Stable', 87.8% of NRA and 88.7% of gross in-place rent). Knot Springs (4.0%; 3.3%) and Victrola Coffee (0.3%; 0.3%) are the other two tenants. Amazon and Victrola Coffee have at least two, five-year renewal options remaining.

- According to CoStar, the property is located within the Seattle CBD office submarket. As of the first-quarter 2021, the Seattle CBD office submarket five- and 10-year historical average vacancy were 9.5% and 10.7%, respectively, with first-quarter 2021 vacancy at 12.5% and full

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year 2021 vacancy forecast of 13.9%. In our analysis, we applied a 9.4% vacancy factor to account for the submarket historical trends, forecast, and major tenant concentration in the property.

- There is minimal lease roll during the loan term. One tenant, Victrola Coffee with a lease expiry date of May 2028 rolls during the loan term as calculated by S&P Global Ratings.

- The mortgage loan is an acquisition and the sponsor contributed $152.4 million of equity as part of the $607.4 million all-in acquisition costs (25.1% of the acquisition costs).

- The mortgage loan benefits from KKR and Co. Inc's. (KKR), experienced sponsorship. KKR is a global investment firm with $234.0 billion in AUM as of Sept. 30, 2020. KKR is an experienced and active investor in the real estate sector, with approximately $14.0 billion in AUM as of Sept. 30, 2020.

The loan exhibits the following concerns and mitigating factors:

- The senior note represents a total $234.9 million portion of a larger $390.0 million whole loan. The remaining $155.1 million subordinate notes support loan-specific rake bonds, which are the controlling piece of the whole loan. Including the subordinate notes, our LTV increases to 111.7% from 67.2%. In addition to the mortgage loan, there is a $65.0 million mezzanine loan. The mortgage and mezzanine loans have a combined S&P Global Ratings' LTV ratio of 130.3%. The comparably weaker credit metrics for the combined debt exposes the trust loan to a higher default risk. Therefore, we applied a negative LTV threshold adjustment at each rating level to account for this risk.

- The trust loan is interest-only for the entire nine-year ARD period, meaning there will be no scheduled amortization through the ARD date. We accounted for this lack of amortization by applying a negative LTV threshold adjustment across the capital structure.

- Amazon and Knots Spring have executed leases in-place at the property; however, Amazon has yet to take possession of the expansion space, and Knots Spring has also not taken possession of its space at the property. The lease commencement dates for the Amazon expansion space are as follows: sky lobby (0.2% of NRA; August 2021), floor 1 (2.3%; December 2021), floor 2 (6.1%; Oct. 2021), new lobby (0.8%; March 2022), and basement levels (16.3%; September 2021). The lease commencement date for the retail tenant, Knot Springs, 4.0% of NRA is January 2022. The loan is structured with a $5.8 million upfront gap/bridge rent reserve for the Amazon expansion space and Knot Springs space. In addition, a $16.4 million upfront outstanding TI/LC reserve is in place for outstanding TI/LC's associated with the Amazon expansion space and Knots Springs space.

- Due to the property's historic landmark designation, it receives tax abatements for capital projects that exceed 25.0% of the sponsors basis in the property excluding land. It is important to note that the tax savings are considered a wasting asset, whose present value will decline with each passing year. If rental income does not increase, or if other expenses or capitalization rates do not decrease in such a way as to offset the loss of yearly tax savings, the overall value of the property will continue to decline.

- Although the loan has a nine-year ARD, the actual final maturity date is in May 2033, which is almost co-terminous with Amazon's lease expiration. The 108 months term is the ARD of April 2030, and the borrower's failure to secure a loan to refinance or pay off the whole loan balance at that time will not constitute an event of default. Instead, the current interest rate will increase to a higher revised rate (determined per the terms of the financing documents), and the loan will begin to hyper-amortize, using all available excess cash flow after payment of all property expenses and filling escrows. The difference between the current interest due and the

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interest due under the revised rate will accrue and be required to be paid at or before the final hard maturity date in May 2033.

- During alterations to the property, the loan agreement does not require that all collateral posted by the borrower be rated by S&P Global Ratings. This structure potentially exposes the transaction to risks associated with (a) additional leverage beyond a de minimis amount and (b) potential additional liens, such as mechanic's liens, some of which may have priority over the mortgage lien.

- There is no warm body carve-out guarantor and the carve-out guaranty in relation to springing recourse events is capped at 20.0% of the outstanding loan amount. In our view, these limitations generally lessens the disincentive provided by a full non-recourse carve-out related to "bad acts" or voluntary bankruptcy.

- Although the borrower must provide the lender with quarterly and annual financial statements, they are not required to be audited. We believe audited financial statements are more conclusive and reliable than unaudited statements

- The mortgage loan is structured with a hard in-place lockbox and springing cash management, as determined by S&P Global Ratings, which allows the borrower to control funds until the ARD, an event of default has occurred, a dividend yield (DY) ratio of 5.83% or aggregate DY of 5.00% is breached for two consecutive quarters, or one of the major tenants has terminated or elected to terminate its space, declared bankruptcy, or reduced its square footage beyond certain minimum thresholds. At that point, the borrower will be required to maintain monthly tax and insurance escrows, replacement reserves, and TI/LC deposits. During a trigger period, all excess cash flow will be deposited into a lender-controlled account.

4. 4800-4900 Fournace Place

Table 16

Credit Profile

Loan no. 4 Property type Office

Loan name 4800-4900 Fournace Subproperty type Medical Place

Pooled trust loan balance ($) 56,500,000 Property sq. ft./no. of units 564,739

% of total pooled trust 4.7 Year built 1975 balance (%)

City Bellaire Sponsor Danny M. Sheena and Osama Abdullatif

State Texas S&P Global Ratings' amortization Amortizing balloon category

S&P Global Ratings' market Primary S&P Global Ratings' amortization 0.00 type adjustment (%)

S&P Global Ratings' NCF ($) 4,480,000 S&P Global Ratings' subordinate N/A debt category

S&P Global Ratings' NCF (33.2) S&P Global Ratings' subordinate N/A variance (%) debt adjustment

S&P Global Ratings' cap rate 8.50 S&P Global Ratings' LTV (%) 100.4 (%)

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Table 16

Credit Profile (cont.)

S&P Global Ratings' value 56.3 S&P Global Ratings' DSC (x) 1.50 (mil. $)

S&P Global Ratings' value (45.9) 'AAA' SCE (%) 52.7 variance (%)

S&P Global Ratings' value per 100 'AAA' DCE (%) 26.5 sq. ft./unit ($)

NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The trust loan is a $56,500,000 mortgage loan secured by the leased fee interest in a 564,739-sq.-ft., class-B, office campus in Bellaire, Texas. The campus is composed of two buildings, 4800 Fournace, which was built in 1975, and 4900 Fournace, which was built in 1965. The buildings were formerly owned and occupied by Chevron until 2017 when the company decided to consolidate operations within the Houston CBD. The property was acquired vacant by the sponsor from Chevron in an arms-length transaction for $33.0 million in September 2018. As of Jan. 1, 2021, the property was 87.4% occupied by 19 different tenants.

- Following its acquisition of the property in September 2018, the sponsor signed leases with Harris Health ('AA-') and Houston Methodist (Not rated), as well as with several new tenants in the legal sector. Harris Health (formerly Harris County Hospital District) is the largest tenant at the property and accounts for 64.7% of total in-place rent and 55.5% of the NRA as calculated by S&P Global Ratings. The Harris Health system is a fully integrated healthcare system that cares for all residents of Harris County, Texas. Harris Health's fiscal year 2019 net revenue was $1.5 billion. Harris Health consolidated into 4800 Fournace from five locations around the Houston area and invested $8.0 million in their space, in addition to the turn-key improvements provided by Chevron, including furniture, a brand new fitness center, and a $16.80 million upgrade to the central plant. Harris Health currently pays a rent of $13.00 per sq. ft. with reimbursements capped at $10.00 per sq. ft. The lease is subject to annual escalations of $1.00 per sq. ft. per year with rent steps commencing on January 1. After Dec. 31, 2023, the reimbursement payments are no longer capped at $10.00 per sq. ft. per year. In addition to tenant reimbursements, Harris Health reimburses the sponsor for overtime HVAC.

- Houston Methodist is the second largest tenant and accounts for 12.1% of the total in-place rent and 17.9% of the NRA as calculated by S&P Global Ratings. Houston Methodist is comprised of a leading academic medical center in the Texas Medical Center and six community hospitals serving the Greater Houston Area. Houston Methodist is currently utilizing the space for its IT staff. The space was taken over turn-key from Chevron with no additional capital invested in the space. The tenant's lease started in February 2020 and the tenant started paying rent in July 2020 after a five-month free rent period. The tenant currently pays $13.00 per sq. ft. on a NNN basis with reimbursements capped at $10.00 per sq. ft. The lease is subject to annual escalations of $1.00 per sq. ft. per year, with rent steps commencing on July 1. After July 1, 2024, the NNN payments are no longer capped at $10 per sq. ft. The lease includes two five-year extension options at 90.0% market value with six-12 months notification.

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- The trust loan has a moderate DSC of 1.50x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 33.2% lower than the issuer's NCF.

- The remaining tenants in the building are predominantly concentrated within legal services and have remaining lease terms ranging from four months to five years. The remaining tenants pay a base rent ranging from $10.00 per sq. ft.to $25.00 per sq. ft.

- 4900 Fournace also includes a large conference center and court room, which the sponsor projects to generate an additional $120,000 per year. According to ownership, the facility has been leased twice a week since opening. We are including approximately half of this income in our S&P Global Ratings' NCF calculation.

- The property is located in a primary market. Primary markets generally have higher barriers to entry than secondary and tertiary markets. According to CoStar, the property is located within the Bellaire submarket, which, with an inventory of less than five million sq. ft., is one of the smaller office submarkets within the Houston metropolitan area. Office deliveries within the submarket are infrequent and most of the stock dates from the 1970s and 1980s, similar to the overall quality of the subject property. According to CoStar, the Bellaire submarket had a vacancy rate of 10.8%, an availability rate of 21.2%, and gross asking rents of $26.11 per sq. ft. as of first-quarter 2021. Over the past five years, vacancy and gross asking rents have averaged 12.6% and $25.21 per sq. ft. This compares with the in-place vacancy and gross rent of 87.4% and $22.87 per sq. ft. Our underwriting approach considered the below market nature of the rents and we applied a 15.0% vacancy rate in our analysis, capturing the high availability rate within the submarket, as well as the lease structure of the largest tenant, Harris Health.

- The mortgage loan is structured with a hard in-place lockbox and in-place cash management, as determined by S&P Global Ratings. A trigger period occurs if the NOI falls below closing date NOI x 75.0%, or a critical tenant has terminated or elected to terminate its space, declared bankruptcy, or reduced its square footage beyond certain minimum thresholds. There are also ongoing reserves for taxes, insurance, capital expenditures, and leasing expenses. The mortgage loan benefits from SLS Properties' experienced sponsorship. SLS Properties is a full-service real estate company based in Houston, Texas, specializing in development, acquisition, redevelopment, built-to-suite, management, and leasing services for commercial properties. Currently, the SLS Properties portfolio consists of multiple office and retail properties within the Houston Metropolitan Area with a total value of $265.7 million. The firm is led by Danny Sheena and Osama Abdullatif, who report a net worth of $131.0 million and liquidity of $30.1 million.

The loan exhibits the following concerns and mitigating factors:

- The trust loan has high leverage with a 100.4% LTV ratio, based on S&P Global Ratings' valuation. Our long-term sustainable value estimate is 45.9% lower than the appraiser's valuation.

- The trust loan is interest-only for its entire 10-year term, and there will be no scheduled amortization during the loan term. Compared with an amortizing loan, an interest-only loan bears a higher refinance risk because of the higher loan balance at maturity. We accounted for this lack of amortization by applying a negative 2.5% LTV threshold adjustment across the capital structure.

- The mortgage loan is a refinancing and the loan proceeds returned approximately $22.8 million (40.5% of the financing)) of equity to the sponsor. Based on the sponsor's cost basis of $78.5 million, no cash equity will remain in the deal at closing. The sponsor acquired the properties for approximately $33.0 million ($58 per sq. ft.) in September 2018 from Chevron. The sponsor

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subsequently invested $30.0 million in a parking garage, which is subject to a completion guaranty from the sponsor as part of this financing. Additionally, the sponsor recognized $1.5 million in TI costs, $4.0 million in leasing commission costs, and $10.0 million in carrying costs, bringing the total cost basis to $78.5 million.

- We visited the property on March 9, 2021, and found that the property presented adequately. We noted the property's somewhat less desirable location several miles south of the Houston Galleria and the limited amount of work that had been done in improving the finishes of the interior spaces (the second largest tenant, Houston Methodist, took over the space from Chevron as-is with no TI's). We noted the large amount of vacant land next to the subject property, which is also owned by the sponsor and reportedly held for future redevelopment efforts to improve the overall appearance and vitality of the parcel.

- Harris Health (64.7% of the in-place rent and 55.5% of the net rentable space) has a contraction option and a termination option. The contraction option can be exercised after Oct. 31, 2023, allowing them to reduce their space by 25.0% with a six-month notification along with a termination fee equal to six months base rent multiplied by the percentage reduction in the leased premises due to the lease contraction plus unamortized commissions and construction allowance as liquidated damages for the reduced portion of the premises in lieu of rent for any term remaining beyond the lease contraction's effective date. In the event that the downsize option is exercised, the rent penalty associated with the downsizing would equate to $518,000 based on current rents. Additionally, based on current assumptions, the downsize would result in an NOI decline of 26.0%, which would result in a cash flow sweep at the first quarterly reporting period following the notice. The sweep would be in-place for a minimum of three months following the notice. A three-month sweep, based on the in-place NOI calculated by the lender, would yield approximately $832,000 or $1.47 per sq. ft. Finally, the on-going TI/LC reserve, if unused, would equate to $1.33 million by the downsize notice date. Combined, the termination fee, cash sweep, and the ongoing TI/LC reserve could result in total collections of $2.66 million or $33.15 per sq. ft. on the downsized portion of the Harris Health space. This compares with the appraiser's rent comparable TI's of $40 per sq. ft. for new space in 4800 Fournace. We have accounted for the risk of both the downsize and termination options in our vacancy, TI/LC, and capitalization rate assumptions.

- Harris Health ('AA-') also has a termination option, which can be exercised after Dec. 31, 2027, with a six month notification plus six months base rent and an unamortized commissions and construction allowance as liquidated damages in lieu of rent for any term remaining beyond the effective date of termination. The loan is structured with a cash flow sweep specific to the Harris Health tenancy, which begins in the event that the termination option is exercised or a negative credit event is realized. The loan is also structured with a general cash flow trigger, which commences during any period in which the NOI during a fiscal quarter falls 25.0% below the closing date NOI and remains in place until the NOI exceeds the trigger level as of the end of two consecutive quarters thereafter. The loan is also structured with a $1 per sq. ft. per year TI/LC reserve, funded monthly. In the event that the termination option is exercised, the rent penalty would equate to $2.37 million based on 2027 rents. Additionally, the cash sweep associated with the six-month notice period could yield an additional $1.66 million based on the in-place NOI. Finally, the TI/LC reserve, if unused, would total $3.66 million by the termination date. Combined, the termination fee, cash sweep, and the ongoing TI/LC reserve could result in total collections of $7.64 million or $24.35 per sq. ft. on the Harris Health space. This compares with the appraiser's rent comparable TI's of $40 per sq. ft. for new space in 4800 Fournace. We have accounted for the termination option's risk in our vacancy, TI/LC, and capitalization rate assumptions.

- Although the borrower must provide the lender with quarterly and annual financial statements,

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they are not required to be audited. We believe audited financial statements are more conclusive and reliable than unaudited statements.

5. 909 Third Avenue

Table 17

Credit Profile

Loan no. 5 Property type Office

Loan name 909 Third Avenue Subproperty type CBD

Pooled trust loan balance ($) 50,000,000 Property sq. ft./no. of units 1,350,756

% of total pooled trust balance (%) 4.1 Year built 1968

City New York Sponsor Vornado Realty L.P.

State N.Y. S&P Global Ratings' amortization Interest only category

S&P Global Ratings' market type Primary S&P Global Ratings' amortization (2.50) adjustment (%)

S&P Global Ratings' NCF ($) 5,580,000 S&P Global Ratings' subordinate debt N/A category

S&P Global Ratings' NCF variance (15.8) S&P Global Ratings' subordinate debt N/A (%) adjustment

S&P Global Ratings' cap rate (%) 6.47 S&P Global Ratings' LTV (%) 58.8

S&P Global Ratings' value (mil. $) 85.1 S&P Global Ratings' DSC (x) 3.41

S&P Global Ratings' value variance (40.6) 'AAA' SCE (%) 23.4 (%)

S&P Global Ratings' value per sq. 297 'AAA' DCE (%) 3.8 ft./unit ($)

(i)The trust loan is pari passu; LTV and DSC calculated based on the $235.6 million mortgage loan balance ($50.0 million trust loan plus the $185.6 pari passu portion). (ii)Pari passu adjusted. NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. CBD--Central business district. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The $50.0 million pooled trust loan plus the $185.6 million pari passu component represent a $235.6 million senior portion within a larger $350.0 million whole loan. The senior component has low leverage, with an S&P Global Ratings' LTV ratio of 58.8% based on our valuation. The LTV ratio on the senior loan component based on the appraiser's "as-is" valuation is 34.9%. Our estimate of long-term sustainable value is 40.6% lower than the appraiser's "as-is" valuation driven largely by our higher capitalization rate and lower occupancy rate assumptions.

- The senior component has a strong DSC of 3.41x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 15.8% lower than the issuer's NCF.

- The whole loan is secured by the borrower's leasehold interest in a 32-story, class-A, LEED Gold certified building totaling 1.35 million sq. ft. located in Midtown Manhattan. The office tower sits atop approximately 490,000 sq. ft. of flex industrial space that is fully leased to the U.S.

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Postal Service (USPS), who uses it as a mail-handling facility. The sponsor, Vornado, has invested over $184 million of capital into the property since acquiring it in 1999, including over $46.9 million of base building upgrades. In both 2011 and 2019, Vornado undertook major capital projects at the 1968 vintage property, including the renovation of the lobby and an outdoor public plaza, modernization of the elevators, the creation of outdoor amenity space on the fifth floor, and a full upgrade of the HVAC system.

- The property was 97.9% leased as of April 2021 to over 15 tenants in various industries. The property has strong historical occupancy, with a 20-year average occupancy of 97.3%. The four largest tenants at the property are IPG DXTRA, Inc., a subsidiary of The Interpublic Group of Cos. Inc. ('BBB') who guarantees the lease (17.1% of NRA; 22.1% of gross rent as calculated by S&P Global Ratings), Allergan Sales LLC (12.5%; 17.9%), Geller & Co. (9.3%; 12.6%), and USPS (36.5%; 10.9%). The USPS originally took occupancy when the building was constructed in 1968 and its lease extends to 2038, including all options.

- Average rents at the property are below-market partly because the USPS's rent is significantly below-market. The USPS pays a base rent of $2.23 per sq. ft. plus reimbursements of approximately $1.84 per sq. ft. The USPS's total rent of $14.08 per sq. ft. is significantly less than the appraiser's estimate of 55.00 per sq. ft. for the USPS space.

- The property is located in a primary market. According to CoStar, the property is located in the Plaza District office submarket of Manhattan, and the quarter-to-date 2021 submarket vacancy and availability rates for three- to five-star office properties were 14.5% and 17.8%, respectively. We applied a 6.5% vacancy factor to the property in our analysis to account for the higher availability rate in the submarket.

- The property has exhibited solid cash flow stability through the COVID-19 pandemic, having collected virtually all rent receivables from March to December 2020 (99.7% average collection rate). No tenant rent relief agreements have been signed at the property. As of March 2021, the only tenant that was not current with respect to rent obligations is the coffee shop, FIKA (0.1% of gross rent).

- The mortgage loan is structured with a hard in-place lockbox and springing cash management, as determined by S&P Global Ratings, which allows the borrower to control funds until an event of default has occurred, a DY ratio of 6.50% is breached for two consecutive quarters, or IPG DXTRA has terminated or elected to terminate its space, declared bankruptcy, or reduced its square footage beyond certain minimum thresholds. At that point, the borrower will be required to maintain monthly tax and insurance escrows, replacement reserves, and TI/LC deposits. During a trigger period, all excess cash flow will be deposited into a lender-controlled account.

- We visited the property on April 5, 2021, accompanied by representatives of the issuer and sponsor. We observed that although the building is open and operational, most of the tenants have not formally returned to the building. We toured some of spaces leased to AlixPartners, Amynta, MFP Investors, and IPG DXTRA and found them in good condition. The collateral is considered to be a class-A- office building. The property is conveniently located in the East Side submarket of Midtown Manhattan on Third Avenue between East 54th and East 55th Streets. Transit access is excellent. The property is within two blocks of multiple subway lines and Grand Central Station is one stop away.

- The loan benefits from experienced sponsorship. The property is owned by Vornado Realty Trust ('BBB-'), a fully integrated, publicly traded real estate investment trust with a total market capitalization in excess of $7 billion. The sponsor is one of New York City's leading landlords with a portfolio of office buildings concentrated in Midtown Manhattan, with ownership and/or management interest in nearly 20 million sq. ft. of office space.

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The loan exhibits the following concerns and mitigating factors:

- The $50.0 million pooled trust loan, along with the $185.6 million pari passu portion held outside the trust, comprise the $235.6 million senior loan component of a $350.0 million whole loan. The remaining $114.4 million junior non-trust note is held outside the trust and is the controlling piece of the whole loan. It increases our LTV ratio to 87.3% from 58.8%.

- The loan is interest-only for its entire 10-year term, meaning that there will be no scheduled amortization during the loan term. We reduced our LTV recovery thresholds at each rating category to account for higher refinancing risk at loan maturity compared to an amortizing loan.

- The $350.0 million whole loan is a refinancing of the existing debt. However, the transaction was cash neutral. There was no equity repatriation returned to the sponsor as a result of the financing.

- The property faces concentrated rollover risk in 2027 and 2028, with 32.8% of leased NRA and 45.0% of in-place gross rent as calculated by S&P Global Ratings,, when the IPG DXTRA and Forest Laboratories leases expires. To partially mitigate the rollover risk, a cash sweep will be triggered if IPG DXTRA fails to renew its lease 12 months prior to expiration for at least 150,000 rentable sq. ft. We assumed a 6.5% vacancy rate in our analysis to derive our long-term sustainable NCF.

- The future free rent granted to IPG DXTRA beginning in November 2023 through April 2024 (approximately $7.0 million) was not escrowed at loan close. We deducted the present value of the free rent from our valuation to account for lack of structure.

- The largest tenant, IPG DXTRA, has a one-time right to terminate its entire lease on November 2023 (with 18 months of notice). The sponsor estimates the cost to exercise is about $20 million ($88 per sq. ft.). Such termination would constitute the occurrence of a specified tenant trigger under the loan documents. We also understand that the second largest tenant, Allergan Sales LLC, sublease all its spaces to other existing tenants (including IPG DXTRA) at an estimated 19.4% discount. We applied higher vacancy factor in our analysis to account for the potential additional vacancy at the property.

- The loan does not have any entity named as a carve-out guarantor. In our view, this limitation generally lessens the disincentive provided by a full nonrecourse carve-out related to "bad acts" or voluntary bankruptcy.

- The collateral is subject to a ground lease with an annual rent of $1.6 million. The ground lease commenced on 1966, with the property's developer as the original lessor. The leasehold interest in the property was sold to Mendik Co. in 1983, and Vornado subsequently acquired the leasehold interest in connection with the acquisition of Mendik Co. in 1999. The ground lease expires on May 31, 2041, with a fully extended maturity date of Nov. 30, 2063. The ground rent will remain flat through the extended maturity date and will not increase for the next 43 years. The ground rent is a relatively small component of total expenses and is 2.6% of the effective gross income as calculated by S&P Global Ratings.

- The USPS reported a net loss of $9.2 billion for its 2020 fiscal year. If the USPS is unable to meet its rental obligations, the space may require substantial renovations in order to re-lease it due to the custom USPS build-out, as it is currently utilized as a public post office, mail room

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and sorting area, and office space. However, the subject property is one of a select few mail sorting and distribution centers in Manhattan and is leased to the USPS at a favorable rate. Furthermore, the space is leased significantly below market rate according to the appraiser and a turnover of this lease represents upside potential for rental collections at the property.

6. Phillips Point

Table 18

Credit Profile

Loan no. 6 Property type Office

Loan name Phillips Point Subproperty type CBD

Pooled trust loan balance 48,520,000(i) Property sq. ft./no. of units 448,885 ($)

% of total pooled trust 4.0 Year built 1988 balance (%)

City West Palm Beach Sponsor The Related Cos. Inc.

State Fla. S&P Global Ratings' amortization Interest only category

S&P Global Ratings' Primary S&P Global Ratings' amortization (2.50) market type adjustment (%)

S&P Global Ratings' NCF 3,800,000 (ii) S&P Global Ratings' subordinate Unsecured debt (S&P Global ($) debt category Ratings LTV >= 90%)

S&P Global Ratings' NCF (16.8) S&P Global Ratings' subordinate (2.50) variance (%) debt adjustment

S&P Global Ratings' cap 8.00 S&P Global Ratings' LTV (%) 106.2 rate (%)

S&P Global Ratings' value 45.7(ii) S&P Global Ratings' DSC (x) 2.31 (mil. $)

S&P Global Ratings' value (35.3) 'AAA' SCE (%) 60.9 variance (%)

S&P Global Ratings' value 416 'AAA' DCE (%) 17.6 per sq. ft./unit ($)

(i)The trust loan is pari passu; LTV and DSC calculated based on the $198.5 million mortgage whole loan balance ($48.5 million trust loan plus the $150.0 million pari passu portion). (ii)Pari passu adjusted. NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. CBD--Central business district. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The $48.5 million trust loan represents a pari passu portion within a larger $198.5 million mortgage whole loan. The whole loan is secured by the borrower's fee simple interest in Phillips Point, which consists of two office towers totaling 448,885 sq. ft. on 4.25 acres in West Palm Beach, Fla. The 13-story, 218,014-sq.-ft., 1985-built, east office tower and the 19-story, 177,198-sq.-ft., 1988-built, west office tower include ground floor retail spaces totaling, in aggregate, 53,498 sq. ft. and parking garages totaling 1,162 spaces. The property is situated at the entrance of the Royal Palm Bridge, which provides access to the Town of Palm Beach.

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- The property benefits from extensive renovation work totaling $15.7 million since 2018, which included replacing the exterior facades, modernizing the elevators, and replacing the cooling tower. In 2020, the seller spent approximately $6.2 million on renovating the lobby for both towers and the plaza.

- The whole loan has a strong DSC of 2.31x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 16.8% lower than the issuer's NCF. The variance is primarily driven by our higher vacancy rate and TI/LC assumptions and the exclusion of straight-line rent income. We considered future investment-grade tenant rent steps in our analysis via an addition to our capitalized value.

- The loan proceeds financed the sponsor's acquisition of the property for a purchase price of $281.9 million. The sponsor contributed $62.7 million of equity as part of the $291.7 million all-in acquisition costs (21.5% of the acquisition costs).

- The property benefits from a granular tenant roster and was 90.5% leased, as of the Dec. 1, 2020, rent roll, to over 30 distinct tenants in the legal, distribution, technology, or financial industries. In addition, approximately 28.0% of NRA and 29.4% of in-place gross rent, as calculated by S&P Global Ratings, is leased to investment-grade-rated tenants. The three largest tenants at the property are: Gunster, Yoakley, Valdes-Fauli (11.3% of NRA; 10.7% of in-place gross rent as calculated by S&P Global Ratings; August 2024 expiration); Akerman, Senterfitt, and Eidson (10.8%; 10.5%; September 2028 expiration); and Affiliated Managers Group (8.6%; 9.4%; March 2026 expiration). No other tenant comprises greater than 6.7% of the property's NRA or 7.6% of in-place gross rent.

- We visited the property on Jan. 8, 2021, with the property manager and found it to be in good condition. The property benefits from its location, which is immediately off the Royal Park Bridge, making it a convenient office location for those that live in the residential neighborhoods of Palm Beach and is one of the most accessible office buildings in West Palm Beach. Based on our observations, the property offers extensive ocean views and the suites have been tailored to the tenants' needs with modern finishes, which we considered to be in-line with the class-A designation. We also noted that, in general, Palm Beach is surrounded by residential buildings, shopping centers, and resorts.

- The whole loan benefits from The Related Cos. Inc.'s experienced sponsorship. The sponsor, founded in 1972, is a privately owned real estate firm and has over 8,000 residential units under ownership and manages approximately $4.0 billion of equity capital.

- The whole loan is structured with a hard in-place lockbox and springing cash management, which allows the borrower to control funds until an event of default has occurred or a debt yield ratio of 5.75% is breached for one quarter. At that point, the borrower will be required to maintain monthly tax and insurance escrows. During a trigger period, or at the lender's sole discretion during an event of default, all excess cash flow will be deposited into a lender-controlled account.

The loan exhibits the following concerns and mitigating factors:

- The whole loan has high leverage with an S&P Global Ratings' LTV ratio of 106.2% based on our valuation and the whole loan balance. The LTV ratio based on the appraiser's "hypothetical as-is" valuation (which included the hypothetical condition that an additional $6.65 million would be reserved by the borrower for future TI/LC) is 68.7%. Our estimate of long-term sustainable value is 35.3% lower than the appraiser's "hypothetical as-is" valuation, a variance driven primarily by our higher capitalization rate of 8.0% compared to the appraiser's capitalization rate of 6.0%.

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- In addition to the whole loan, there is a $30.5 million mezzanine loan. The mortgage and mezzanine loans have a combined S&P Global Ratings' LTV ratio of 122.5%. The comparably weaker credit metrics for the combined debt exposes the trust loan to a higher default risk. Therefore, we applied a negative LTV threshold adjustment at each rating level to account for this risk.

- The whole loan is interest-only for its entire 10-year term, and there will be no scheduled amortization during the loan term. We accounted for this lack of amortization by applying a negative LTV threshold adjustment across the capital structure.

- The property faces considerable tenant rollover risk, with 84.4% of leased NRA and 89.6% of in-place gross rent, as calculated by S&P Global Ratings, expiring during the loan term. The rollover is concentrated between 2024 and 2028 when between 13.1% and 19.7% of NRA and between 13.6% and 18.9% of in-place gross rent, as calculated by S&P Global Ratings, expires. Specifically, the three largest tenants' leases expire between 2024 and 2028. However, the loan is structured with an upfront TI/LC reserve of $6.7 million ($14.81 per sq. ft.). We accounted for this risk by applying higher vacancy and capitalization rates in our analysis.

- Although the property is positioned in a primary market, the submarket vacancy rates are above 10.0%. According to CoStar, the property is in the West Palm Beach CBD office submarket, and the first-quarter 2021 submarket average vacancy rates were 14.5% and 16.2% for three- to five-star properties, and 11.8% over the last five years. This compares to a current 90.5% occupancy rate at the property and a historical occupancy rate, which, on average, was 90.1% since 2017. Nevertheless, we applied a 12.5% vacancy rate in our analysis.

- The tenants at the property are paying above market rent. According to CoStar, the first-quarter 2021 West Palm Beach CBD office submarket average gross asking rent was $43.72 per sq. ft. and $47.25 per sq. ft. for three- to five-star office properties. This compares to an in-place gross rent of $63.87 per sq. ft. at the property, as calculated by S&P Global Ratings. However, CoStar noted that the higher rent appears to be in-line with its peers, which had a reported average gross rent of $63.55 per sq. ft. The appraiser concluded a $41.00 per sq. ft. office market rent on a net basis for units over 10,000 sq. ft. and $45.00 per sq. ft. for units under 10,000 sq. ft. This compares to the in-place net rent of $43.15 per sq. ft. at the property, as calculated by S&P Global Ratings.

- The Phase I environmental site assessment report identified a recognized environmental condition at the property relating to an exploded Florida Power and Light Co. (FPL) transformer, which may have impacted surficial soil and groundwater. However, the environmental consultant determined that any remediation of environmental impacts to the property due to the transformer explosion is the responsibility of FPL, which has already been out to the site to remove and test the surrounding soil.

- The issuer's exceptions to the representations and warranties noted that the property is located within 25 miles of Florida's Atlantic coast, but the borrower maintains insurance with a named storm sublimit of $125.0 million, which is less than the whole loan balance and the full

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insurable value. We accounted for this by applying a negative LTV threshold adjustment across the capital structure.

- As of March. 2, 2021, the property is open and operating; however, we noted during our property site visit that several tenants were working remotely. Approximately 100% of the base rent was collected in February and March 2021. The sponsor has not reached out for any modification or forbearance requests.

7. 2600 El Camino Real

Table 19

Credit Profile

Loan no. 7 Property type Office

Loan name 2600 El Camino Real Subproperty type Suburban

Pooled trust loan balance ($) 46,350,000 Property sq. ft./no. of units 66,454

% of total pooled trust balance (%) 3.8 Year built/renovated 2021

City Palo Alto Sponsor SHP Master II LLC

State Calif. S&P Global Ratings' amortization category Interest only

S&P Global Ratings' market type Primary S&P Global Ratings' amortization (2.5) adjustment (%)

S&P Global Ratings' NCF ($) 3,020,000 S&P Global Ratings' subordinate debt N/A category

S&P Global Ratings' NCF variance (34.2) S&P Global Ratings' subordinate debt N/A (%) adjustment

S&P Global Ratings' cap rate (%) 7.93 S&P Global Ratings' LTV (%) 113.7

S&P Global Ratings' value (mil. $) 40.8 S&P Global Ratings' DSC (x) 1.72

S&P Global Ratings' value variance (50.8) 'AAA' SCE (%) 60.4 (%)

S&P Global Ratings' value per sq. 613 'AAA' DCE (%) 27.2 ft./unit ($)

NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The loan is secured by the borrower's leasehold interest in 2600 El Camino Real, a four-story, 66,454-sq.-ft., class-A, office building located along the eastern border of Stanford Research Park. Stanford Research Park is considered the birthplace of the Silicon Valley and contains approximately 140 buildings totaling three million sq. ft. of office and seven million sq. ft. of R&D space. Stanford Research Park is home to approximately 150 companies and serves as the HQs or key strategic R&D location for many of the world's leading technology companies and their service providers. The property is situated along a major commercial/retail corridor that extends northward through the San Francisco Peninsula and southward to San Jose, in Palo Alto, Calif. The property was developed by the sponsor, SHP Master II LLC, a wholly owned

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subsidiary of Sand Hill Property Co., in 2021 at a total cost basis of $51.4 million ($774.0 per sq. ft.), and features state of the art design with floor-to-ceiling windows and numerous balconies overlooking the Stanford Research Park. In addition, the property includes a four-level, 258 space parking garage, which is also part of the collateral for the loan.

- The trust loan has a moderately high DSC of 1.72x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 34.2% lower than the issuer's NCF, a variance driven primarily by higher vacancy, ground rent expense, leasing commissions, and TI assumptions.

- The property benefits from WilmerHale's tenancy (70.6% of the NRA; 46,910 sq. ft.; LXD: Jan. 4, 2031), which accounts for 75.4% of the in-place gross rental income, as calculated by S&P Global Ratings. WilmerHale, which leases a portion of the first and fourth floors and the entire second and third floors, is a leading full-service international law firm with approximately 1,000 lawyers located throughout 13 offices in the U.S., Europe, and Asia. The remaining space at the property is occupied by the sponsor, Sand Hill Property Co. (16.9% of the NRA; 11,229 sq. ft.; LXD: April 6, 2034), which accounts for 18.1% of the in-place gross rental income, as calculated by S&P Global Ratings.

- The mortgage loan is structured with a hard in-place lockbox and in-place cash management, as determined by S&P Global Ratings. A cash sweep event occurs upon an event of default, if the DSC falls below 1.25x, if financial reports are not delivered, or if one of the major tenants has terminated or elected to terminate its space, declared bankruptcy, failed to timely renew, or vacated all or a portion of its space. There are also ongoing reserves for taxes, insurance (waived if covered under a blanket policy), ground rent, and capital expenditures.

- The mortgage loan benefits from Sand Hill Property Co.'s experienced sponsorship. Sand Hill Property Co. is a premier developer and owner of real estate across all product types in the Silicon Valley, with specific experience in Stanford Research Park. The sponsor has developed over 40 projects ranging from built-to-suit development assignments to multi-use city centers totaling approximately 14.0 million sq. ft. Within Stanford Research Park, Sand Hill Property Co. is the most active developer with eight current active or stabilized projects, representing approximately 10.0% of the Stanford Research Park.

The loan exhibits the following concerns and mitigating factors:

- The pooled trust loan has high leverage, with an S&P Global Ratings' LTV ratio of 113.7%, based on our valuation of the property. The LTV ratio based on the appraiser's "as-is" valuation is 55.9%. Our estimate of long-term sustainable value is 50.8% lower than the appraiser's "as-is" valuation, a variance driven by our lower cash flow in combination with a higher capitalization rate.

- The loan is a refinancing, and the loan proceeds return approximately $10.1 million (21.8% of the financing) of equity to the sponsor. However, the sponsor took considerable risk in developing the property, and it is not uncommon for sizeable returns of equity following a successful lease-up of a new development.

- Although the property is located in a primary market, the submarket vacancy and availability rates are both above 10.0%. According to CoStar, the property is located within the Palo Alto

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office submarket, which had a vacancy rate of 14.7% and availability rate of 19.0%, with market rent of $85.95 per sq. ft. as of first-quarter 2021. The property was 87.5% physically occupied, according to the March 2020 rent roll. S&P Global Ratings assumed an average rent of $102.37-per-sq.-ft. and weighted average vacancy rate of 20.0%.

- The property faces rollover risk during the loan term. WilmerHale, which represents 70.6% of leased NRA and 75.4% of in-place gross rent, as calculated by S&P Global Ratings, has a lease that expires on January 2031. The loan is structured with a major tenant reserve, capped at $4.7 million ($100.20 per sq. ft.). The tenant has two five-year extension options and one two-year extension option at fair market value with 11 and 14 months' notice, respectively. In addition, WilmerHale has invested $11.9 million ($256.68 per sq. ft.) of its own capital into its space.

- The property is subject to a 35-year ground lease with Stanford University, who owns most of the Stanford Research Park land, which began in November of 2016 and expires in September 2051. The ground lease does not include a renewal option, although, according to the appraiser, Stanford University historically extends ground leases of improved properties in the Stanford Research Park within five years of the ground lease expiration date. At loan maturity there will be 20 years remaining on the ground lease. The ground rent is derived by taking 25.0% of adjusted gross income (annual percentage rent), which is calculated by subtracting TI/LC and capital reserves from gross rental income. Minimum annual ground rent is initially $550,000 and increases in 2026, 2036, and 2046 to an amount equal to 60.0% of the average annual percentage rent for the previous three lease years in addition to the previous minimum annual rent. Ground rent, as calculated by S&P Global Ratings, is estimated to be $1.26 million for the first five years, and increases to $1.30 million in 2026, 2.06 million in 2036, and $2.82 million in 2046. To account for the risk of escalating ground rent payments, we utilized the ground rent expenses 10 years past the loan's maturity date. We added the present value of the difference between our assumed ground rent expenses and actual ground rent expenses to our capitalization value.

- Sand Hill Property Co., an affiliate of the sponsor, is moving from a different location in the submarket and will utilize the property as their HQs. Sand Hill has their lease guaranteed by the sponsor through 2043. We assumed higher vacancy and capitalization rates in our analysis to account for this risk.

- Insurance providers must be rated 'A' by S&P Global Ratings and 'A2' by Moody's (or, if Moody's does not rate such insurer, at least 'A:VIII' by AM Best). This rating structure is not consistent within the context of S&P Global Ratings' insurance criteria because it is unclear if an S&P Global Ratings' rating is required in the absence of a Moody's rating, from the language provided. Insurance syndicates are addressed in the loan agreement, and the same language exists there.

- During alterations to the property, the loan documents leave to the servicer's discretion the decision whether to require collateral for alterations whose cost exceeds a certain threshold. This structure potentially exposes the transaction to risks associated with (a) additional leverage beyond a de minimis amount and (b) potential additional liens, such as mechanic's liens, some of which may have priority over the mortgage lien.

- Although the borrower must provide the lender with quarterly and annual financial statements, they are not required to be audited. We believe audited financial statements are more

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conclusive and reliable than unaudited statements.

8. 175 Progress Place

Table 20

Credit Profile

Loan no. 8 Property type Industrial

Loan name 175 Progress Subproperty type Flex Place

Pooled trust loan balance 46,000,000 Property sq. ft./no. of units 931,982 ($)

% of total pooled trust 3.8 Years built/renovated 1964, 1972/2013 balance (%)

City Springdale Sponsor Peter Murphy, Matthew O'Connor, Kevin Smith, and Jonathan Stott

State Ohio S&P Global Ratings' amortization Partial IO category

S&P Global Ratings' Secondary S&P Global Ratings' amortization (1.25) market type adjustment (%)

S&P Global Ratings' NCF 3,700,000 S&P Global Ratings' subordinate N/A ($) debt category

S&P Global Ratings' NCF (14.5) S&P Global Ratings' subordinate N/A variance (%) debt adjustment

S&P Global Ratings' cap 8.52 S&P Global Ratings' LTV (%) 109.9 rate (%)

S&P Global Ratings' value 41.9 S&P Global Ratings' DSC (x) 1.43 (mil. $)

S&P Global Ratings' value (44.2) 'AAA' SCE (%) 57.9 variance (%)

S&P Global Ratings' value 45 'AAA' DCE (%) 35.5 per sq. ft./unit ($)

NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. N/A--Not applicable. IO--Interest only.

Strengths and concerns

The loan exhibits the following strengths:

- The trust loan is a mortgage loan secured by the fee-simple interest in a 931,982-sq.-ft., flex industrial property located in Springdale, Ohio. The property was originally developed in 1964, expanded in 1972 to include a warehouse portion, and more recently, renovated in 2013 at a cost of $38.6 million. The property is located 18 miles north of Cincinnati, Ohio, along Interstate 275. The property features clear heights ranging between 24' ft. and 34' ft., and offers 53 dock doors, one drive-in door, and a dedicated rail door and pumping station for the adjacent CSX rail line.

- Prior to the sponsor's acquisition of the property in 2013, it was owned and occupied by Avon Products, serving as a manufacturing plant, call center, and return operations. In 2013, Avon

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downsized its North America operations, and shut down operations at the property. The sponsor acquired the property from Avon in a distressed scenario, with Avon agreeing to lease back a small portion of the property (39.0% of NRA) on a short-term lease at below market rents. Subsequently, the sponsor invested $38.6 million in capital expenditures and TIs to re-position the property to multi-tenant use. This repositioning consisted of $11.4 million in base building renovations, $8.9 million on exteriors, $6.2 million on roofing, and $12.1 million on tenant suites. According to the issuer, the sponsor's total cost basis is $53.4 million. According to the engineering report, the property is in good condition with no immediate repairs identified and recommended ongoing replacement reserves of $0.14 per sq. ft. per year. We consider the property to be of average to above average quality and assumed replacement reserves of $0.20 per sq. ft. per year.

- The trust loan has a moderate DSC of 1.43x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 14.5% lower than the issuer's NCF.

- The mortgage loan is structured with a hard in-place lockbox and in-place cash management, as determined by S&P Global Ratings. A cash sweep event occurs upon an event of default, if the DSC falls below 1.25x, or one of the major tenants has terminated or elected to terminate its space, defaulted, declared bankruptcy, or reduced its square footage beyond certain minimum thresholds. The loan is structured with upfront reserves for general TI/LC ($1.7 million), deferred maintenance ($96,406), and unfunded obligations ($770,442). There are also ongoing reserves for taxes, insurance, capital expenditures, and leasing expenses.

- The mortgage loan benefits from First Highland's experienced sponsorship. First Highland owns more than 12.0 million sq. ft. of industrial space across the Midwest and northeast U.S. and has over 30 years of experience.

The loan exhibits the following concerns and mitigating factors:

- The trust loan has high leverage with a 109.9% LTV ratio, based on S&P Global Ratings' valuation. The appraisal LTV based on their "as-is" valuation is 60.6%. Our long-term sustainable value estimate is 44.2% lower than the appraiser's valuation, a variance driven by our capitalization rate assumption.

- The property is located in Springdale, Ohio, a secondary market. The property is located within the Tri-County industrial submarket according to CoStar, which had a two to four star vacancy rate of 7.2%, with gross asking rents of $5.71 per sq. ft. as of first-quarter 2021. The property's in place occupancy is below the market at 84.5% with an average in-place gross rental rate of $5.78 per sq. ft. We underwrote to the property's in-place occupancy in our deriving our long-term sustainable NCF for the property.

- The trust loan is interest-only for the first year of the 10-year term. Loans with an interest-only component bear a higher refinance risk than loans without an interest-only component because of the higher loan balance at maturity. To account for this lack of amortization, we applied negative LTV threshold adjustments across the capital structure.

- The mortgage loan is a refinancing and the loan proceeds returned approximately $5.3 million (11.5% of the financing) of equity to the sponsor. Based on the sponsor's cost basis of $53.4 million, $7.4 million of cash equity will remain in the portfolio at closing. The sponsor acquired the property when it was effectively vacant for approximately $6.5 million ($6.97 per sq. ft.) in 2013.

- The property's occupancy rate has trailed the submarket occupancy rate historically, recently stabilizing to 84.5% in 2020 from roughly 71.0% in 2019. The property is currently occupied by five tenants: Macy's ('B+'; LXD: April 2028; 166,600 sq. ft.; 31.2% of gross rental income as

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calculated by S&P Global Ratings), Proctor & Gamble ('AA'; LXD: June 2027; 284,209 sq. ft.; 24.5%), GE Aviation (GE; 'BBB+'; LXD: Nov. 2031; 126,389 sq. ft.; 22.1%), Product Fulfillment Solutions (LXD: Oct. 2024; 167,103 sq. ft.; 14.8%), and Pacific Manufacturing Ohio (43,266 sq. ft.; 3.8%). The GE lease is the newest lease at the property. Initially, GE leased 60,000 sq. ft., which commenced in September 2020, and subsequently agreed to expand at the property by 66,390 sq. ft. effective May 1, 2021. The borrower is required to complete certain TIs related to the GE expansion lease by the outside delivery date set forth in the lease. If these improvements are not completed by the specified date, the tenant has the right to terminate its lease for the 66,390 sq. ft. phase II expansion space (53.0% of their leased NRA) provided it gives 30 days-notice. According to the issuer, the relevant outside delivery date is not defined in the lease; however, the outside lease commencement date is April 1, 2022. According to the issuer, the delivery is on-time and not at risk of breaching the option with rent commencing on May 1, 2021. The loan is structured with a completion guaranty to each of the four warm body guarantors, requiring the lease-mandated TI work to be completed for GE's Phase II, and recourse to the warm body guarantors for failure to deliver the space, have the space accepted by GE, and have GE commence paying the full rent, all on or before May 1, 2021. Assuming GE opts to terminate its phase II lease, our S&P Global Ratings NCF would decline, but remain above 1.0x, dropping to 1.18x from 1.42x. We accounted for the termination option risk by tempering our investment-grade treatment for the GE tenant.

- Although the SPE borrower is structured with a non-consolidation opinion and one independent director, the independent director can be removed without cause with the earlier of five days or three business days' notice.

9. Boston Scientific

Table 21

Credit Profile

Loan no. 9 Property type Industrial

Loan name Boston Subproperty type Flex Scientific

Pooled trust loan balance 39,725,850 Property sq. ft./no. of units 258,375 ($)

% of total pooled trust 3.3 Year built 1986 balance (%)

City Spencer Sponsor New Mountain Net Lease Partners Corp. and New Mountain Net Lease Corp.

State Ind. S&P Global Ratings' Interest only amortization category

S&P Global Ratings' Tertiary S&P Global Ratings' (2.50) market type amortization adjustment (%)

S&P Global Ratings' NCF 3,060,000 S&P Global Ratings' N/A ($) subordinate debt category

S&P Global Ratings' NCF (19.1) S&P Global Ratings' N/A variance (%) subordinate debt adjustment

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Table 21

Credit Profile (cont.)

S&P Global Ratings' cap 8.25 S&P Global Ratings' LTV (%) 107.2 rate (%)

S&P Global Ratings' value 37.0 S&P Global Ratings' DSC (x) 2.31 (mil. $)

S&P Global Ratings' value (41.8) 'AAA' SCE (%) 59.9 variance (%)

S&P Global Ratings' value 143 'AAA' DCE (%) 17.5 per sq. ft./unit ($)

NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The trust loan is a mortgage loan secured by the fee-simple interest in a 258,375-sq.-ft. manufacturing facility in Spencer, Ind. The facility was originally constructed in 1986 as a 175,100-sq.-ft. manufacturing facility, and recently completed an 83,275-sq.-ft. expansion of the office component, collaboration areas, new entrance, and fitness center in 2020, totaling $26.0 million, $11.0 million of which, was contributed by the tenant, Boston Scientific. The sponsor (New Mountain Finance Corp.) purchased the property in November 2020 as a sale leaseback transaction.

- The property benefits from an investment grade tenant in Boston Scientific ('BBB-/Stable'; 100% of NRA and gross rents) on a long-term lease (expiration November 2035). Boston Scientific manufactures medical devices like percuflex stents, enteral feeding devices, binary stents, and dilators. According to the appraiser, this is a mission critical location for the tenant, who has expanded their footprint five times since 1985. Lastly, the tenant has no termination options, and has two five-year renewal options at the end of its lease.

- The trust loan has a strong DSC of 2.53x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 19.1% lower than the issuer's NCF.

- The mortgage loan is an acquisition and the sponsor contributed $21.4 million of equity as part of the $61.1 million all-in acquisition costs (35.0% of the acquisition costs).

- The mortgage loan benefits from New Mountain Finance Corp. experienced sponsorship. New Mountain Finance Corp. manages over $20.0 billion of capital across private equity, public equity, and credit capital funds. Generally, the sponsor invests in middle-market opportunities defined between $10 and $50 million. Also, the sponsor contributed $21.4 million of cash equity as part of the acquisition, or 35.0% of the $61.1 million purchase price.

- The mortgage loan is structured with a hard in-place lockbox and in-place cash management, as determined by S&P Global Ratings. A cash sweep event occurs upon an event of default, if the DSC falls below 1.20x, or one of the major tenants has terminated or elected to terminate its space, declared bankruptcy, defaulted, failed to timely renew, or reduced its square footage beyond certain minimum thresholds. There are also ongoing reserves for taxes, insurance, capital expenditures, and leasing expenses; however, these reserves can be waived if a single, NNN tenant is paying the expenses directly.

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The loan exhibits the following concerns and mitigating factors:

- The trust loan has high leverage with a 107.2% LTV ratio, based on S&P Global Ratings' valuation. Our long-term sustainable value estimate is 40.0%lower than the appraiser's valuation. The difference is mainly due to our treatment of TI/LC for Boston Scientific, which the appraiser did not include. While we consider the lease as long-term (extending four years beyond the loan maturity date) and Boston Scientific as an investment grade tenant ('BBB-'), we included TI/LC in our analysis since we look for leases that expire no sooner than five years beyond the loan maturity date, to tenants with a rating of at least 'BBB' before omitting TI/LC costs.

- The trust loan is interest-only for its entire 10-year term, and there will be no scheduled amortization during the loan term. Compared with an amortizing loan, an interest-only loan bears a higher refinance risk because of the higher loan balance at maturity. We accounted for this lack of amortization by applying a negative 2.5% LTV threshold adjustment across the capital structure.

- The property is in a tertiary market. Tertiary markets generally have lower barriers of entry than primary and secondary markets. Also, submarket information related to property type and location (approximately 55 miles southwest of Indianapolis and 17 miles northwest of Bloomington) was sparse. However, the appraiser determined a long-term vacancy at the property of 4.9% and base rent between $12.71 and $16.43 per sq. ft. The property generates $13.41 per sq. ft. in base rent.

- The property is exposed to single-tenant risk. Boston Scientific is the sole tenant at the property, and the loan could come under stress if the tenant defaults on its lease or goes bankrupt. However, Boston Scientific spent significant capital to complete the property's development and renovation (which it considers mission critical) and its lease term (no early termination or contraction rights) is four years beyond the loan term. Additionally, the loan is structured with a cash flow sweep if the tenant goes dark or declares bankruptcy.

- The mortgaged-property allows for tenant-provided or self-insurance with a minimum rating requirement of 'BBB-', which is lower than 'A-' rating requirement we generally look to. Furthermore, deductibles may be in an amount that are "reasonably acceptable to lender", we generally look to a deductible value of 5.0%. Finally, the loan agreement requires business interruption insurance for an initial period of 12 months, but generally we look to an 18-month period. We accounted for these deficiencies by applying a negative LTV adjustment across the capital structure.

- Boston Scientific along with other unrelated parties, received a special notice letter from the U.S. Environmental Protection Agency (EPA) advising them they are potentially responsible for cleanup of a superfund site located in the vicinity of the mortgaged property. The notice indicates that the EPA is seeking all of the named parties to perform a remedial investigation and a feasibility study of the entire superfund site, which potentially would include the mortgaged property, to determine if contaminants at the mortgaged property contributed to the pollution at the superfund site. The estimated cost to remediate is $1.8 million, however, the borrower obtained an insurance policy that covers $10 million per pollution incident and expires March 10, 2031, one month prior to the loan maturity. Additionally, an environmental indemnity agreement was entered into between the borrower, lender, and related guarantors upon loan origination. We increased our capitalization rate to reflect this concern.

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potentially exposes the transaction to risks associated with additional leverage beyond a de minimis amount and potential additional liens, such as mechanic's liens, some of which may have priority over the mortgage lien.

- As of April 6, 2021, the property is still 100% leased to Boston Scientific, and the sponsor has not received any lease modification or forbearance requests from the tenant due to the COVID-19 pandemic.

10. 1985 Marcus

Table 22

Credit Profile

Loan no. 10 Property type Office

Loan name 1985 Marcus Subproperty type Suburban

Pooled trust loan balance ($) 37,000,000(i) Property sq. ft./no. of units 312,210

% of total pooled trust balance 3.1 Year built/renovated 1983/2019 (%)

City Lake Success Sponsor Abraham Grunhut

State N.Y. S&P Global Ratings' amortization category Amortizing balloon

S&P Global Ratings' market type Primary S&P Global Ratings' amortization 0.00 adjustment (%)

S&P Global Ratings' NCF ($) 2,610,000(ii) S&P Global Ratings' subordinate debt N/A category

S&P Global Ratings' NCF variance (25.1) S&P Global Ratings' subordinate debt N/A (%) adjustment

S&P Global Ratings' cap rate (%) 7.50 S&P Global Ratings' LTV (%) 113.9

S&P Global Ratings' value (mil. $) 32.5(ii) S&P Global Ratings' DSC (x) 1.25

S&P Global Ratings' value (35.0) 'AAA' SCE (%) 58.3 variance (%)

S&P Global Ratings' value per sq. 156 'AAA' DCE (%) 46.1 ft./unit ($)

(i)The trust loan is pari passu; LTV and DSC calculated based on the $55.5 million mortgage loan balance ($37.0 million trust loan plus the $18.5 million pari passu portion). (ii)Pari passu adjusted. NCF--Net cash flow. LTV--Loan-to-value. DSC--Debt service coverage. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. N/A--Not applicable.

Strengths and concerns

The loan exhibits the following strengths:

- The $37.0 million trust loan represents a pari passu portion within a larger $55.5 million

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mortgage loan. The mortgage loan is secured by the fee-simple interest in a 312,210-sq.-ft., three-story, class-B suburban office property located in Lake Success, N.Y. Built in 1983 and renovated in 2019 at a cost of $8.6 million, the property is situated on a 8.7 acre site within a 3.5 million-sq.-ft. office campus anchored by the nearby 48 acre Northwell Medical Center Campus, and offers 1,138 parking spaces (3.6 spaces per 1,000 sq. ft.). The property is well-located near major thoroughfares including the Northern State Parkway, and the Long Island Expressway, which provide access to New York City (16 miles west of the subject). The property is in close proximity to the New York City air travel hubs of LaGuardia Airport (13 miles), and John F. Kennedy Airport (18 miles).

- The mortgage loan, along with $27.2 million of equity from the sponsor (32.9% of all-in acquisition costs), facilitates the sponsor's acquisition of the property for $75.0 million ($240 per sq. ft.) from Birch Group. Previous ownership spent roughly $8.6 million in capital expenditures since acquiring the property in 2008, the majority of which was spent on parking lot renovations ($5.25 million).

- The property is located in a primary market. Primary markets generally have higher barriers to entry than secondary and tertiary markets. The property is located within the Western Nassau submarket according to CoStar, which had a three-star office vacancy rate of 9.8%, availability rate of 10.6%, and gross asking rents of $34.95 per sq. ft. as of February 2021. The property has exhibited strong occupancy since 2011, reporting an average occupancy of 96.2%, and only fell below 90.0% recently in 2019 after J.P. Morgan downsized its space. The in-place occupancy per the February 2021 rent roll was 92.4%, with a gross rental rate of $33.55, as calculated by S&P Global Ratings. We assumed a vacancy rate of 9.5% in our derivation of long-term sustainable NCF for the property.

- The mortgage loan is structured with a hard in-place lockbox and in-place cash management, as determined by S&P Global Ratings. A cash sweep event occurs upon an event of default, if the DY falls below 6.75%, or one of the major tenants has terminated or elected to terminate its space, declared bankruptcy, defaulted, or reduced its square footage beyond certain minimum thresholds. There are upfront reserves for outstanding TI/LC obligations ($3.42 million), and general TI/LC's ($3.0 million). There are also ongoing reserves for taxes, insurance, capital expenditures, and leasing expenses.

The loan exhibits the following concerns and mitigating factors:

- The trust loan has high leverage with a 113.9% LTV ratio, based on S&P Global Ratings' valuation. The appraisal LTV based on their "as-is" valuation is 77.3%. Our long-term sustainable value estimate is 35.0% lower than the appraiser's valuation a variance driven by our capitalization rate assumption.

- The trust loan has a weak DSC of 1.25x, calculated using the loan's fixed interest rate and our in-place NCF for the property, which is 25.1% lower than the issuer's NCF, a variance driven by our long term sustainable vacancy assumption and our opinion on costs associated with TI/LC.

- The property faces near term rollover risk in 2022 when three tenants accounting for 15.3% of the NRA and 16.7% of the gross rental income, as calculated by S&P Global Ratings, are scheduled to rollover. The largest exposure is in 2022 when Garden City Group (LXD: May 31, 2022; 9.1% of NRA; 11.1% of gross rental income), Northwell Health (LXD: Jan. 31, 2022; 4.5%; 4.5%), and Personal Touch (LXD: Aug. 31, 2022; 1.6%; 1.2%) expire. The Northwell Health space is located on the windowless lower level of the building, a feature likely to increase the downtime to release and/or suppress the rent per square foot of a replacement lease relative to market rates should Northwell Health vacate. We have accounted for this risk in our gross-up of the potential rent generated by this space relative to the broader building rents. The loan also

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faces concentrated rollover risk in the penultimate year of the loan term (2030), when the largest tenant at the property, J.P. Morgan Chase (LXD: Oct. 31, 2030; 17.8%; 18.8%) is scheduled to rollover. The loan is structured with a $3.0 million ($9.60 per sq. ft.) upfront TI/LC reserve.

- The largest tenant at the property, J.P. Morgan Chase ('A-'), occupies two suites totaling 76,126 sq. ft (24.4% of NRA), suite A (LXD: Oct. 31, 2020, 55,445 sq. ft.), and suite B (LXD: July 31, 2025; 20,681 sq. ft.). The collateral property was initially built-to-suit for J.P. Morgan Chase in 1983. In 2008, J.P. Morgan executed a partial sale-leaseback transaction with the seller, Birch Group. J.P. Morgan Chase leased back roughly 183,000 sq. ft. (58.6% of NRA) at closing in 2008. In August 2019, J.P. Morgan Chase downsized their remaining footprint at the property by 107,000 sq. ft., bringing the property occupancy below 90.0%. Ownership was able to backfill just under 80.0% of the 107,000 sq. ft. to four tenants within nine months. J.P. Morgan Chase has a one-time termination right for their two suites on May 1, 2027. If exercised, the tenant would be required to pay a termination fee equal to eight months of rent if the termination applies to both suite A and suite B, $1.2 million if only suite A is terminated, and eight months of fixed rent if only suite B is terminated. If the tenant does not provide notice prior to May 1, 2026, a cash flow sweep would commence 12 months prior to the termination date. We have considered this risk in our long-term sustainable vacancy assumption for the property.

- We visited the property on the afternoon of March 16, 2021. The subject property is a four-story building with a brick façade, and ample parking on site. In the interior of the property, an atrium with a skylight in the center of the property provides natural light to the interior space. However, the atrium also divides the building into an east wing and a west wing on the second and third floors, which limits the building's overall accessibility. At the time of the property visit, the building was open and various tenants were open for business. However, foot traffic at the property was noticeably light. According to the building representative, the property is currently at about 25.0% capacity. We toured three spaces within the property--those occupied by J.P. Morgan, Edgeworks, and Northwell Health. J.P. Morgan is located on the property's first floor/lobby-level. The building's first floor is slightly below surface-grade level. The J.P. Morgan space presents well, although employee occupancy remains light. However, because of the below surface-grade level, natural lighting is limited. Edgeworks is a new tenant, set to occupy a portion of the second floor within the building. Their space remains unfinished. We also visited the space occupied by Northwell Health. They occupied two suites in the property's basement level, which lacks natural lighting due to a lack of windows. Their space is well-maintained but appears dated. Overall, we believe the property warrants a class-B designation.

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Appendices

Our property evaluation results and loan-level credit enhancement for the full pool appear in the Appendix I and II tables below.

The loan-level credit enhancement levels shown in Appendix II include the SCE and DCE for each loan at various rating categories. The SCE assumes the loan is part of an undiversified stand-alone transaction, while the DCE assumes the loan is part of a well-diversified transaction with an effective loan count of at least 30. To arrive at the transaction credit enhancement levels, we calculated the weighted average SCE and weighted average DCE at each rating category, and used the transaction's effective loan count of 24.5 to ascertain the final transaction credit enhancement level at each rating category relative to the upper and lower ranges established by the weighted average SCE and DCE. These final transaction credit enhancement levels are subject to applicable floors, including a 1.0% floor at the 'B' rating category, and any adjustment for overall transaction-level considerations.

Appendix I

S&P Global Ratings' Property Evaluation Results(i)

S&P S&P Global Global Loan Ratings Ratigns Value Loan Property Property Market balance % of NCF NCF Capitalization value variance LTV DSC no. Name type type (mil. $) pool (mil. $) variance rate (%) (mil. $) (%) (%) (x)

1 Burlingame OF P 120.000 9.9 11.526 (33.5) 7.50 153.683 (48.2) 78.1 3.14 Point

2 Soma Teleco OF P 102.500 8.5 7.094 (17.7) 8.50 83.464 (40.4) 122.8 1.87 Office

3 Amazon OF P 90.000 7.4 8.464 (27.7) 6.75 133.836 (45.8) 67.2 3.09 Seattle

4 4800-4900 OF P 56.500 4.7 4.484 (33.2) 8.50 56.257 (45.9) 100.4 1.50 Fournace Place

5 909 Third OF P 50.000 4.1 5.582 (15.8) 6.47 85.103 (40.6) 58.8 3.41 Avenue

6 Phillips Point OF P 48.520 4.0 3.797 (16.8) 8.00 45.691 (35.3) 106.2 2.31

7 2600 El OF P 46.350 3.8 3.020 (34.1) 7.93 40.759 (50.8) 113.7 1.72 Camino Real

8 175 Progress IN S 46.000 3.8 3.699 (14.5) 8.52 41.852 (44.2) 109.9 1.43 Place

9 Boston IN T 39.726 3.3 3.056 (19.1) 8.25 37.047 (41.8) 107.2 2.31 Scientific

10 1985 Marcus OF P 37.000 3.1 2.608 (25.1) 7.50 32.484 (35.0) 113.9 1.25

11 2501 Seaport OF S 34.000 2.8 2.555 (16.2) 8.25 30.968 (49.9) 109.8 1.34

12 100 Bradley SS P 32.500 2.7 2.862 (7.3) 8.25 33.199 (34.9) 97.9 1.60

13 618 Bushwick MF P 30.000 2.5 1.703 (23.0) 6.75 28.444 (44.7) 105.5 1.40

14 Amazon IN T 29.250 2.4 1.989 (16.5) 7.75 27.074 (44.4) 108.0 1.77 Campbellsville Fulfillment Center

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Appendix I

S&P Global Ratings' Property Evaluation Results(i) (cont.)

15 30 Hudson OF P 26.000 2.1 1.278 (25.0) 6.75 19.383 (51.9) 134.1 1.44 Yards 67

16 Nautica Pointe MF S 26.000 2.1 1.809 (9.0) 7.25 24.955 (33.3) 104.2 1.68

17 The Galleria OF P 24.970 2.1 2.363 (8.9) 7.80 28.156 (45.2) 88.7 1.56 Office Towers

18 GE Aviation IN T 23.300 1.9 1.419 (16.9) 7.50 18.915 (46.7) 123.2 1.39 New Hampshire

19 2000 Collins RT P 22.100 1.8 1.823 (18.4) 8.50 21.750 (37.0) 101.6 2.06 Avenue

20 U.S. Industrial IN T 21.000 1.7 1.593 (21.4) 8.25 19.310 (44.8) 108.8 2.01 Portfolio VI

21 JW Marriott LO S 20.000 1.7 1.454 (45.3) 10.25 14.181 (56.4) 141.0 2.28 Nashville

22 The OF P 19.975 1.7 1.833 (18.8) 9.00 20.372 (38.8) 98.1 2.48 Promontory

23 18 Spencer OF P 19.500 1.6 1.249 (18.8) 7.00 17.850 (47.2) 109.2 1.58 Street

24 Boca Office MU P 19.300 1.6 1.660 (13.7) 8.25 19.408 (37.1) 99.4 2.11 Portfolio

25 Cabinetworks IN T 17.333 1.4 1.649 (13.2) 9.25 17.433 (35.2) 99.4 1.80 Portfolio

26 Live Nation RT P 16.000 1.3 1.334 (11.3) 9.00 13.468 (55.1) 118.8 2.53 Downtown LA

27 Kokot Portfolio MF T 15.000 1.2 1.414 (5.5) 6.75 20.942 (37.3) 71.6 3.03

28 16-18 OF P 14.100 1.2 1.020 (18.8) 8.25 12.364 (43.3) 114.0 1.26 Squadron Boulevard

29 Expressway RT S 14.000 1.2 1.236 (15.2) 8.25 14.976 (34.3) 93.5 1.65 Marketplace

30 7828 Georgia RT P 13.520 1.1 0.978 (14.9) 7.75 12.614 (36.3) 107.2 1.91 Avenue NW

31 141 Livingston OF P 12.500 1.0 0.852 (16.9) 7.25 11.748 (48.4) 106.4 2.09

32 2233 Nostrand MU P 11.000 0.9 0.723 (11.2) 7.50 9.482 (45.8) 116.0 1.54 Avenue

33 Birmingham MU T 10.288 0.9 0.868 (12.5) 8.75 9.924 (34.5) 105.0 1.38 Mixed Use Portfolio

34 1111 Southern MU T 10.080 0.8 0.815 (12.5) 8.75 9.310 (41.8) 109.7 2.16 Minerals Road

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Appendix I

S&P Global Ratings' Property Evaluation Results(i) (cont.)

35 At RT P 10.061 0.8 1.062 (14.9) 8.25 12.872 (36.0) 78.2 1.75 Home--Willow Grove

36 VanWest MI SS T 9.500 0.8 0.776 (11.2) 8.75 8.867 (48.9) 107.1 1.43 Portfolio

37 Teel Plastics IN T 9.203 0.8 0.767 (16.9) 8.17 9.385 (35.1) 98.1 1.50 Portfolio

38 Signal Hill RT P 8.817 0.7 0.681 (14.9) 7.00 9.732 (39.2) 90.6 1.29 Gateway

39 Rouzan RT T 8.550 0.7 0.617 (14.9) 7.75 7.967 (37.4) 107.3 1.23 Marketplace

40 Radiance OF S 8.000 0.7 0.692 (18.8) 8.50 8.141 (37.9) 98.3 1.51 Technologies

41 475 Grand MF P 6.700 0.6 0.452 (7.2) 6.75 6.698 (37.4) 100.0 1.63 Street

42 Mile High MF T 6.000 0.5 0.653 (7.2) 8.00 8.167 (40.8) 73.5 3.15 Multifamily Portfolio

43 Mid Cape Flex IN T 5.800 0.5 0.604 (16.9) 8.75 6.899 (28.1) 84.1 1.66

44 500 W Superior RT P 5.700 0.5 0.480 (14.9) 8.00 6.005 (38.1) 94.9 1.43

45 PDX Front Ave IN S 5.255 0.4 0.377 (16.9) 8.00 4.718 (50.3) 111.4 1.68 Industrial

46 2517 North IN P 4.500 0.4 0.303 (16.9) 7.50 4.035 (52.5) 111.5 1.70 Ontario

47 4 SS P 3.000 0.2 0.235 (9.3) 8.00 2.937 (50.2) 102.1 1.69 Storage--Red Lion

Total/weighted -- -- 1209.398 100.0 97.509 (20.7) 7.86 -- (43.1) 100.1 2.07 average

(i)Loan balances, net cash flows, and values refer to the trust portion of contributed loan (i.e., the pari passu amount). All LTVs, DSCRs, debt yields, haircuts, and values refer to those generated by S&P Global Ratings, unless otherwise indicated. NCF--Loan to value. LTV--Loan-to-value. DSC--Debt service coverage. IN--Industrial. LO--Lodging. MF--Multifamily. OF--Office. RT--Retail. SS--Self-storage. P--Primary. S--Secondary. T--Tertiary.

Appendix II

S&P Global Ratings' Loan-Level Credit Enhancement Levels(i)

'AAA' 'AA'

Loan no. Property name Loan balance 'AAA' DF 'BBB' DF SCE DCE SCE DCE

1 Burlingame Point $120,000,000 20.6 16.2 45.6 9.4 36.0 6.9

2 Soma Teleco Office $102,500,000 41.5 32.8 63.4 26.3 57.3 24.7

3 Amazon Seattle $90,000,000 18.1 14.2 36.8 6.7 25.6 4.3

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Appendix II

S&P Global Ratings' Loan-Level Credit Enhancement Levels(i) (cont.)

'AAA' 'AA'

Loan no. Property name Loan balance 'AAA' DF 'BBB' DF SCE DCE SCE DCE

4 4800-4900 Fournace Place $56,500,000 50.3 39.9 52.7 26.5 45.2 21.1

5 909 Third Avenue $50,000,000 16.4 12.9 23.4 3.8 10.6 1.2

6 Phillips Point $48,520,000 28.8 22.7 60.9 17.6 53.9 16.2

7 2600 El Camino Real $46,350,000 45.0 35.7 60.4 27.2 53.8 22.6

8 175 Progress Place $46,000,000 61.2 48.9 57.9 35.5 51.1 29.1

9 Boston Scientific $39,725,850 29.2 23.0 59.9 17.5 52.9 15.6

10 1985 Marcus $37,000,000 79.1 63.5 58.3 46.1 51.7 38.1

11 2501 Seaport $34,000,000 68.2 54.5 56.7 38.7 49.9 31.7

12 100 Bradley $32,500,000 43.4 34.4 52.8 22.9 45.1 18.2

13 618 Bushwick $30,000,000 60.0 47.9 55.0 33.0 46.9 26.1

14 Amazon Campbellsville $29,250,000 39.5 31.2 58.3 23.0 51.4 18.9 Fulfillment Center

15 30 Hudson Yards 67 $26,000,000 78.7 63.3 66.5 52.3 60.9 44.7

16 Nautica Pointe $26,000,000 42.1 33.4 56.3 23.7 48.2 18.9

17 The Galleria Office Towers $24,969,936 41.1 32.6 46.4 19.1 38.0 14.5

18 GE Aviation New Hampshire $23,300,000 74.1 59.4 65.1 48.2 59.0 40.8

19 2000 Collins Avenue $22,100,000 27.5 21.7 55.7 15.3 48.3 12.4

20 U.S. Industrial Portfolio VI $21,000,000 29.9 23.6 56.8 17.0 49.9 13.9

21 JW Marriott Nashville $20,000,000 43.5 34.4 77.0 34.4 70.9 34.4

22 The Promontory $19,975,000 26.2 20.6 54.1 14.2 46.5 11.3

23 18 Spencer Street $19,500,000 50.5 40.1 58.8 29.7 51.9 24.4

24 Boca Office Portfolio $19,300,000 26.5 20.9 54.7 14.5 47.2 11.6

25 Cabinetworks Portfolio $17,333,000 34.2 27.0 53.5 18.3 45.9 14.6

26 Live Nation Downtown LA $16,000,000 33.6 26.5 62.1 22.1 55.8 22.1

27 Kokot Portfolio $15,000,000 19.2 15.1 33.7 6.5 21.8 3.8

28 16-18 Squadron Boulevard $14,100,000 78.2 62.8 59.4 46.5 52.9 38.5

29 Expressway Marketplace $14,000,000 38.5 30.4 53.2 20.5 45.2 16.1

30 7828 Georgia Avenue NW $13,520,000 32.7 25.8 58.0 19.0 51.0 15.5

31 141 Livingston $12,500,000 28.8 22.7 57.7 16.6 50.7 13.6

32 2233 Nostrand Avenue $11,000,000 57.4 45.7 61.2 35.1 54.7 29.3

33 Birmingham Mixed Use $10,287,517 61.5 49.1 54.8 33.7 47.6 27.2 Portfolio

34 1111 Southern Minerals Road $10,080,000 30.2 23.8 59.0 17.8 52.1 15.7

35 At Home--Willow Grove $10,061,322 28.4 22.4 47.2 13.4 37.6 9.9

36 VanWest MI Portfolio $9,500,000 59.2 47.2 56.8 33.7 49.8 27.5

37 Teel Plastics Portfolio $9,203,000 49.1 39.0 52.8 26.0 45.2 20.6

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Appendix II

S&P Global Ratings' Loan-Level Credit Enhancement Levels(i) (cont.)

'AAA' 'AA'

Loan no. Property name Loan balance 'AAA' DF 'BBB' DF SCE DCE SCE DCE

38 Signal Hill Gateway $8,817,000 58.6 46.7 48.9 28.7 40.7 22.1

39 Rouzan Marketplace $8,550,000 75.0 60.2 55.7 41.8 48.8 34.1

40 Radiance Technologies $8,000,000 48.5 38.5 52.9 25.7 45.3 20.4

41 475 Grand Street $6,700,000 42.8 33.9 52.5 22.5 44.0 17.4

42 Mile High Multifamily Portfolio $6,000,000 19.4 15.3 35.3 6.9 23.8 4.2

43 Mid Cape Flex $5,800,000 34.2 27.0 42.3 14.5 33.4 10.6

44 500 W Superior $5,700,000 51.7 41.1 51.3 26.5 43.4 20.8

45 PDX Front Ave Industrial $5,255,000 45.7 36.2 59.6 27.2 52.9 22.5

46 2517 North Ontario $4,500,000 45.1 35.7 59.7 26.9 52.9 22.2

47 4 Storage--Red Lion $3,000,000 40.7 32.2 55.9 22.8 48.6 18.3

Total/weighted average $1,209,397,625 40.4 32.1 53.4 22.7 45.4 18.8

(i)Loan balances, net cash flows, and values refer to the trust portion of contributed loan (i.e. the pari passu amount). DF--Diversity adjustment factor. SCE--Stand-alone credit enhancement. DCE--Diversified credit enhancement. CE--Credit enhancement.

Environmental, Social, And Governance (ESG)

Our rating analysis considers a transaction's potential exposure to ESG credit factors. For CMBS, we view the exposure to environmental credit factors as above average, social credit factors as average and governance credit factors as average (see "ESG Industry Report Card: Commercial Mortgage-Backed Securities," published March 31, 2021). In our view, the transaction has relatively higher exposure to social credit factors than our sector benchmark due to health and safety. sectors reliant on social gathering such as retail, leisure, lodging, as well as restaurants and cinemas are more exposed to restrictions implemented to control a health pandemic. Such restrictions could impact cash flows and recoveries of underlying properties. We accounted for that increased volatility risk in our base case assumptions for JW Marriott Nashville and Live Nation Downtown LA.

Related Criteria

- Criteria | Structured Finance | General: Global Framework For Payment Structure And Cash Flow Analysis Of Structured Finance Securities, Dec. 22, 2020

- Criteria | Structured Finance | Legal: U.S. Structured Finance Asset Isolation And Special-Purpose Entity Criteria, May 15, 2019

- Criteria | Structured Finance | General: Counterparty Risk Framework: Methodology And Assumptions, March 8, 2019

- General Criteria: U.S. Government Support In Structured Finance And Public Finance Ratings, Dec. 7, 2014

- Criteria | Structured Finance | General: Global Framework For Assessing Operational Risk In

www.standardandpoors.com April 12, 2021 53

Structured Finance Transactions, Oct. 9, 2014

- Criteria | Structured Finance | CMBS: Insurance Criteria For U.S. And Canadian CMBS Transactions, June 13, 2013

- General Criteria: Methodology And Assumptions: Assigning Ratings To Bonds In The U.S. Based On Escrowed Collateral, Nov. 30, 2012

- Criteria | Structured Finance | CMBS: CMBS Global Property Evaluation Methodology, Sept. 5, 2012

- Criteria | Structured Finance | CMBS: Rating Methodology And Assumptions For U.S. And Canadian CMBS, Sept. 5, 2012

- General Criteria: Global Investment Criteria For Temporary Investments In Transaction Accounts, May 31, 2012

- General Criteria: Principles Of Credit Ratings, Feb. 16, 2011

- Criteria | Structured Finance | CMBS: Assessing Borrower-Level Special-Purpose Entities In U.S. CMBS Pools: Methodology And Assumptions, Nov. 16, 2010

- Criteria | Structured Finance | General: Global Methodology For Rating Interest-Only Securities, April 15, 2010

- Criteria | Structured Finance | General: Methodology For Servicer Risk Assessment, May 28, 2009

Related Research

- ESG Industry Report Card: Commercial Mortgage-Backed Securities, March 31, 2021

- Global Structured Finance Outlook Report Forecasts New Issuance Could Surpass $1 Trillion In 2021, Jan. 11, 2021

- Guidance: CMBS Global Property Evaluation Methodology, March 13, 2019

- Global Structured Finance Scenario And Sensitivity Analysis 2016: The Effects of The Top Five Macroeconomic Factors, Dec. 16, 2016

www.standardandpoors.com April 12, 2021 54

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