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Press Release PRESS RELEASE KBRA Places Ratings of Eight Certificates across JPMCC 2014-DSTY and JPMCC 2012- WLDN on Watch Downgrade NEW YORK (April 21, 2020) – Kroll Bond Rating Agency (KBRA) placed the ratings on all of the Classes of Certificates of JPMCC 2014-DSTY, and the Class C certificates of JPMCC 2012-WLDN, on Watch Downgrade due to their recent special servicing transfers, as well as their expected and actual collateral performance. Both of these loans transferred to the respective special servicers due to imminent monetary default. The transfers were initiated when The Pyramid Companies, the borrower sponsor, a privately held real estate development company headquartered in Syracuse, requested debt service deferment and other relief due to impacts related to the COVID-19 pandemic. KBRA will resolve the Watch Placements pending a review of both transactions including an analysis of any relief or modifications granted by the special servicer and how it may impact the cashflows to the trust. Over the next 90 days we will assess the transactions, which would likely result in rating downgrades, affirmations, and/or an update of the Watch Downgrade Placements. In addition, KBRA is monitoring three other conduit CMBS transactions that include Pyramid related loans on retail malls that have transferred to the special servicer for similar reasons. These include: COMM 2012- CCRE1, (Crossgates Mall, 15.2% of the deal balance), UBS 2012-C1 (Poughkeepsie Galleria, 7.5%), and JPMDB 2016-C2 (Palisades Center, 3.4%). The following covers each of the transactions in more detail. JPMCC 2014-DSTY KBRA places the ratings on the Class A, B, C, D, E, X-A, and X-B certificates of JPMCC 2014-DSTY on Watch Downgrade. In determining these actions, KBRA considered the continued declines in operating performance since last review and the transfer of both the underlying loans to the special servicer, coupled with the potential for additional stress on cash flow and value owing to the COVID-19 economic disruption. In addition, the disruption raises concerns over the borrower’s ability to refinance or extend the loans at its upcoming June 6, 2020 maturity date. KBRA also considered the potential for interest shortfalls, as well as the potential for principal loss and corresponding recoveries. The loans transferred to the special servicer, Wells Fargo on April 10, 2020. The servicer reported that the borrower requested a debt service deferment of six months and use of reserves for operating expenses. KBRA previously downgraded the Class C, D and E certificates on May 31, 2019. For additional information, please see the related JPMCC 2014-DSTY May 2019 Surveillance Report. The transaction collateral consists of two, non-recourse, mortgage loans which are secured by distinct phases of the Destiny USA super-regional mall located in Syracuse, New York, and have a combined outstanding principal balance of $430.0 million ($203 per sf) as of March 2020. The first of the two loans has a balance of $300.0 million and is secured by a mortgage on approximately 1.2 million of the 1.5 million square feet (sf) that comprises Phase I of the project, which was formerly known as Carousel Center. Destiny Mall-Phase I currently has three traditional mall anchors totaling 428,590 sf. These anchors include Macy’s (170,000 sf), JCPenney (158,590 sf), and Lord & Taylor (100,000 sf). The JCPenney store is part of the loan collateral, while Lord & Taylor and Macy’s each own their improvements subject to long term ground leases with the Syracuse Industrial Development Association. The second of the mortgage loans has a balance of $130.0 million and is secured by a mortgage on an 874,200 sf expansion parcel, which comprises the entire Phase II of the property. Destiny Mall-Phase II is primarily comprised of outlet retailers, restaurants and entertainment venues. Dick’s Sporting Goods (90,873 sf) serves as an anchor, and there are three junior anchors: Apex Entertainment, (55,702 sf), an upscale bowling alley, RPM Raceway, (41,583 sf); an indoor go kart track, and Wonderworks (38,223 sf); an interactive science attraction. Although the loans are not cross-collateralized or cross-defaulted, the credit performance of each loan is predicated on the overall performance of the mall, which KBRA views as a single economic entity. Effective March 19, 2020, Destiny Mall has been temporarily closed in order to contain the spread of COVID-19. PRESS RELEASE For the Full-Year (FY) 2019 Phase I component, the servicer reported an interest only DSC of 1.62x, down from 1.73x for the FY 2018, and from 2.45x at closing. For the same period, the property was 89.0% leased, down from 90% at issuance. For the trailing twelve-month (TTM) period ending December 2019, comparable in-line sales were $631 per sf, up 16.6% from securitization ($541 per sf). The April 2020 debt service payment on Phase I was advanced by the servicer. KBRA was unable to confirm if the borrower has subsequently made the payment. For the FY 2019 Phase II component, the servicer reported an interest only DSC of 2.15x, up from 2.03x for the FY 2018, and down from 2.40x at closing. For the same period, the property was 76.0% leased, down from 78% at issuance. For the TTM period ending December 2019, comparable in-line sales were $322 per sf, down 4.5% from securitization ($337 per sf). All excess cash flow is being swept into the Excess Cash Flow Reserve Account until such time as the loan is paid in full. As of April 2020, according to the servicer reserve report, the reserve accounts on a combined basis have a current balance of $11.0 million. JPMCC 2012-WLDN KBRA places the ratings on the Class C certificates of JPMCC 2012-WLDN on Watch Downgrade due to concerns regarding the potential for interest shortfalls and/or principal losses, due to the transfer of the underlying loan to special servicing. Servicing fees and workout expenses, if not collected from the borrower could cause recurring interest shortfalls and/or principal loss to the trust, with the Class C bearing the greatest risk of absorbing those costs, as it is the most subordinate class of the transaction. The loan transferred to the special servicer, KeyCorp, on April 1, 2020. Downgrades may occur if the property is determined to experience meaningful decline in operating performance, and/or if resolution of the borrower request results in actual or potential disruption to timely payment of interest or principal loss on the classes. The servicer reported that the borrower requested a debt service deferment of six months and use of reserves for operating expenses. The transaction collateral is a single, non-recourse, first lien mortgage loan secured by the borrower’s fee simple interest in 1.2 million sf of Walden Galleria Mall, a 1.6 million sf super-regional mall. The property is located in Cheektowaga, New York, approximately 10 miles northeast of the Buffalo Central Business District. Walden Galleria currently offers three traditional mall anchors totaling 455,432 sf, which include JCPenney (180,432 sf), Lord & Taylor (100,000 sf), and Macy’s (175,000 sf). Only JCPenney serves as collateral for the loan. Lord & Taylor and Macy’s each own their stores as well as the underlying land and operate subject to reciprocal easement agreements with affiliates of the sponsor, which expire in 2087 (Lord & Taylor) and 2088 (Macy’s). Effective March 19, 2020, Walden Galleria has been temporarily closed in order to contain the spread of COVID-19. KBRA previously affirmed the ratings on March 25, 2020. For additional information, please see the related JPMCC 2012-WLDN March 2020 Surveillance Report. For the FY 2019, the servicer reported an amortizing DSC of 1.30x, down from 1.43x for the FY 2018, and down from 1.95x at closing. For the same period, the property was 82.0% leased, down from 87% at issuance. For the TTM period ending December 2019, comparable in-line sales were $593 per sf, up 2.2% from securitization ($580 per sf). Other KBRA Rated Transactions: There are three other Pyramid sponsored malls in three KBRA rated conduit transactions which have also transferred to special servicing for imminent default, but no additional details were provided by the servicers at this time. These include: Crossgates Mall (COMM 2012-CCRE1, 15.2% of the deal balance, 90.0% occupancy, 1.38x DSC, $552 per sf sales), Poughkeepsie Galleria (UBS 2012-C1, 7.5%, 85.0%, 0.88x, $374 per sf), and Palisades Center (JPMDB 2016-C2, 3.4%, 82.0%, 2.07x, $487 per sf). At this time KBRA is not taking any Watch action on ratings in those conduit transactions as there are non-rated subordinated classes in each of the transactions that can mitigate the risk of special servicing fees and other potential modification or workout expenses impacting the rated classes. However, should the transactions experience additional PRESS RELEASE special servicing transfers, delinquencies or an increase in KBRA’s modeled losses, negative ratings actions may be possible. In addition, any relief granted by the special servicer will be evaluated for potential negative impact to the ratings. Pyramid Companies Founded in 1970, Pyramid is the largest privately held shopping mall developer in the Northeast. Headquartered in Syracuse, New York, Pyramid’s portfolio of shopping, dining and entertainment and expanding hospitality presence include 16 properties totaling 17.8 million sf located throughout New York, Massachusetts and Virginia. Related Publications ▪ Coronavirus COVID-19 CMBS SASB Retail Mall Loans to Underperform ▪ COMM 2012-CCRE1 2019 Surveillance Report ▪ UBS 2012-C1 2020 Surveillance Report ▪ JPMDB 2016-C2 2020 Surveillance Report Analytical Contacts Lisa Spaziano, Senior Director (Lead Analyst) +1 (215) 882-5872 [email protected] Roy Chun, Managing Director (Rating Committee Chair) +1 (646) 731-2376 [email protected] Business Development Contact Michele Patterson, Managing Director +1 (646) 731-2397 [email protected] About KBRA KBRA is a full-service credit rating agency registered as an NRSRO with the U.S.
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