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Hudson Yards 2019-30HY Mortgage Trust Table of Contents

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JUNE 2019 STRUCTURED FINANCE: CMBS PRESALE REPORT Hudson Yards 2019-30HY Mortgage Trust Table of Contents Capital Structure 3 Transaction Summary 3 Rating Considerations 5 DBRS Viewpoint 5 Strengths 6 Challenges & Considerations 6 Property Description 8 Tenant and Lease Summary 9 Market Overview 10 Local Economy 10 Office Market 11 Office Submarket Description 12 Competitive Set 13 5 Manhattan West 13 55 Hudson Yards 13 10 Hudson Yards 13 441 Ninth Avenue 13 1 Manhattan West 14 The Farley Building 14 50 Hudson Yards 14 Sponsorship 14 DBRS Analysis 15 Site Inspection Summary 15 DBRS NCF Summary 16 DBRS Value Analysis 17 DBRS Sizing Hurdles 17 Loan Detail & Structural Features 18 Transaction Structural Features 19 Methodology 20 Surveillance 21 Chandan Banerjee Edward Dittmer Senior Vice President Senior Vice President +1 (212) 806 3901 +1 212 806 3285 [email protected] [email protected] Kevin Mammoser Erin Stafford Managing Director Managing Director +1 312 332 0136 +1 312 332 3291 [email protected] [email protected] HUDSON YARDS 2019-30HY JUNE 2019 Capital Structure Description Rating Action Class Amount Subordination DBRS Rating Trend Class A New Rating – Provisional 348,695,000 35.831% AAA (sf) Stable Class X New Rating – Provisional 389,169,000 -- AAA (sf) Stable Class B New Rating – Provisional 40,474,000 28.383% AA (high) (sf) Stable Class C New Rating – Provisional 38,758,000 21.507% A (high) (sf) Stable Class D New Rating – Provisional 147,887,000 10.621% A (low) sf Stable Class E New Rating – Provisional 144,286,000 0.000% BBB (sf) Stable Class RR NR 30,320,000 0 NR Stable RR Interest NR 7,580,000 0 NR Stable 1. Subordination is based on the total mortgage debt including the $672.0 million of non-trust Companion Notes held outside the trust. 2. The Class X balance is notional and based on the aggregate Certificate Balance of the Class A and Class B Certificates. 3. The Class Class RR Certificates and the RR Interest have been retained by the retaining sponsors. Transaction Summary LOAN CHARACTERISTICS Trust Balance $758,000,000 DBRS Term DSCR 2.19x Number of Loans 1 DBRS Refi DSCR 1.17x Number of Properties 1 DBRS Debt Yield 7.9% Collateral SF 1,463,234 DBRS Exit Debt Yield 7.9% Interest Rate 3.35% DBRS LTV 82.6% Remaining Term 120 DBRS Refi LTV 82.6% Remaining Amortization n/a DBRS NCF Variance -7.7% 1. All DBRS calculations include $672.0 million of pari passu senior Companion Notes to be held outside the trust. Structured Finance: CMBS 3 HUDSON YARDS 2019-30HY JUNE 2019 PARTICIPANTS Issuer Hudson Yards 2019-30HY Mortgage Trust Depositor Deutsche Mortgage & Asset Receiving Corporation Deutsche Bank AG, New York Branch (DBNY), Goldman Sachs Mortgage Company (GS) and Trust Loan Seller Wells Fargo Bank, National Association (WFB) Servicer Wells Fargo Bank, National Association Special Servicer Situs Holdings, LLC Trustee Wilmington Trust, National Association Certificate Administrator Wells Fargo Bank, National Association Operating Advisor Initial Purchasers Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC and Wells Fargo Securities Deutsche Bank AG, New York Branch, Wells Fargo Bank, National Association, Retaining Sponsor Goldman Sachs Bank USA LARGEST TENANT SUMMARY % of DBRS % of Total DBRS Investment Property Tenant SF Total NRA Base Rent Base Rent Lease Expiry Grade Hudson Yards 30-HY WarnerMedia 1,463,234 100.0% 75.00 100.0% 5/31/2034 Y Subtotal/Wtd. Avg. 1,463,234 100.0% 75.00 100.0% n/a n/a Other Tenants Various 0 0.0% - 0.0% Various N Total/Wtd. Avg. 1,463,234 100.0% 75.00 100.0% n/a n/a Structured Finance: CMBS 4 HUDSON YARDS 2019-30HY JUNE 2019 Rating Considerations DBRS VIEWPOINT This loan is secured by the Borrower’s condominium interest in 1.5 million sf of Class A office space at 30 Hudson Yards. The Borrower’s condominium interest spans display floors 16 through 51 (construction floors 12 through 38) of the 30 Hudson Yards building, which stands 90 stories tall and benefits from a prominent location within New York City’s revitalized Hudson Yards district. Loan proceeds of $1.43 billion in addition to an equity contribution of $782.0 million financed the Borrower’s nearly $2.16 billion acquisition of the subject collateral and funded $57.0 million of closing costs associated with the transaction. The $1.43 billion whole-loan amount is structured as a $1.12 billion Senior A-note and a $310.0 million Junior B-note. The Senior A-note is to be bifurcated into 29 pari-passu notes while the Junior B-note will be bifurcated into three pari-passu notes. This transaction will include $448.0 million of Senior A-note proceeds in addition to $310.0 of Junior B-note proceeds, representing a total trust balance of $758.0 million. The ten-year loan is full-term IO and represents a relatively modest LTV of 65.0% based on the whole-loan amount of $1.43 billion. SOURCES & USES Sources Amount Per SF % of Total Uses Amount Per SF % of Total Senior A-Note 1,120,000,000 765.43 50.6% Purchase Price 2,155,000,000 1,472.77 97.4% Junior B-Note 310,000,000 211.86 14.0% Closing Costs 56,978,273 38.94 2.6% Sponsor Equity 781,978,273 534.42 35.4% Total 2,211,978,273 417.25 100.0% Total 2,211,978,273 1,435.83 100.0% The collateral is superbly located along the easternmost boundary of Hudson Yards, which is considered to be the largest private real estate development in U.S. history. Hudson Yards broke ground in 2008 and, upon completion, will include over 18.0 million sf of commercial and residential space across 26.0 acres. The Hudson Yards development has been supported by more than $4.0 billion of public investment, which includes a new No. 7 subway station located at the base of the 30 Hudson Yards building that positively enhances the commutability of the collateral. The Hudson Yards development is situated at the north-easternmost corner of New York’s Hudson Yards district, which was rezoned to include approximately 25.8 million sf of Class A office product, 20,000 residential units, 2.0 million sf of hospitality space, 1.0 million sf of retail space, a 750-seat public school and over 20 acres of open space. Per Reis, the collateral’s Penn Station submarket is vulnerable to a substantial influx of new supply with nearly 13.2 million sf of completions estimated to drive submarket vacancy rates as high as 11.9% through year-end 2023. Per Reis, however, the collateral’s Penn Station submarket reported the lowest average office submarket vacancy rate of 3.5% among New York Metro submarkets as of Q1 2019. Furthermore, the collateral’s location within Hudson Yards makes it is uniquely well positioned to absorb the escalating number of office tenants seeking flight from the historically more prominent subsections of New York City’s Midtown submarket in favor of newer-vintage office product, such as the collateral. The 30 Hudson Yards building offers superior Class A finishes with state-of-the-art infrastructure and amenities, including a triple-height lobby, column-free floorplates, floor-to-ceiling windows, several outdoor terraces, an underground connection to the new No. 7 subway station and a public observation deck offering panoramic city views from approximately 1,000 feet high. The collateral portion is 100.0% leased to WarnerMedia via a 15-year lease scheduled to expire in May 2034. WarnerMedia will be consolidating several of its primary New-York based business arms (i.e. Home Box Office (HBO), Turner Broadcasting System, Inc. (Turner Broadcasting) and Warner Bros. Entertainment Inc. (Warner Bros.)) to the 30 Hudson Yards building and has reportedly invested approximately $700.0 million ($478 psf ) of its own capital in the build-out of its space. WarnerMedia was acquired by AT&T Inc. (AT&T) in 2018 and AT&T will serve as the guarantor on WarnerMedia’s lease within the collateral. DBRS considers AT&T to be investment-grade rated, thereby providing enhanced cash flow stability to the transaction through the duration of the lease term. Wells Fargo and KKR & Co. Inc. Structured Finance: CMBS 5 HUDSON YARDS 2019-30HY JUNE 2019 (KKR) have additionally taken occupancy at the 30 Hudson Yards Building and BlackRock, Inc. (BlackRock) recently executed a 20-year lease for 847,081 sf of space at the adjacent 50 Hudson Yards property, further evidencing the superior quality of the asset and enhanced desirability of the Hudson Yards location. The loan further benefits from exceptionally strong sponsorship through a joint venture among Arizona State Retirement System (ASRS), two affiliates of Allianz SE (Allianz) and affiliates of The Related Companies, L.P. (Related). The sponsors contributed $782.0 million of cash equity to the transaction at closing, representing 35.0% of the aggregate cost basis. The DBRS-concluded value of $1,730,935,863 represents a 21.3% discount to the collateral’s appraised value of $2.2 billion. The resulting DBRS LTV of 82.6% is relatively high, considering that DBRS rates the last dollar of debt at BBB (sf ); however, DBRS believes that the subject’s superb location, excellent curb appeal and favorable market dynamic within a strong subsection of a gateway market and financial metropolis will provide stable levels of demand for the collateral through a variety of real estate cycles, thereby dampening downside volatility in years to come.
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