Citigroup Commercial Mortgage Securities Inc.

09/20/2024 | Press release | Distributed by Public on 09/20/2024 06:33

Free Writing Prospectus - Form FWP

FREE WRITING PROSPECTUS
FILED PURSUANT TO RULE 433
REGISTRATION FILE NO.: 333-262701-07

September 12, 2024

BENCHMARK 2024-V10

Commercial Mortgage Trust

Free Writing Prospectus

Structural and Collateral Term Sheet

$737,970,000

(Approximate Initial Mortgage Pool Balance)

$[ ]

(Approximate Offered Certificates)

Citigroup Commercial Mortgage Securities Inc.

Depositor

Commercial Mortgage Pass-Through Certificates,
Series 2024-V10

Citi Real Estate Funding Inc.

German American

Capital Corporation Goldman Sachs Mortgage Company

As Sponsors and Mortgage Loan Sellers

Citigroup Goldman Sachs & Co. LLC Deutsche Bank
Securities

Co-Lead Managers and Joint Bookrunners

Bancroft Capital, LLC Drexel Hamilton

Co-Managers

STATEMENT REGARDING THIS FREE WRITING PROSPECTUS

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.

IMPORTANT NOTICE RELATING TO AUTOMATICALLY GENERATED EMAIL DISCLAIMERS

Any legends, disclaimers or other notices that may appear at the bottom of the email communication to which this free writing prospectus is attached relating to (1) these materials not constituting an offer (or a solicitation of an offer), (2) no representation being made that these materials are accurate or complete and that these materials may not be updated or (3) these materials possibly being confidential, are, in each case, not applicable to these materials and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of these materials having been sent via Bloomberg or another system.

The information in this free writing prospectus is preliminary and may be supplemented or changed. This free writing prospectus is not an offering to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

THIS FREE WRITING PROSPECTUS, DATED SEPTEMBER 12, 2024
MAY BE AMENDED OR SUPPLEMENTED PRIOR TO TIME OF SALE

BMARK 2024-V10

The depositor has filed a registration statement (including a prospectus) with the SEC (SEC File No. 333-262701) for the offering to which this free writing prospectus relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.

The securities to which these collateral materials ("Materials") relate will be described in greater detail in the preliminary prospectus expected to be dated in September 2024 (the "Preliminary Prospectus") that will be included as part of our registration statement. The Preliminary Prospectus will contain material information that is not contained in these Materials (including, without limitation, a summary of risks associated with an investment in the offered securities under the heading "Summary of Risk Factors" and a detailed discussion of such risks under the heading "Risk Factors").

These Materials are preliminary and subject to change. The information in these Materials supersedes all prior such information delivered to you and will be superseded by any subsequent information delivered prior to the time of sale.

Neither these Materials nor anything contained in these Materials shall form the basis for any contract or commitment whatsoever. These Materials are not to be construed as an offer to sell or the solicitation of any offer to buy any security in any jurisdiction where such an offer or solicitation would be illegal.

The information contained in these Materials may not pertain to any securities that will actually be sold. The information contained in these Materials may be based on assumptions regarding market conditions and other matters as reflected in these Materials. We make no representations regarding the reasonableness of such assumptions or the likelihood that any of such assumptions will coincide with actual market conditions or events, and these Materials should not be relied upon for such purposes. We and our affiliates, officers, directors, partners and employees, including persons involved in the preparation or issuance of these Materials may, from time to time, have long or short positions in, and buy or sell, the securities mentioned in these Materials or derivatives thereof (including options). Information contained in these Materials is current as of the date appearing on these Materials only.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
2

IMPORTANT NOTICE RELATING TO AUTOMATICALLY GENERATED EMAIL DISCLAIMERS

Any legends, disclaimers or other notices that may appear at the bottom of the email communication to which this free writing prospectus is attached relating to (1) these Materials not constituting an offer (or a solicitation of an offer), (2) no representation being made that these Materials are accurate or complete and that these Materials may not be updated or (3) these Materials possibly being confidential, are, in each case, not applicable to these Materials and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of these Materials having been sent via Bloomberg or another system.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
3

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
4

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
5

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

Mortgage Loan Information Property Information
Loan Sellers: CREFI, GSMC Single Asset / Portfolio: Portfolio
Loan Purpose: Refinance Property Type - Subtype(7): Various - Various
Borrower Sponsor(s): BioMed Realty, L.P. Collateral: Fee
Borrower(s)(1): Various Location(7): Various, Various
Original Balance(2): $73,500,000 Year Built / Renovated(7): Various / Various
Cut-off Date Balance(2): $73,500,000 Property Management: BioMed Realty LLC and Pro Park, LLC
% by Initial UPB: 9.96% Size(8): 995,458 SF
Interest Rate(3): 5.487598090042950% Appraised Value / Per SF(9): $1,098,200,000 / $1,103
Note Date: August 9, 2024 Appraisal Date(10): Various
Original Term: 60 months Occupancy: 93.8% (as of Various)
Amortization: Interest Only UW Economic Occupancy: 93.7%
Original Amortization: NAP Underwritten NOI(11): $72,082,166
Interest Only Period: 60 months Underwritten NCF: $71,517,523
First Payment Date: September 9, 2024
Maturity Date: August 9, 2029 Historical NOI
Additional Debt Type(2): Pari Passu / B-Note Most Recent NOI(11): $60,248,205 (TTM March 31, 2024)
Additional Debt Balance(2): $476,394,737 / $166,842,106 2023 NOI: $59,155,334
Call Protection(4): YM0.5(25),DorYM0.5(28),O(7) 2022 NOI: $58,687,190
Lockbox / Cash Management: Hard / Springing 2021 NOI: $55,282,799
Reserves(5) Financial Information(2)
Initial Monthly Cap Senior Loan Whole Loan
Taxes: $0 Springing NAP Cut-off Date Loan / SF(12): $552 $720
Insurance: $0 Springing NAP Maturity Date Loan / SF(12): $552 $720
Replacement Reserves: $0 $0 NAP Cut-off Date LTV: 50.1% 65.3%
TI / LC: $0 Springing (6) Maturity Date LTV: 50.1% 65.3%
Unfunded Obligations: $3,569,740 $0 NAP UW NOI DY: 13.1% 10.1%
UW NCF DSCR: 2.34x 1.67x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Senior Notes(2) $549,894,737 64.0 % Loan Payoff $845,920,651 98.5 %
Subordinate Debt(2) 166,842,106 19.4 Closing Costs 9,648,775 1.1
Borrower Sponsor Equity 142,402,323 16.6 Upfront Reserves 3,569,740 0.4
Total Sources $859,139,166 100.0 % Total Uses $859,139,166 100.0 %
(1) The borrowers are BMR-21 Erie Street LLC, BMR-Lincoln Centre LP, BMR-Sidney Research Campus LLC and BRE-BMR Campus at Towne Centre LP.
(2) The BioMed 2024 Portfolio 2 Mortgage Loan (as defined below) is part of the BioMed 2024 Portfolio 2 Whole Loan (as defined below), which is comprised of 11 pari passu senior promissory notes and four junior promissory notes, with an aggregate original principal balance and Cut-off Date Balance of $716,736,843. The Financial Information in the chart above under the heading "Senior Loan" is based solely on the aggregate outstanding principal balance as of the Cut-off Date of the BioMed 2024 Portfolio 2 Senior Loan (as defined below) and the Financial Information in the chart above under the heading "Whole Loan" is based on the aggregate outstanding principal balance as of the Cut-off Date of the BioMed 2024 Portfolio 2 Whole Loan.
(3) Interest Rate represents the weighted average interest rate of component A and component B of the BioMed 2024 Portfolio 2 Whole Loan. Component A has an interest rate of 5.4313179% per annum and Component B has an interest rate of 5.9172279% per annum. The Interest Rate does not include the weighted average interest rate of component C and component D applicable to the BioMed 2024 Portfolio 2 Junior Notes (as defined below). See the definition of "Weighted Average Interest Rate" set forth under "Description of the Mortgage Pool-Certain Calculations and Definitions" in the preliminary prospectus. The Interest Rate of the BioMed 2024 Portfolio 2 Whole Loan may change if any of the individual mortgaged properties securing the BioMed 2024 Portfolio 2 Whole Loan is released and any portion of any of the BioMed 2024 Portfolio 2 Mortgage Loan components is paid down in accordance with the BioMed 2024 Portfolio 2 Whole Loan documents. See "Release of Collateral" below for additional information related to permitted partial releases.
(4) Defeasance of the BioMed 2024 Portfolio 2 Whole Loan is permitted at any time after the date that is the earliest to occur of (i) two years after the closing date of the securitization that includes the last note to be securitized and (ii) August 9, 2027. The assumed defeasance lockout period of 25 payments is based on the anticipated closing date of the BMARK 2024-V10 securitization trust in September 2024. The actual defeasance lockout period may be longer.
(5) See "Initial and Ongoing Reserves" below.
(6) The TI / LC Reserve is capped at an amount equal to the aggregate square footage (excluding the rentable square footage attributable to the 47 Erie Street Parking Structure property) multiplied by $1.
(7) See "Portfolio Summary" below.
(8) The BioMed 2024 Portfolio 2 Properties (as defined below) are inclusive of 447 parking stalls located at the 47 Erie Street Parking Structure property.
(9) Appraised Value / Per SF excludes the value of the 47 Erie Street Parking Structure property as there is no attributable square feet.
(10) The appraisals were completed on various dates between April 22, 2024 and April 30, 2024.
(11) Increase in Underwritten NOI compared to Most Recent NOI is primarily attributable to (i) rent increases through May 31, 2025 and (ii) straight line rent credit for investment-grade tenants.
(12) Cut-off Date Loan / SF and Maturity Date Loan / SF exclude the 447 parking stalls located at the 47 Erie Street Parking Structure property.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
6

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The Loan. The largest mortgage loan (the "BioMed 2024 Portfolio 2 Mortgage Loan") is part of a whole loan with an outstanding balance of $716,736,843 (the "BioMed 2024 Portfolio 2 Whole Loan") comprised of (i) 11 pari passu senior notes with an aggregate outstanding balance of $549,894,737 (collectively the "BioMed 2024 Portfolio 2 Senior Notes"), which collectively evidence the ("BioMed 2024 Portfolio 2 Senior Loan"), and (ii) four junior notes with an aggregate outstanding balance of $166,842,106 (collectively, the "BioMed 2024 Portfolio 2 Junior Notes"). Among the BioMed 2024 Portfolio 2 Senior Notes are the non-controlling Notes A-5-1, A-5-3, and A-7-1, with an aggregate initial principal balance of $73,500,000, which evidence the BioMed 2024 Portfolio 2 Mortgage Loan and will be contributed to the BMARK 2024-V10 securitization trust. The BioMed 2024 Portfolio 2 Junior Notes are generally subordinate in right of payment to the BioMed 2024 Portfolio 2 Senior Notes. The BioMed 2024 Portfolio 2 Whole Loan was co-originated by Citi Real Estate Funding Inc. ("CREFI"), JPMorgan Chase Bank, National Association, Goldman Sachs Bank USA ("GSBI") and Wells Fargo Bank, National Association on August 9, 2024. The BioMed 2024 Portfolio 2 Whole Loan is secured by a first priority fee mortgage encumbering a portfolio of seven life science lab/office properties and one parking garage, totaling 995,458 square feet and 447 parking stalls located across California and Massachusetts (collectively, the "BioMed 2024 Portfolio 2 Properties", and each individually, a "BioMed 2024 Portfolio 2 Property").

The promissory notes comprising the BioMed 2024 Portfolio 2 Whole Loan are summarized in the below table. The relationship between the holders of the BioMed 2024 Portfolio 2 Whole Loan is governed by a co-lender agreement. The BioMed 2024 Portfolio 2 Whole Loan will be serviced pursuant to the trust and servicing agreement for the BX 2024-BIO2 securitization. See "Description of the Mortgage Pool-The Whole Loans-The BioMed 2024 Portfolio 2 Pari Passu AB Whole Loan" and "The Pooling and Servicing Agreement-Servicing of the Outside Serviced Mortgage Loans" in the preliminary prospectus.

BioMed 2024 Portfolio 2 Whole Loan Summary

Note

Original Balance

Cut-off Date Balance

Note Holder

Controlling
Piece

A-1 $139,957,896 $139,957,896 BX 2024-BIO2 Yes
A-2 $69,978,947 $69,978,947 BX 2024-BIO2 No
A-3 $69,978,947 $69,978,947 BX 2024-BIO2 No
A-4 $69,978,947 $69,978,947 BX 2024-BIO2 No
A-5-1 $45,000,000 $45,000,000 BMARK 2024-V10 No
A-5-2 $30,000,000 $30,000,000 BBCMS 2024-5C29 No
A-5-3 $5,000,000 $5,000,000 BMARK 2024-V10 No
A-6 $40,000,000 $40,000,000 BANK5 2024-5YR9 No
A-7-1 $23,500,000 $23,500,000 BMARK 2024-V10 No
A-7-2(1) $16,500,000 $16,500,000 GSBI No
A-8 $40,000,000 $40,000,000 BANK5 2024-5YR9 No
Total Senior Notes $549,894,737 $549,894,737
B-1(2) $66,736,843 $66,736,843 BX 2024-BIO2 No
B-2(2) $33,368,421 $33,368,421 BX 2024-BIO2 No
B-3(2) $33,368,421 $33,368,421 BX 2024-BIO2 No
B-4(2) $33,368,421 $33,368,421 BX 2024-BIO2 No
Total Junior Notes $166,842,106 $166,842,106
Whole Loan $716,736,843 $716,736,843
(1) Expected to be contributed to one or more future securitizations.
(2) The BioMed 2024 Portfolio 2 Junior Notes will be generally subordinate in right of payment to the BioMed 2024 Portfolio 2 Senior Notes.

The Properties. The BioMed 2024 Portfolio 2 Properties consist of eight properties totaling approximately 995,458 square feet and 447 parking stalls, including seven lab/office properties and one parking garage property. Geographically, the BioMed 2024 Portfolio 2 Properties span two states and three key life science submarkets: Mid Cambridge, Boston (four properties, 58.8% of UW NOI), Peninsula, San Francisco (one property, 21.5% of UW NOI) and University Towne Center, San Diego (three properties, 19.7% of UW NOI).

As of the underwritten rent roll dated April 12, 2024, the BioMed 2024 Portfolio 2 Properties were 93.8% leased to 14 individual tenants, with a weighted average remaining lease term of 5.8 years. Tenancy across the BioMed 2024 Portfolio 2 Properties is generally comprised of biotech and life science companies including a mix of publicly traded, investment-grade rated and privately held companies. Approximately 48.2% of the BioMed 2024 Portfolio 2 Properties NRA is leased to investment-grade tenants, with the largest tenant, Illumina, Inc. ("Illumina") (rated Baa3/BBB/BBB by Moody's/S&P/Fitch), representing 20.8% of underwritten rent. Several of the BioMed 2024 Portfolio 2 Properties serve as domestic headquarters for companies such as Intellia Therapeutics, Inc. and Poseida Therapeutics, Inc.

Additionally, the BioMed 2024 Portfolio 2 Properties benefit from their rollover profile as evidenced by only 26.7% of NRA and 36.4% of underwritten rent expiring during the term of the BioMed 2024 Portfolio 2 Whole Loan. No greater than 9.9% of Portfolio NRA or 15.3% of underwritten rent is subject to roll during any single year during the term of the BioMed 2024 Portfolio 2 Whole Loan. Additionally, 36.2% of the BioMed 2024 Portfolio 2 Properties' NRA is comprised of leases expiring in 2033. Additionally, among those tenants rolling

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
7

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

during the term of the BioMed 2024 Portfolio 2 Whole Loan, UW rent is on average approximately 12.0% below the appraisal concluded market rents, offering potential mark-to-market opportunity.

The BioMed 2024 Portfolio 2 Properties fell into the following three categories prior to the closing of the BX 2024-BIO2 securitization: (i) two properties previously included in the LIFE 2021-BMR securitization transaction (the "BMR Same-Store Properties"), (ii) three properties previously included in the DBGS 2018-BIOD securitization transaction (the "BIOD Same-Store Properties") and (iii) three properties previously encumbered with balance sheet financing. Since the closing of the LIFE 2021-BMR securitization transaction, the BMR Same-Store Properties have achieved UW NOI growth of approximately 42.7%. The BIOD Same-Store Properties have achieved UW NOI growth of approximately 27.7% since the closing of the DBGS 2018-BIOD securitization transaction.

The following table presents a summary of certain information relating to the BioMed 2024 Portfolio 2 Properties:

Portfolio Summary

PropertyName

City, State

Property Sub-Type

Year Built / Year

Renovated

NRA(1)

% of Portfolio

NRA(1)

Leased

%(1)

Wtd. Avg. Remaining Lease Term

(Yrs)(1)

UW NOI ($MM)(1)

% of Portfolio UW NOI(1)

200 Sidney Cambridge, MA Lab/Office 2000 / 2016 188,616 18.9% 100.0% 4.8 $24.3 33.7%
Lincoln Centre Foster City, CA Lab/Office 2017 / NAP 360,000 36.2% 100.0% 8.7 $15.5 21.5%
40 Erie Street Cambridge, MA Lab/Office 1996 / 2015 106,638 10.7% 100.0% 2.4 $10.6 14.7%
4570 Executive Drive San Diego, CA Lab/Office 2000 / 2019 125,550 12.6% 91.6% 1.6 $8.4 11.6%
21 Erie Street Cambridge, MA Lab/Office 1925 / 2018 51,914 5.2% 100.0% 6.2 $5.3 7.4%
9360-9390 Towne Centre Drive San Diego, CA Lab/Office 1990 / 2020 147,577 14.8% 65.6%(2) 5.6 $4.9 6.8%
47 Erie Street Parking Structure Cambridge, MA Parking Garage 1997 / NAP NAP NAP NAP NAP $2.2 3.0%
Eastgate Mall San Diego, CA Lab/Office 1989 / 2020 15,163 1.5% 100.0% 5.3 $0.9 1.2%
Total/Wtd. Avg. 995,458 100.0% 93.8% 5.8 $72.1 100.0%
(1) Information is based on the underwritten rent roll as of April 12, 2024.
(2) Biosplice Therapeutics, Inc. currently leases 76,172 square feet at 9360-9390 Towne Centre Drive and subleases 25,391 square feet of this space to BioMed Realty, L.P. The remaining 50,781 square feet of non-subleased space was not being utilized by Biosplice Therapeutics, Inc. at the time of origination and, therefore, the lender underwriting considers this 50,781 square feet to be vacant.

Major Tenants. The three largest tenants based on underwritten base rent are Illumina, AbbVie Inc. ("AbbVie") and Seres Therapeutics, Inc. ("Seres Therapeutics").

Illumina (Baa3/BBB/BBB by Moody's/S&P/Fitch; 360,000 square feet; 36.2% of net rentable area; 20.8% of underwritten rent) (NASDAQ: ILMN) is a company specializing in sequencing and array-based solutions for genetic and genomic analysis with products servicing customers across several markets. Illumina's customers include genomic research centers, academic institutions, government laboratories and hospitals, as well as pharmaceutical, biotechnology, commercial molecular diagnostic laboratories and consumer genomics companies. Illumina leases 360,000 square feet at the Lincoln Centre property, with 200,000 square feet expiring in January 2033 and 160,000 square feet expiring in November 2033.

Illumina subleases a total of 133,800 square feet to three distinct sub-tenants at the Lincoln Centre property. The weighted average sub-lease rent represents a premium to the in-place contractual rent under the Illumina lease. The lender underwriting is reflective of the in-place contractual rent under the Illumina prime lease.

AbbVie (A3/A-/NR by Moody's/S&P/Fitch; 119,980 square feet; 12.1% of net rentable area) (NYSE: AABV) is a global, research-based pharmaceutical company with products across immunology, oncology, aesthetics, neuroscience and eye care. AbbVie serves patients in over 175 countries and provides treatments for over 75 conditions. AbbVie employed approximately 50,000 employees in over 70 countries as of January 31, 2024. AbbVie leases 119,980 square feet at the 200 Sidney property, with 57,850 square feet expiring in July 2028 and 62,130 square feet expiring in October 2029. A portion of the space leased through October 2029 was a recent extension by AbbVie.

Seres Therapeutics (68,636 square feet; 6.9% of net rentable area; 13.1% of underwritten rent) (NASDAQ: MCRB) operates as a microbiome therapeutics platform company that focuses on developing biological drugs designed to treat disease by modulating the microbiome to restore health and repair the function of a disrupted microbiome to a non-disease state. Seres Therapeutics' first drug VOWST was approved by the U.S. Food and Drug Administration to prevent Clostridioides difficile infection. Seres Therapeutics' current lease expires in January 2030.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
8

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The following table presents certain information relating to the tenants at the BioMed 2024 Portfolio 2 Properties:

Tenant Summary(1)(2)(3)

Tenant

Property Credit Rating (Moody's/
S&P/Fitch)(4)
Net Rentable Area (SF) % of Net Rentable Area U/W
Base Rent
U/W Base Rent
Per SF
% of Total U/W Base Rent Lease Expiration
Illumina Lincoln Centre Baa3/BBB/BBB 360,000 36.2 % $13,694,400 $38.04 20.8% Various(5)
AbbVie 200 Sidney A3/A-/NR 119,980 12.1 NAV NAV NAV Various(6)
Seres Therapeutics 200 Sidney NR/NR/NR 68,636 6.9 8,624,800 $125.66 13.1 1/13/2030
Intellia Therapeutics, Inc. 40 Erie Street NR/NR/NR 65,319 6.6 5,626,579 $86.14 8.5 9/30/2026
MIL 21E, LLC 21 Erie Street NR/NR/NR 51,914 5.2 5,081,861 $97.89 7.7 11/30/2030
Poseida Therapeutics, Inc. Various(7) NR/NR/NR 86,568 8.7 4,858,415 $56.12 7.4 12/31/2029
Human Longevity, Inc. 4570 Executive Drive NR/NR/NR 48,049 4.8 3,882,840 $80.81 5.9 Various(8)
BioMed Realty, L.P.(9) 4570 Executive Drive NR/NR/NR 49,912 5.0 2,696,246 $54.02 4.1 6/22/2025
Subtotal/Wtd. Avg. 850,378 85.4 %
Other Tenants(10) 83,716(11) 8.4 %(11) NAV NAV NAV
Subtotal/Wtd. Avg. 934,094 93.8 % $65,911,829 $70.56 100.0%
Vacant 61,364 6.2 %
Total 995,458 100.0 %
(1) Information is based on the underwritten rent roll as of April 12, 2024, with underwriting inclusive of rent steps through May 31, 2025.
(2) Certain tenants reflected in the chart above, although paying rent, are not in occupancy with respect to all or a portion of their leased space and in those cases such space is currently "dark", and/or have the option to terminate all or a portion of their leased space prior to the lease expiration date. See "RISK FACTORS-Risks Relating to the Mortgage Loans-Performance of the Offered Certificates Will Be Highly Dependent on the Performance of Tenants and Tenant Leases" and "Description of the Mortgage Pool-Statistical Characteristics of the Mortgage Loans-Tenant Issues-Lease Expirations and Terminations" in the preliminary prospectus for more information regarding the foregoing and related tenant issues.
(3) Certain tenants reflected in the chart above may sublease square feet with respect to all or a portion of their leased space. See "RISK FACTORS- Risks Relating to the Mortgage Loans-Performance of the Offered Certificates Will Be Highly Dependent on the Performance of Tenants and Tenant Leases" and "Description of the Mortgage Pool-Statistical Characteristics of the Mortgage Pool-Tenant Issues-Other" in the preliminary prospectus for more information regarding the foregoing and related tenant issues. Human Longevity, Inc. subleases 25,394 square feet at the 4570 Executive Drive property to Neogenomics at a rental rate of $64.56 per square foot NNN.
(4) Certain ratings are those of the parent company whether or not the parent guarantees the lease.
(5) Illumina leases 360,000 square feet at the Lincoln Centre property, with 200,000 square feet expiring January 15, 2033 and 160,000 square feet expiring November 15, 2033.
(6) AbbVie leases 119,980 square feet at the 200 Sidney property, with 57,850 square feet expiring July 31, 2028 and 62,130 SF expiring October 31, 2029.
(7) Poseida Therapeutics, Inc. occupies approximately 71,405 square feet at the 9360-9390 Towne Centre Drive property and approximately 15,163 square feet at the Eastgate Mall property.
(8) Human Longevity, Inc. leases 48,049 square feet at the 4570 Executive Drive property with 13,433 square feet expiring September 12, 2030 and 34,616 square feet expiring September 12, 2025
(9) BioMed Realty, L.P. is an affiliate of the borrower.
(10) Other Tenant Net Rentable Area (SF) is inclusive of 25,391 square feet subleased to BioMed Realty, L.P. by Biosplice Therapeutics, Inc. Biosplice Therapeutics, Inc. currently leases 76,172 SF at the 9360-9390 Towne Centre Drive property but at the time of origination, was not utilizing the non-subleased space (50,781 square feet). For underwriting purposes, the lender has treated the non-subleased space as vacant.
(11) Includes Biosplice Therapeutics, Inc., which subleases 25,391 square feet at the 9360-9390 Towne Centre Drive property to BioMed Realty, L.P. at a rental rate of approximately $56.37 per square foot NNN.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
9

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The following table presents certain information relating to the lease rollover schedule at the BioMed 2024 Portfolio 2 Properties, based on initial lease expiration dates:

Lease Rollover Schedule(1)(2)
Year Ending December 31 Expiring Owned GLA % of Owned GLA Cumulative % of Owned GLA U/W Base
Rent
% of Total U/W Base Rent U/W Base Rent $ per SF # of Expiring Leases
2024 0 0.0 % 0.0% $0 0.0% $0.00 0
2025 98,435 9.9 9.9% 7,190,219 10.9% $73.05 3
2026 82,325 8.3 18.2% 6,774,994 10.3% $82.30 3
2027 0 0.0 18.2% 0 0.0% $0.00 0
2028 84,656 8.5 26.7% 10,055,763 15.3% $118.78 2
2029 149,304 15.0 41.7% 11,972,980 18.2% $80.19 3
2030 159,374 16.0 57.7% 16,223,473 24.6% $101.79 4
2031 0 0.0 57.7% 0 0.0% $0.00 0
2032 0 0.0 57.7% 0 0.0% $0.00 0
2033 360,000 36.2 93.8% 13,694,400 20.8% $38.04 2
2034 0 0.0 93.8% 0 0.0% $0.00 0
2035 & Thereafter 0 0.0 93.8% 0 0.0% $0.00 0
Vacant 61,364 6.2 100.0% NAP NAP NAP NAP
Total / Wtd. Avg. 995,458 100.0 % $65,911,829 100.0% $66.21 17
(1) Based on the underwritten rent roll as of April 12, 2024, inclusive of contractual rent steps through May 31, 2025.
(2) Certain tenants may have lease termination options that are exercisable prior to the stated expiration date of the subject lease or leases which are not considered in the Lease Rollover Schedule.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
10

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the BioMed 2024 Portfolio 2 Properties:

Cash Flow Analysis(1)(2)
2021 2022 2023 TTM 3/31/2024(3) U/W(3) U/W Per SF
Base Rent(4) $53,692,596 $56,896,650 $57,041,567 $58,184,829 $62,811,907 $63.10
Rent Steps 0 0 0 0 3,099,922 $3.11
Credit Tenant Rent Steps 0 0 0 0 2,861,326 $2.87
Potential Income from Vacant Space 0 0 0 0 6,259,328 $6.29
Gross Potential Rent $53,692,596 $56,896,650 $57,041,567 $58,184,829 $75,032,482 $75.37
Recoveries 21,774,462 21,833,220 23,186,569 23,003,034 24,652,742 $24.77
Total Gross Income $75,467,058 $78,729,870 $80,228,136 $81,187,863 $99,685,224 $100.14
(Vacancy) 0 0 0 0 (6,259,328) ($6.29)
Parking 3,479,391 3,767,727 4,244,294 4,282,083 4,282,083 $4.30
Effective Gross Income $78,946,449 $82,497,597 $84,472,430 $85,469,946 $97,707,980 $98.15
Real Estate Taxes(5) 11,269,448 10,764,291 10,923,225 10,775,914 11,684,665 $11.74
Insurance 993,631 913,919 992,586 1,087,161 591,533 $0.59
Other Expenses(6) 11,400,571 12,132,197 13,401,285 13,358,667 13,349,615 $13.41
Total Expenses $23,663,650 $23,810,406 $25,317,096 $25,221,741 $25,625,813 $25.74
Net Operating Income $55,282,799 $58,687,190 $59,155,334 $60,248,205 $72,082,166 $72.41
Replacement Reserves 0 0 0 0 66,915 $0.07
TI/LC 0 0 0 0 497,729 $0.50
Net Cash Flow $55,282,799 $58,687,190 $59,155,334 $60,248,205 $71,517,523 $71.84
Occupancy (%) 100.0% 100.0% 98.8% 98.9% 93.7%
NCF DSCR(7) 1.81x 1.92x 1.93x 1.97x 2.34x
NOI Debt Yield(7) 10.1% 10.7% 10.8% 11.0% 13.1%
(1) Based on the underwritten rent roll as of April 12, 2024, inclusive of (i) contractual rent increases through May 31, 2025, and (ii) straight line rent for investment-grade tenants.
(2) Historical and underwritten cash flows have been adjusted to remove free rent and concessions.
(3) Increase in U/W NOI compared to TTM 3/31/2024 NOI is primarily attributable to (i) rent increases through May 31, 2025 and (ii) straight line rent credit for investment-grade tenants.
(4) U/W Base Rent accounts for newly executed leases and excludes any free rent.
(5) U/W is based on the borrower sponsor's budget.
(6) U/W is inclusive of a 1.5% management fee.
(7) NCF DSCR and NOI Debt Yield are based on the BioMed 2024 Portfolio 2 Senior Notes. Including the BioMed 2024 Portfolio 2 Junior Notes, NCF DSCR is 1.67x and NOI Debt Yield is 10.1%.

Appraisals. According to the appraisals, the BioMed 2024 Portfolio 2 Properties had an aggregate "as-is" value as of $1,098,200,000 as of various dates in April 2024, which reflects the aggregate as-is appraised value of the individual BioMed 2024 Portfolio 2 Properties, exclusive of any portfolio premium.

BioMed 2024 Portfolio 2 Appraised Value(1)
Property Value Capitalization Rate
200 Sidney $323,600,000 6.00%
Lincoln Centre $243,000,000 5.50%
40 Erie Street $151,900,000 6.00%
4570 Executive Drive $120,000,000 5.65%
9360-9390 Towne Centre Drive $141,000,000 5.50%
21 Erie Street $75,500,000 6.00%
47 Erie Street Parking Structure $28,000,000 6.50%
Eastgate Mall $15,200,000 5.50%
Total / Wtd. Avg. $1,098,200,000 5.79%
(1) Source: Appraisals.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
11

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

Environmental Matters. According to the Phase I environmental site assessments dated as of various dates in April 2024, there was no evidence of any recognized environmental l conditions at the BioMed 2024 Portfolio 2 Properties.

The Markets.

Boston - Cambridge Market. Four properties, comprising a total of 347,168 square feet and 447 parking stalls, are located in the Boston - Cambridge life science market, contributing approximately $42.4 million (approximately 58.8%) of UW NOI. The Boston - Cambridge life science market includes the largest property in the BioMed 2024 Portfolio 2 Whole Loan, the 200 Sidney property (33.7% of UW NOI), which is 100.0% leased to AbbVie (63.6% of the property's NRA) and Seres Therapeutics (36.4% of the property's NRA).

The Boston - Cambridge market has been considered one of the most innovative life science cities in the world according to a third-party market report. Cambridge has provided leading healthcare and biotechnology firms with supportive infrastructure, access to top academic institutions, state-of-the-art laboratories and funding from leading venture capital firms. The life science corridor within the greater Boston area is home to over 500 companies, including some of the largest biopharmaceutical companies in the world. In 2023, biopharma companies with headquarters in Massachusetts received approximately $7.7 billion in venture capital funding, which is an increase from the pre-COVID-19 pandemic amount of $5.5 billion. The 2023 venture capital funding for biopharma companies with headquarters in Massachusetts represented approximately 31% of all national venture capital investments, an increase from the 2022 total of approximately 25%. Across Massachusetts, nearly 2,000 drugs are in the development pipeline, and over 800 drugs are in stages of clinical trials, which represents 14.9% of the national pipeline (second only to California). Access to talent differentiates the Boston market, with over 80 colleges and universities nearby as the Boston market represents the largest concentration of college students in the nation. Boston is also home to 22 hospitals and some of the top medical schools in the country, including Harvard Medical School, Tufts University School of Medicine and Boston University Chobanian & Avedisian School of Medicine. In the first quarter of 2024, triple-net market rents within the East and Mid Cambridge submarket were reported at $110.20 per square foot. Due to the lack of available and developable land, the vacancy rates within the East and Mid Cambridge submarket remain low as the submarket appears insulated from new supply.

San Francisco Market. Located within the San Francisco life science market, the Lincoln Centre property comprises a total of 360,000 square feet and contributes approximately $15.5 million (approximately 21.5%) of UW NOI.

Centrally located in the San Francisco Peninsula submarket, the Lincoln Centre property provides access to leading biotech clusters and research institutions in the Bay Area. According to a third-party market report, San Francisco is the second largest life science market in the United States and encompasses approximately 36 million square feet of lab space. The Bay Area is considered the "birthplace of biotechnology." In 1976, Genentech, the world's first biotech company, was founded in San Francisco. The Bay Area has since been home to one of the largest biotech clusters in the world as it comprises over 250 companies and features a workforce developed from top academic institutions nearby. The largest companies in the life science industry, including Roche (Genentech), Gilead, Illumina, Merck, Amgen, Abbott and the life science arm of Google (Verily), have established a presence in the Bay Area. The San Francisco life science market features one of the densest concentrations of qualified life science professionals and has benefitted from the research, innovation and talent pool from nearby universities with life science incubators, such as Stanford, UC San Francisco and UC Berkeley. As of the fourth quarter of 2023, the monthly average asking rents in the Bay Area life science market were near all-time highs. As of the second quarter of 2023, life science companies in the San Francisco Bay Area life science market employed over 116,000 individuals. Biotech venture capital funding in the Bay Area market increased in the fourth quarter of 2023, recording $2.06 billion in capital raised, which is an increase from the $1.91 billion raised in the third quarter of 2023 and $2.01 billion raised in the fourth quarter of 2022.

San Diego Market. Three of the BioMed 2024 Portfolio 2 Properties are located in the San Diego life science market, comprising a total of 288,290 square feet and contributing approximately $14.2 million (approximately 19.7%) of UW NOI.

According to a third-party market report, the San Diego life science market, often referred to as "Biotech Beach," is recognized as one of the leading life science markets globally. As the third largest biotech cluster in the United States, the San Diego market has been a focus of major life science REITs and real estate investment due to its research institutions and investment activity from venture capital. The San Diego life science cluster is anchored by UC San Diego and the Scripps Research Institute, among other research institutes. The life science industry remains a cornerstone of San Diego's economic landscape as the industry employs over 77,000 individuals across over 2,000 companies. The San Diego market's demand for life science facilities, along with the lack of available space and rising construction costs, has led to several office and flex conversion plans in order to repurpose properties into life science space. In March 2024, Pfizer signed a 15-year, approximately 230,000 square foot lease for its oncology division at a complex along the San Diego coast. Pfizer's lease marks the largest life science lease in 2024 and the lease is more than twice the size of 2023's largest lease in the San Diego life science market. Since 2019, San Diego has received at least $1 billion in National Institutes of Health funding per year and in 2022, received a record $1.2 billion.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
12

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

The following table presents certain market rent conclusions for the BioMed 2024 Portfolio 2 Properties:

Market Rent Conclusions(1)
Property Name Appraisal Concluded Market Rent UW Rent PSF(2) Delta
200 Sidney $115.00 $121.13 5.3%
Lincoln Centre $75.00 $38.04 -49.3%
40 Erie Street $110.00 $96.32 -12.4%
4570 Executive Drive $79.20 $67.21 -15.1%
21 Erie Street $105.00 $97.89 -6.8%
9360-9390 Towne Centre Drive $78.00 $56.05 -28.1%
Eastgate Mall $78.00 $57.00 -26.9%
Wtd. Avg.(3) $97.41 $85.69 -12.0%
(1) Source: Appraisals.
(2) Based on underwritten rent rolls as of April 12, 2024, inclusive of contractual rent increases through May 31, 2025.
(3) Wtd. Avg. is calculated based on UW rent of the respective property.

The Borrowers and the Borrower Sponsor. The borrowers are BMR-21 Erie Street LLC, BMR-Lincoln Centre LP, BMR-Sidney Research Campus LLC and BRE-BMR Campus at Towne Centre LP, each a special purpose entity indirectly owned and controlled by BioMed Realty, L.P. (the "Borrower Sponsor"). The non-recourse carveout guarantor for the BioMed 2024 Portfolio 2 Whole Loan is BRE Edison L.P. The non-recourse carveout guarantor's springing recourse liability for enumerated bankruptcy events is limited to 15% of the outstanding BioMed 2024 Portfolio 2 Whole Loan amount, plus costs of enforcement. In addition, the BioMed 2024 Portfolio 2 Whole Loan documents provide that the guarantor's recourse liability for environmental matters is limited to the aggregate pollution legal liability environmental insurance policy minimum limits applicable to the related properties if the term of the related pollution legal liability policy does not extend two years past the loan maturity. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with origination of the BioMed 2024 Portfolio 2 Whole Loan.

The Borrower Sponsor, a Blackstone portfolio company, is a provider of real estate solutions to the life science and technology industries. The Borrower Sponsor owns and operates life science real estate comprising 16.1 million square feet concentrated in leading innovation markets throughout the United States and United Kingdom, including Boston/Cambridge, San Francisco, San Diego, Seattle, Boulder and Cambridge, U.K. In addition, the Borrower Sponsor maintains a development platform with 2.7 million square feet of Class A properties in active construction, to meet the growing demand of the life science industry.

Property Management. The BioMed 2024 Portfolio 2 Properties are managed by BioMed Realty LLC, a borrower-affiliated management company, and Pro Park, LLC.

Initial and Ongoing Reserves. At origination of the BioMed 2024 Portfolio 2 Whole Loan, the borrowers deposited approximately $3,569,740 into an unfunded obligations reserve for outstanding free rent, unfunded tenant improvement allowances and leasing commissions.

Tax Reserve - During the continuance of a Cash Sweep Period (as defined below), the borrowers are required to deposit on each payment date 1/12th of an amount that the lender reasonably estimates will be payable for taxes during the next ensuing 12 months.

Insurance Reserve - During the continuance of a Cash Sweep Period, the borrowers are required to escrow 1/12th of the annual estimated insurance payments on a monthly basis, unless no event of default is continuing and the BioMed 2024 Portfolio 2 Properties are insured under a blanket policy meeting the requirements set forth in the BioMed 2024 Portfolio 2 Whole Loan documents, in which case, no insurance escrows will be required.

Rollover Reserve - During the continuance of a Cash Sweep Period, if the amount in the rollover reserve account is less than an amount equal to $1 multiplied by the aggregate square footage (excluding the rentable square footage attributable to the parking garage property) (the "Rollover Reserve Cap"), the borrowers will be required to deposit on each payment date an amount equal to 1/12th of the Rollover Reserve Cap (or such lesser amount that would cause the amounts on deposit in the rollover reserve account to equal the Rollover Reserve Cap).

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
13

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

Lockbox / Cash Management. The BioMed 2024 Portfolio 2 Whole Loan is structured with a hard lockbox and springing cash management. The borrowers are required to deposit, or cause to be deposited, all revenues derived from the BioMed 2024 Portfolio 2 Properties into restricted lockbox accounts in the name of certain of the borrowers for the benefit of the lender to the extent set forth in the BioMed 2024 Portfolio 2 Whole Loan documents. During a Cash Sweep Period, funds on deposit in the lockbox accounts are required to be transferred to a single segregated account, a cash management account, held in trust and for the benefit of the lender. After application of such funds as provided in the BioMed 2024 Portfolio 2 Whole Loan documents, during a Cash Sweep Period excess cash is swept to a reserve, provided that (i) such excess cash sweep is capped at the Trigger Prepayment Amount (as defined below), and (ii) funds in such reserve may be applied to certain expenses and distributions, and may be replaced by an excess cash flow guaranty. If a Cash Sweep Period does not exist, the borrowers have access to the lockbox accounts and may direct funds be transferred to an account designated by the borrowers that is not pledged as security for the BioMed 2024 Portfolio 2 Whole Loan or the mezzanine loan.

"Cash Sweep Period" means a period commencing upon the earliest to occur of: (i) an event of default under the BioMed 2024 Portfolio 2 Whole Loan; (ii) certain bankruptcy or insolvency events with respect to the borrowers; (iii) the debt yield on the BioMed 2024 Portfolio 2 Whole Loan (and if outstanding, any mezzanine loan) falling below 7.00% for two consecutive calendar quarters immediately preceding the applicable debt yield determination date set forth in the BioMed 2024 Portfolio 2 Whole Loan documents (a "Debt Yield Trigger Event") or (iv) an event of default under the mezzanine loan documents; and expiring upon, with respect to: (w) clause (i) above, such event of default is no longer continuing; (x) clause (ii) above, such bankruptcy action, only in the event of an involuntary bankruptcy action that was not consented to by a borrower or its general partner or managing member, as applicable, is discharged, stayed or dismissed within 90 days of the filing of such bankruptcy action; (y) clause (iii) above, (1) such debt yield is equal to or greater than 7.00% on the first day of each of two consecutive calendar quarters, (2) immediately upon the borrowers' and/or the mezzanine borrower's prepayment of the BioMed 2024 Portfolio 2 Whole Loan and/or the mezzanine loan, as applicable, in an amount (the "Trigger Prepayment Amount") such that the debt yield is equal to 7.00% without any obligation to wait two consecutive quarters or (3) the borrowers deliver to the lender cash or a letter of credit in an amount equal to the amount by which net operating income would need to increase in order to achieve a debt yield equal to 7.00% (as applicable, the "Debt Yield Cure Collateral"), which such Debt Yield Cure Collateral will be held by the lender in escrow as additional collateral for the BioMed 2024 Portfolio 2 Whole Loan and the mezzanine borrower delivers to the mezzanine lender cash or a letter of credit in an amount equal to the lender's allocation (as defined in the mezzanine loan agreement) of the Debt Yield Cure Collateral amount (the "Mezzanine Debt Yield Cure Collateral"), which Mezzanine Debt Yield Cure Collateral will be held by the mezzanine lender in escrow as additional collateral for the mezzanine loan, and is required to be returned to the borrowers by the lender and be returned to the mezzanine borrower by the mezzanine lender upon the earlier of (A) the occurrence of a Debt Yield Trigger Event cure pursuant to clause (1) or (2) above or (4) below (provided that no other Cash Sweep Period is then in effect), and (B) the repayment of the BioMed 2024 Portfolio 2 Whole Loan or the mezzanine loan debt, as applicable, in full or (4) the guarantor delivers to the lender a guaranty in an amount equal to the lender's allocation of the Trigger Prepayment Amount, and (z) clause (iv) above, such mezzanine loan default is no longer continuing. For the avoidance of doubt, the Debt Yield Cure Collateral cannot be applied by the lender and the debt yield guaranty may not be drawn on by the lender to satisfy any portion of the BioMed 2024 Portfolio 2 Whole Loan other than during the continuance of a Priority Payment Cessation Event (as defined below). In the event the Debt Yield Trigger Event cure is achieved by delivery of the Debt Yield Cure Collateral to the lender and delivery of the Mezzanine Debt Yield Cure Collateral to the mezzanine lender, the applicable Debt Yield Trigger Event will cease upon delivery of such Debt Yield Cure Collateral to the lender and such Mezzanine Debt Yield Cure Collateral to the mezzanine lender without any obligation to wait two consecutive calendar quarters.

"Priority Payment Cessation Event" means (a) the acceleration of the BioMed 2024 Portfolio 2 Whole Loan during the continuance of an event of default, (b) the initiation of (x) judicial or nonjudicial foreclosure proceedings, (y) proceedings for appointment of a receiver or (z) similar remedies permitted by the BioMed 2024 Portfolio 2 Whole Loan documents relating to all or a material portion of the applicable BioMed 2024 Portfolio 2 Property, and/or (c) the imposition of a stay, an injunction or a similar judicially imposed device that has the effect of preventing the lender from exercising its remedies under the BioMed 2024 Portfolio 2 Whole Loan documents.

Current Mezzanine or Secured Subordinate Indebtedness. The BioMed 2024 Portfolio 2 Whole Loan also includes the BioMed 2024 Portfolio 2 Junior Notes. The BioMed 2024 Portfolio 2 Junior Notes bear interest at the weighted average of the interest rate of BioMed 2024 Portfolio 2 Mortgage Loan component C (which is 6.6442479% per annum) and component D (which is 7.7308079% per annum). Payments on the BioMed 2024 Portfolio 2 Junior Notes are generally subordinate to payments on the BioMed 2024 Portfolio 2 Senior Notes, provided that the BioMed 2024 Portfolio 2 Junior Notes receive payments of interest prior to principal payments being made on the BioMed 2024 Portfolio 2 Senior Notes. See "Description of the Mortgage Pool-The Whole Loans-The Non-Serviced AB Whole Loan-The BioMed 2024 Portfolio 2 Whole Loan" in the preliminary prospectus.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Provided that no event of default is continuing under the BioMed 2024 Portfolio 2 Whole Loan documents, a constituent party of the borrowers is permitted to incur a mezzanine loan (the "BioMed 2024 Portfolio 2 Mezzanine Loan") secured by the equity interest held by such constituent party in the borrowers under the BioMed 2024 Portfolio 2 Whole Loan, subject to the satisfaction of certain requirements set forth in the BioMed 2024 Portfolio 2 Whole Loan documents, which include, but are not limited to: (i) the combined loan-to-value ratio based on the BioMed 2024 Portfolio 2 Whole Loan and the BioMed 2024 Portfolio 2 Mezzanine Loan is not greater than 65.3%; (ii) the combined debt yield based on the BioMed 2024 Portfolio 2 Whole Loan and the BioMed 2024 Portfolio 2 Mezzanine Loan is no less than 9.66%; (iii) the execution of an intercreditor agreement acceptable to the lender; and (iv) the maturity of the BioMed 2024 Portfolio 2 Mezzanine Loan is coterminous with, or longer than, the maturity date of BioMed 2024 Portfolio 2 Whole Loan. No rating agency confirmation is required for the issuance of the BioMed 2024

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
14

Various - Various

Various

Various, Various

Collateral Asset Summary - Loan No. 1

BioMed 2024 Portfolio 2

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$73,500,000

50.1%

2.34x

13.1%

Portfolio 2 Mezzanine Loan. The mezzanine loan may bear a floating rate of interest, in which case the mezzanine borrower will be required to obtain an interest rate cap agreement from an institutional lender, the strike price of which will be used to calculate the debt service coverage ratio on the BioMed 2024 Portfolio 2 Whole Loan. Provided that there is no event of default under the BioMed 2024 Portfolio 2 Whole Loan, the mezzanine loan may be prepaid at a discount pursuant to negotiated transactions solely with the mezzanine lender. Provided that there is no event of default under the BioMed 2024 Portfolio 2 Whole Loan, the mezzanine loan may be voluntarily prepaid without any obligation to make a corresponding prepayment of the BioMed 2024 Portfolio 2 Whole Loan; provided that the foregoing will not apply to prepayments made (x) to achieve Debt Yield Trigger Event cure, (y) in connection with the partial release of a BioMed 2024 Portfolio 2 Property and (z) from excess cash flow reserve funds, which in each case are required to be made concurrently with a pro rata prepayment of the BioMed 2024 Portfolio 2 Whole Loan.

Release of Collateral. The borrowers may at any time obtain the release of an individual BioMed 2024 Portfolio 2 Property from the lien of the BioMed 2024 Portfolio 2 Whole Loan and the release of the applicable borrower's obligations under the BioMed 2024 Portfolio 2 Whole Loan documents with respect to the released BioMed 2024 Portfolio 2 Property, subject to the satisfaction of certain conditions, including, but not limited to, (i) payment of the applicable Release Amount (as defined below) together with, if such prepayment is made prior to the Permitted Par Prepayment Date (as defined below), any Yield Maintenance Premium (as defined below) then required, or, if after the defeasance lockout period, defeasance of the applicable Release Amount, (ii) after giving effect to such release, the debt yield of the BioMed 2024 Portfolio 2 Whole Loan as of the determination date immediately preceding such release is greater than or equal to 9.66% and (iii) compliance with certain REMIC provisions. Notwithstanding the foregoing, if the foregoing debt yield requirement is not satisfied and the release of such BioMed 2024 Portfolio 2 Property is in connection with an arms-length transaction to a third party, the borrowers may obtain the release of such BioMed 2024 Portfolio 2 Property upon payment to the lender of an amount equal to the lesser of (i) 100% of the net sales proceeds derived from the sale of such BioMed 2024 Portfolio 2 Property and (ii) the greater of (x) the applicable Release Amount for such BioMed 2024 Portfolio 2 Property together with any Yield Maintenance Premium then required and (y) an amount necessary to, after giving effect to such release, satisfy the foregoing debt yield requirement, together with any Yield Maintenance Premium then required. In connection with any release where the amount to be prepaid is less than the Mortgage ALA (as defined below) for such BioMed 2024 Portfolio 2 Property, the Mortgage ALA for each BioMed 2024 Portfolio 2 Property that will remain subject to the lien of the BioMed 2024 Portfolio 2 Whole Loan will each be increased on a pro rata basis by the amount of such shortfall, provided that to the extent such increase will require amending any mortgage which contains a cap on the amount secured by such mortgage that is less than the reallocated Mortgage ALA, the borrowers will pay the cost of any mortgage recording tax.

"Release Amount" means, for a BioMed 2024 Portfolio 2 Property, the lesser of (a) the outstanding principal amount of the BioMed 2024 Portfolio 2 Whole Loan (plus interest and any other amounts that may be due) and (b) the product of the allocated mortgage loan amount ("Mortgage ALA") for such BioMed 2024 Portfolio 2 Property (as adjusted pursuant to the BioMed 2024 Portfolio 2 Whole Loan documents, if applicable), multiplied by (i) 105%, until such time as the outstanding BioMed 2024 Portfolio 2 Whole Loan amount has been reduced to $501,715,790, and (ii) thereafter, 110%.

"Yield Maintenance Premium" means, with respect to each BioMed 2024 Portfolio 2 Whole Loan component being prepaid, an amount equal to the greater of (a) one-half of one percent (0.50%) of the outstanding principal amount of such component to be prepaid or satisfied and (b) the excess, if any, of (i) the sum of the present values of all then-scheduled payments of principal and interest in respect of the principal amount of such component being prepaid under the BioMed 2024 Portfolio 2 Whole Loan documents assuming that all scheduled payments are made timely and that the remaining outstanding principal and interest on such BioMed 2024 Portfolio 2 Whole Loan component is paid on February 9, 2029 (the "Permitted Par Prepayment Date") (with each such payment and assumed payment discounted to its present value at the date of prepayment at the rate which, when compounded monthly, is equivalent to the prepayment rate when compounded semi-annually and deducting from the sum of such present values any short-term interest paid from the date of prepayment to the next succeeding payment date in the event such payment is not made on a payment date), over (ii) the principal amount being prepaid; provided, that with respect to any prepayment of any portion of the BioMed 2024 Portfolio 2 Whole Loan that is made after the payment date in January 2029, but prior to the Permitted Par Prepayment Date, the Yield Maintenance Premium will be zero.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
15

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
16

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
17

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

Mortgage Loan Information Property Information
Loan Seller: CREFI Single Asset / Portfolio: Single Asset
Loan Purpose(1): Recapitalization Property Type - Subtype: Mixed Use - Hospitality/Retail
Borrower Sponsor(s): Financial Partners Group Co., Ltd. Collateral: Leasehold
Borrower(s):

US Property Investment Fund

(HI 2) LP

Location: Honolulu, HI
Original Balance: $69,000,000 Year Built / Renovated: 1980 / 2017
Cut-off Date Balance: $69,000,000 Property Management(5): Various
% by Initial UPB: 9.3% Size: 230 Rooms
Interest Rate: 7.40000% Appraised Value / Per Room: $135,200,000 / $587,826
Note Date: August 21, 2024 Appraisal Date: July 1, 2024
Original Term: 60 months Occupancy: 90.8% (as of June 30, 2024)
Amortization: Interest Only UW Economic Occupancy: 90.8%
Original Amortization: NAP Underwritten NOI: $9,997,270
Interest Only Period: 60 months Underwritten NCF: $8,896,601
First Payment Date: October 6, 2024
Maturity Date: September 6, 2029 Historical NOI
Additional Debt Type: NAP Most Recent NOI: $10,352,299 (TTM June 30, 2024)
Additional Debt Balance: NAP 2023 NOI: $10,113,640
Call Protection: L(24),D(29),O(7) 2022 NOI(6): $11,161,230
Lockbox / Cash Management: Hard / Springing 2021 NOI(6): $6,680,606
Reserves(2) Financial Information
Initial Monthly Cap Cut-off Date Loan Per Room: $300,000
Taxes: $0 $172,519 NAP Maturity Date Loan Per Room: $300,000
Insurance: $316,567 $79,142 NAP Cut-off Date LTV: 51.0%
FF&E Reserve: $0 $69,263 NAP Maturity Date LTV: 51.0%
Replacement Reserve(3): $0 $12,126 NAP UW NOI DY: 14.5%
TI / LC Reserve: $0 $14,643 NAP UW NCF DSCR: 1.72x
Other(4): $460,714 Springing NAP
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Mortgage Loan $69,000,000 100.0% Sponsor Equity(1) $66,426,540 96.3 %
Closing Costs 1,796,180 2.6
Upfront Reserves 777,281 1.1
Total Sources $69,000,000 100.0% Total Uses $69,000,000 100.0 %
(1) The Hyatt Centric Hotel & Shops Waikiki Beach Property (as defined below) was previously unencumbered as the borrower acquired the Hyatt Centric Hotel & Shops Waikiki Beach Property for $115,000,000 on May 31, 2024.
(2) See "Initial and Ongoing Reserves" below.
(3) Monthly Replacement Reserve is comprised of $7,211 of ongoing replacement reserves for the parking component and $4,915 of ongoing replacement reserves for the retail component at the Hyatt Centric Hotel & Shops Waikiki Beach Property. See "Initial and Ongoing Reserves" below.
(4) Other Reserves consist of an upfront ground rent reserve of $460,714 and a springing PIP reserve. See "Initial and Ongoing Reserves" below.
(5) The Hyatt Centric Hotel & Shops Waikiki Beach Property is managed by multiple property management companies. The hotel component is managed by Hyatt Corporation, the retail component is managed by CB Commercial, LLC and the parking component is managed by Elite Parking Services LLC.
(6) The increase from 2021 NOI to 2022 NOI is primarily attributable to the recovery from the COVID-19 pandemic.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
18

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

The Loan. The second largest mortgage loan (the "Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan") is secured by the borrower's leasehold interest in a 230-room mixed-use full-service hospitality, retail and parking property located in Honolulu, Hawaii (the "Hyatt Centric Hotel & Shops Waikiki Beach Property"). The Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan is evidenced by a single promissory note, and has an outstanding principal balance as of the Cut-off Date of $69,000,000. The Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan was originated on August 21, 2024 by CREFI and accrues interest at a fixed rate of 7.40000% per annum on an Actual/360 basis. The Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan has an initial term of five years and is interest-only for the full term. The scheduled maturity date of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan is the payment date that occurs on September 6, 2029.

The Property. The Hyatt Centric Hotel & Shops Waikiki Beach Property is a 21-story, 230-room, mixed-use property, comprised of a full-service hotel with 55,496 square feet of retail space and four floors of onsite parking located in Honolulu, Hawaii. The Hyatt Centric Hotel & Shops Waikiki Beach Property was originally constructed as an office building in 1980 and was completely redeveloped into a full-service hotel in 2017. The Hyatt Centric Hotel & Shops Waikiki Beach Property benefits from its location one block from Kalakaua Avenue, a main retail corridor of Honolulu, and 0.3 miles from Waikiki beach. The Hyatt Centric Hotel & Shops Waikiki Beach Property features a four-story parking garage with 392 spaces. The underwritten revenue at the Hyatt Centric Hotel & Shops Waikiki Beach Property is derived as follows: approximately 70.6% from hospitality operations, which includes rooms revenue, food and beverage and other income; approximately 20.1% from retail operations; and approximately 9.3% from parking garage operations.

The hospitality portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property is operated pursuant to a management agreement with Hyatt Corporation expiring on December 31, 2041. The Hyatt Centric Hotel & Shops Waikiki Beach Property contains 42 standard non-ocean view guestrooms, 100 deluxe non-ocean view guestrooms, 49 ocean view rooms, 33 suites and 6 ADA rooms. Amenities at the Hyatt Centric Hotel & Shops Waikiki Beach Property include an outdoor pool, fire pit, pool deck cabanas, fitness center, concierge desk, electric vehicle charging stations and approximately 6,500 square feet of meeting space. According to the appraisal, the estimated demand segmentation for the hospitality portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property consists of 50.0% leisure, 30.0% commercial and 20.0% group.

The Hyatt Centric Hotel & Shops Waikiki Beach Property also includes 55,496 square feet of retail space, which as of March 31, 2024, was 95.9% leased by a granular rent roll of six tenants with an average underwritten base rent of $84.52 per square foot. Total commercial income represents 20.1% of underwritten total revenue at the Hyatt Centric Hotel & Shops Waikiki Beach Property. Commercial tenants include a two-story Nordstrom Rack, National Car Rental and four food and beverage outlets including Island Gourmet Market d/b/a Dukes Lane Market & Eatery ("Dukes Lane Market & Eatery"). Dukes Lane Market & Eatery is a food hall that features Basalt, a local Hawaiian restaurant, a gelato shop, a local artisan bakery, a coffee shop, a rotisserie and flatbread shop, and a market offering fresh produce, foods and spirits. Other food and beverage outlets at the Hyatt Centric Hotel & Shops Waikiki Beach Property include Ice Monster, Starbucks Corporation and Jamba Juice.

The following table presents certain information relating to the 2023 demand analysis with respect to the hospitality operations at the Hyatt Centric Hotel & Shops Waikiki Beach Property based on market segmentation, as provided by the appraisal report for the Hyatt Centric Hotel & Shops Waikiki Beach Property:

Demand Segmentation(1)
Property Rooms Leisure Commercial Group
Hyatt Centric Hotel & Shops Waikiki Beach 230 50.0% 30.0% 20.0%
(1) Source: Appraisal.

The following table presents certain information relating to the current and historical occupancy, ADR and RevPAR at the Hyatt Centric Hotel & Shops Waikiki Beach Property and its competitors:

Occupancy, ADR, RevPAR(1)
Hyatt Centric Hotel & Shops Waikiki
Beach(2)
Competitive Set(3) Penetration Factor(4)
Period Occupancy ADR RevPAR Occupancy ADR RevPAR Occupancy ADR RevPAR
2021 57.2% $204.93 $117.15 62.6% $206.42 $129.27 91.3% 99.3% 90.6%
2022 86.3% $239.08 $206.28 82.4% $244.18 $201.27 104.7% 97.9% 102.5%
2023 86.8% $238.21 $206.65 85.7% $254.48 $218.19 101.2% 93.6% 94.7%
TTM 6/30/2024 90.8% $242.89 $220.54 87.7% $253.87 $222.54 103.6% 95.7% 99.1%
(1) Variances between the underwriting, the appraisal and the above table with respect to Occupancy, ADR and RevPAR at the Hyatt Centric Hotel & Shops Waikiki Beach Property are attributable to variances in reporting methodologies and/or timing differences.
(2) Occupancy, ADR and RevPAR for the Hyatt Centric Hotel & Shops Waikiki Beach Property are based on the underwritten cash flow.
(3) Occupancy, ADR and RevPAR for the Competitive Set are based on data provided by a third-party hospitality research report. The Competitive Set includes Hilton Waikiki Beach, The Surfjack Hotel & Swim Club, The Laylow, Autograph Collection, Queen Kapiolani Hotel, Outrigger Waikiki Beachcomber Hotel and Embassy Suites by Hilton Waikiki Beach Walk.
(4) Penetration Factor is calculated based on the underwritten cash flow and competitive set data provided by a third-party hospitality research report.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
19

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

The following table presents certain information relating to the commercial space at the Hyatt Centric Hotel & Shops Waikiki Beach Property:

Tenant Summary(1)

Tenant

Credit Rating (Moody's/

S&P/Fitch)

Net Rentable Area (SF) % of Portfolio Commercial Net Rentable Area U/W Base Rent U/W Base Rent Per SF % of Portfolio Commercial U/W Base Rent Lease Expiration Termination Option (Y/N) Renewal Option
Nordstrom Rack Ba2/NR/NR 34,459 62.1% $2,244,659 $65.14 51.2% 8/31/2026 N 4 x 5 yr
Island Gourmet Market NR/NR/NR 13,074 23.6% 1,531,827 $117.17 34.9% 4/30/2031 N N
Ice Monster NR/NR/NR 1,996 3.6% 0 $0.00 0.0% 6/30/2028 N N
Starbucks Corporation Baa1/BBB+/NR 1,956 3.5% 348,559 $178.20 8.0% 2/28/2027 N 1 x 5 yr
National Car Rental(2) NR/NR/NR 868 1.6% 94,846 $109.27 2.2% 10/31/2027 N 1 x 5 yr
Jamba Juice NR/NR/NR 851 1.5% 164,340 $193.11 3.7% 10/31/2026 N 1 x 5 yr
Total Occupied 53,204 95.9% $4,384,232 $82.40 100.0%
Vacant 2,292 4.1%
Total 55,496 100.0%
(1) Based on the underwritten rent roll dated March 31, 2024, inclusive of rent steps through December 1, 2024.
(2) Information for National Car Rental presented in the above table is reflective of its commercial space at the Hyatt Centric Hotel & Shops Waikiki Beach Property. National Car Rental also leases ten parking stalls for $112,566 at the Hyatt Centric Hotel & Shops Waikiki Beach Property.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
20

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Hyatt Centric Hotel & Shops Waikiki Beach Property:

Cash Flow Analysis
2021(1) 2022(1) 2023 TTM
6/30/2024
UW UW Per Room(2)
Occupancy (%) 57.2% 86.3% 86.8% 90.8% 90.8%
ADR $204.93 $239.08 $238.21 $242.89 $242.89
RevPar $117.15 $206.28 $206.65 $220.54 $220.54
Rooms Revenue $9,834,924 $17,316,865 $17,348,633 $18,565,377 $18,514,652 $80,498
Food & Beverage Revenue 6,832 20,739 25,157 27,110 27,036 $118
Parking Revenue 1,675,871 2,374,081 2,638,878 2,731,196 2,731,196 $11,875
Retail Revenue 6,242,657 5,948,333 6,019,150 6,000,475 5,897,605 $25,642
Other Revenue(3) 1,238,039 1,840,035 1,916,725 2,186,373 2,180,399 $9,480
Total Revenue $18,998,323 $27,500,053 $27,948,543 $29,510,531 $29,350,888 $127,613
Rooms Expense $2,921,256 $4,578,284 $5,332,040 $5,777,883 $5,762,096 $25,053
Food & Beverage Expense 18,761 21,401 12,891 11,820 11,788 $51
Parking Expense 352,012 497,653 549,974 567,885 567,885 $2,469
Retail Expense 797,652 902,350 997,964 1,043,252 1,092,154 $4,748
Other Departmental Expenses 1,098 748 2,757 4,061 4,050 $18
Departmental Expenses $4,090,780 $6,000,436 $6,895,626 $7,404,901 $7,437,973 $32,339
Departmental Profit $14,907,544 $21,499,617 $21,052,918 $22,105,630 $21,912,915 $95,274
Management Fee $492,659 $867,189 $869,491 $937,079 $925,733 $4,025
Marketing and Franchise Fee 924,617 1,355,318 1,671,851 1,836,913 1,826,976 $7,943
Other Undistributed Expenses(4) 2,865,575 3,775,328 3,807,776 3,955,839 3,934,439 $17,106
Total Undistributed Expenses $4,282,851 $5,997,835 $6,349,118 $6,729,831 $6,687,148 $29,075
Real Estate Taxes $1,523,687 $1,421,897 $1,551,520 $1,840,385 $1,682,696 $7,316
Property Insurance 212,712 250,197 334,198 373,087 762,473 $3,315
Ground Rent 2,199,423 2,654,956 2,685,859 2,790,983 2,764,284 $12,019
Other Fixed Expense(5) 8,265 13,501 18,583 19,044 19,044 $83
Net Operating Income $6,680,606 $11,161,230 $10,113,640 $10,352,299 $9,997,270 $43,466
FF&E $352,004 $693,752 $695,593 $749,663 $828,883 $3,604
Parking Reserves 0 0 0 0 86,532 $376
Retail Reserves 0 0 0 0 185,253 $805
Net Cash Flow $6,328,602 $10,467,478 $9,418,047 $9,602,636 $8,896,601 $38,681
NCF DSCR 1.22x 2.02x 1.82x 1.85x 1.72x
NOI Debt Yield 9.7% 16.2% 14.7% 15.0% 14.5%
(1) The increase in Net Operating Income from 2021 to 2022 is primarily attributable to the recovery from the COVID-19 pandemic.
(2) UW Per Room is based on 230 rooms.
(3) Other Revenue consists of resort fees, cancellation fees, laundry and dry cleaning, certain commissions, business interruption insurance payouts, foreign currency exchange fees, unused or forfeited gift certificates, and other miscellaneous revenue sources.
(4) Other Undistributed Expenses consist of administrative and general expenses, operations and maintenance, heat, power, light, information and telecom expenses.
(5) Other Fixed Expense is comprised of equipment leases.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
21

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

Appraisal. According to the appraisal, the Hyatt Centric Hotel & Shops Waikiki Beach Property had an "as-is" appraised value of $135,200,000 as of July 1, 2024. The table below shows the appraisal's "as-is" conclusions.

Hyatt Centric Hotel & Shops Waikiki Beach(1)
Property Appraised Value Capitalization Rate
Hyatt Centric Hotel & Shops Waikiki Beach $135,200,000 7.10%
(1) Source: Appraisal.

Environmental Matters. According to the Phase I environmental report, dated July 10, 2024, there was no evidence of any recognized environmental conditions at the Hyatt Centric Hotel & Shops Waikiki Beach Property.

The Market. The Hyatt Centric Hotel & Shops Waikiki Beach Property is located in Honolulu, Hawaii, one block from Kalakaua Avenue, a main retail corridor of Honolulu, and 0.3 miles from the Waikiki beach. The Hyatt Centric Hotel & Shops Waikiki Beach Property is located approximately 10 miles southeast of the Daniel K Inouye International Airport. Nearby demand drivers for the Hyatt Centric Hotel & Shops Waikiki Beach Property include Kalakaua Avenue, Waikiki Beach, the Ala Wai Golf Course, Pearl Harbor USS Arizona Memorial, Honolulu Zoo, International Marketplace, Diamond Head State Monument, and Waikiki Aquarium. According to a state tourism authority, there were 872,620 visitors to the Hawaiian Islands in June 2024 which represents a 92.1% recovery compared to pre-pandemic June 2019.

The following table presents certain information relating to the primary competition for the Hyatt Centric Hotel & Shops Waikiki Beach Property:

Competitive Set(1)
Property Number of Rooms Year Opened Estimated
2023 Occupancy
Estimated
2023 ADR
Estimated
2023 RevPAR
Hyatt Centric Hotel & Shops Waikiki Beach(2) 230 2017 86.8% $238.21 $206.65
Hilton Waikiki Beach 601 1980 85.0%-90.0% $230.00 - $235.00 $200.00 - $205.00
The Surfjack Hotel & Swim Club 111 1962 90.0%-95.0% $235.00 - $240.00 $210.00 - $215.00
The Laylow, Autograph Collection 251 1973 85.0%-90.0% $310.00 - $315.00 $270.00 - $275.00
Queen Kapiolani Hotel 315 1969 80.0%-85.0% $225.00 - $230.00 $185.00 - $190.00
Outrigger Waikiki Beachcomber Hotel 498 1971 85.0%-90.0% $235.00 - $240.00 $205.00 - $210.00
Embassy Suites by Hilton Waikiki Beach Walk 369 2006 85.0%-90.0% $300.00 - $305.00 $255.00 - $260.00
Total Avg. Competitive Set(3) 86.0% $254.00 $218.00
(1) Source: Appraisal.
(2) Occupancy, ADR and RevPAR are based on operating statements provided by the borrower dated as of December 31, 2023.
(3) Excludes the Hyatt Centric Hotel & Shops Waikiki Beach Property.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
22

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

The Borrower and the Borrower Sponsor. The borrower is US Property Investment Fund (HI 2) LP, a Hawaii limited partnership and single purpose entity with one independent director in its organizational structure. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan. The borrower sponsor and non-recourse carveout guarantor is Financial Partners Group Co., Ltd. ("FPG"). Founded in 2001, FPG is a Japanese-based investment group that is publicly traded on the Tokyo Stock Exchange. FPG has a variety of financial service businesses including real state, aviation and insurance. FPG currently owns four properties in the United States including the Hyatt Centric Hotel & Shops Waikiki Beach Property and the Queen Kapiolani Hotel in Honolulu, Hawaii.

Property Management. The Hyatt Centric Hotel & Shops Waikiki Beach Property is managed by: (i) with respect to retail, CB Commercial, LLC and (ii) with respect to parking, Elite Parking Services LLC, each a third-party management company.

Hotel Operator. The hospitality component of the Hyatt Centric Hotel & Shops Waikiki Beach Property is operated by Hyatt Corporation.

Initial and Ongoing Reserves. At origination of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan, the borrower deposited (i) $316,567 into an insurance reserve and (ii) $460,714 into a ground rent reserve.

Tax Reserve - The borrower is required to deposit into a real estate tax reserve, on a monthly basis, 1/12th of the taxes that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $172,519).

Insurance Reserve -If the liability or casualty policies maintained by the borrower do not constitute an approved blanket or umbrella policy, the borrower is required to deposit into an insurance reserve, on a monthly basis, 1/12th of the amount which would be sufficient to pay the insurance premiums due for the renewal of coverage afforded by such policies (initially estimated to be approximately $79,142).

Replacement Reserve - The borrower is required to deposit into a replacement reserve, on a monthly basis, (i) an amount equal to 1/12th of 1% of the annual gross revenues for the retail-related operations at the retail portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property for the immediately preceding calendar year as reasonably determined by the lender (initially estimated to be approximately $4,915) and (ii) an amount equal to 1/12th of 4% of the annual gross revenues for the parking-related operations at the parking portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property for the immediately preceding calendar year as reasonably determined by the lender (initially estimated to be $7,211), in each case, to be used for replacements at the retail or parking portion, as applicable, of the Hyatt Centric Hotel & Shops Waikiki Beach Property.

Leasing Reserve - The borrower is required to deposit into a leasing reserve, on a monthly basis, an amount equal to 1/12th of 3% of the annual gross revenues for the retail-related operations at the retail portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property for the immediately preceding calendar year as reasonably determined by the lender to be used for tenant improvements and leasing commissions (initially estimated to be approximately $14,643).

FF&E Reserve - The borrower is required to deposit into a furniture, fixtures and equipment ("FF&E") reserve, on a monthly basis, an amount equal to the greater of (i) the FF&E Payment (as defined below), and (ii) the amount of the deposit (if any) then required by the hotel operator on account of FF&E under the hotel operating agreement (initially estimated to be approximately $69,263).

"FF&E Payment" means, with respect to the corresponding monthly payment date, an amount equal to 1/12th of 4.0% of the greater of (x) the annual gross revenues for the hotel-related operations at the Hyatt Centric Hotel & Shops Waikiki Beach Property for the immediately preceding calendar year and (y) the projected annual gross revenues for the hotel-related operations at the Hyatt Centric Hotel & Shops Waikiki Beach Property for the calendar year in which such monthly payment occurs as set forth in the then-current approved annual budget; provided, that if, as of any applicable date of determination, no approved annual budget exists for the applicable calendar year, the amount of the FF&E Payment will be determined by the lender in its reasonable discretion.

PIP Reserve - The borrower is required to deposit into a property improvement plan ("PIP") reserve, the applicable PIP Deposit (as defined below) (A) in the case of any existing or renewal hotel operating agreement, prior to the effective date that any PIP is imposed thereunder and (B) in the case of any new hotel operating agreement, on or prior to the date such new agreement is executed and delivered.

"PIP Deposit" means, with respect to any PIP, an amount equal to 110% of the costs of the related work that is the subject of such PIP, as estimated by borrower and approved by lender in its reasonable discretion.

Lockbox / Cash Management. The Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan is structured with a hard lockbox and springing cash management. At origination of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan, the borrower was required to establish a lender controlled lockbox account and was required to, and to cause the parking and retail managers to, promptly deposit all revenue from the Hyatt Centric Hotel & Shops Waikiki Beach Property directly into a lender-approved lockbox account; provided, however, that to the extent that the hotel operating agreement requires that revenue allocable to the hotel portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property be deposited directly with Hyatt Corporation, such portion of revenues allocable to the hotel portion may be so deposited with Hyatt Corporation and, any amounts distributed to the borrower by Hyatt Corporation under the terms of the hotel operating agreement shall be deposited into the lockbox to be disbursed and applied in accordance with the terms of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan documents. On or before origination of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan, the borrower was required to deliver a notice to (1) the tenants at the Hyatt Centric Hotel & Shops Waikiki Beach

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
23

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

Property and (2) except with respect to any portion of the revenues relating to the hotel portion of the Hyatt Centric Hotel & Shops Waikiki Beach Property that are required to be paid through Hyatt Corporation pursuant to the terms of the hotel operating agreement, each of the credit card companies or credit card clearing banks with which the borrower or the parking or retail managers have entered into merchant's or other credit card agreements, directing each tenant or credit card companies or clearing banks, as applicable, to remit all payments under the applicable lease or credit card agreement directly to the lender-controlled lockbox account. All funds deposited into the lockbox account are required to be transferred on each business day to or at the direction of the borrower unless a Trigger Period (as defined below) exists. Upon the first occurrence of a Trigger Period, the lender is required to establish a lender controlled cash management account. During the continuance of a Trigger Period, all funds in the lockbox account are required to be swept on each business day to such cash management account to be applied and disbursed in accordance with the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral for the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan (provided that during a Specified Tenant Trigger Period (as defined below) funds in such reserve must be disbursed to the borrower to cover Specified Tenant (as defined below) leasing costs in substantially the same manner as funds in the leasing reserve. Upon the cure of the applicable Trigger Period, so long as no other Trigger Period exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrower (other than any funds required to satisfy the Specified Tenant Excess Cash Flow Condition or ST Cap Condition (as such terms are defined below), provided that such funds may be disbursed to cover Specified Tenant leasing costs, and provided that at such time as a Specified Tenant is in actual, physical possession of its space, open for business during customary hours and not "dark", paying full unabated rent under its lease and all associated costs have been paid, the remaining retained funds must be disbursed to the borrower).

A "Trigger Period" means a period (A) commencing upon the earliest of: (i) the occurrence and continuance of an event of default, (ii) the debt service coverage ratio falling below 1.25x, (iii) the occurrence of a Hotel Operating Agreement Trigger Period (as defined below), (iv) the occurrence of a Hotel Operating Agreement Renewal Trigger Event (as defined below), (v) the bankruptcy or similar insolvency of either the parking or retail manager, and (vi) the occurrence of a Specified Tenant Trigger Period (as defined below) and (B) expiring upon (1) with respect to any Trigger Period commenced in connection with clause (i) above, the cure (if applicable) of such event of default, (2) with regard to any Trigger Period commenced in connection with clause (ii) above, the date on which the debt service coverage ratio is equal to or greater than 1.25x for two consecutive calendar quarters, (3) with respect to any Trigger Period commenced in connection with clause (iii) above, the applicable Hotel Operating Agreement Trigger Period ceasing to exist, (4) with respect to any Trigger Period commenced in connection with clause (iv) above, the occurrence of a Hotel Operating Agreement Renewal Event (as defined below), (5) with respect to any Trigger Period commenced in connection with clause (v) above, the borrower's replacement of the applicable manager with a new manager approved by the lender, and (6) with respect to any Trigger Period commenced in connection with clause (vi) above, a Specified Tenant Trigger Period ceasing to exist.

A "Hotel Operating Agreement Trigger Period" means a period (A) commencing upon the first to occur of (i) the borrower being in default under the hotel operating agreement beyond any applicable notice and cure periods, (ii) the borrower or the hotel operator (Hyatt Corporation or any replacement hotel operator or franchisor) giving notice that it is terminating the hotel operating agreement, (iii) any termination or cancellation of the hotel operating agreement (including, without limitation, rejection in any bankruptcy or similar insolvency proceeding of the hotel operator) and/or the hotel operating agreement expiring or otherwise failing to otherwise be in full force and effect, (iv) any bankruptcy or similar insolvency of the hotel operator, (v) the Hyatt Centric Hotel & Shops Waikiki Beach Property failing to be operated, "flagged" and/or branded pursuant to the hotel operating agreement, and (vi) any permit applicable to the hotel operating agreement ceasing to be in full force in effect; and (B) expiring upon lender's receipt of evidence reasonably acceptable to lender of (i) (a) the cure of the preceding events in accordance with the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan documents or (b) the branding, "flagging" and operation of the Hyatt Centric Hotel & Shops Waikiki Beach Property pursuant to a replacement qualified hotel operating agreement entered into in accordance with the terms of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan documents and (ii) to the extent a PIP is required in connection with the foregoing, the corresponding PIP Deposit has been deposited in the PIP reserve account.

A "Hotel Operating Agreement Renewal Trigger Event" means an event which will be deemed to have occurred if a Hotel Operating Agreement Renewal Event does not occur on or before the date which is twelve months prior to the expiration of the then applicable term of the hotel operating agreement.

A "Hotel Operating Agreement Renewal Event" means in connection with any Hotel Operating Agreement Renewal Trigger Event, an event which will occur upon the lender's receipt of evidence reasonably acceptable to lender (which such evidence will include, without limitation, a duly executed estoppel certificate from the applicable hotel operator) that (i) the related hotel operating agreement has been extended or a replacement qualified hotel operating agreement has been entered into, in each case, for a term expiring no earlier than three years after the maturity date and otherwise in accordance with the applicable terms and conditions of the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan documents, (ii) such hotel operating agreement (as so extended) or such replacement qualified hotel operating agreement, as applicable, is in full force and effect with no defaults thereunder and (iii) to the extent a PIP is required in connection with the foregoing, the corresponding PIP Deposit has been deposited in the PIP reserve account.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
24

Mixed Use - Hospitality/Retail

349 Seaside Avenue

Honolulu, HI 96815

Collateral Asset Summary - Loan No. 2

Hyatt Centric Hotel & Shops
Waikiki Beach

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$69,000,000

51.0%

1.72x

14.5%

A "Specified Tenant Trigger Period" means a period (A) commencing upon the first to occur of (i) Specified Tenant (as defined below) being in default under the applicable Specified Tenant lease, (ii) Specified Tenant failing to be in actual, physical possession of the Specified Tenant space (or applicable portion thereof), (iii) Specified Tenant failing to be open for business during customary hours and/or "going dark" in the Specified Tenant space (or applicable portion thereof), (iv) Specified Tenant giving notice that it is terminating its lease for all or any portion of the Specified Tenant space (or applicable portion thereof), (v) any termination or cancellation of any Specified Tenant lease (including, without limitation, rejection in any bankruptcy or similar insolvency proceeding) and/or any Specified Tenant lease failing to otherwise be in full force and effect, (vi) any bankruptcy or similar insolvency of Specified Tenant or (vii) Specified Tenant failing to timely extend or renew the applicable Specified Tenant lease for a period of at least five years and (B) expiring upon the first to occur of lender's receipt of evidence reasonably acceptable to lender of (i) the satisfaction of the applicable Specified Tenant Cure Conditions (as defined below), (ii) borrower leasing the entire Specified Tenant space (or applicable portion thereof) pursuant to one or more leases, the applicable tenant(s) under such lease(s) being in actual, physical occupancy of the space demised, all contingencies to effectiveness of each such lease have expired or been satisfied, each such lease has commenced and a rent commencement date has been established (without possibility of delay) and, in lender's judgment, the applicable Specified Tenant Excess Cash Flow Condition (as defined below) is satisfied in connection therewith; or (iii) the ST Cap Condition (as defined below) is satisfied with respect to the applicable Specified Tenant space.

"Specified Tenant Cure Conditions" means, as applicable, (i) the applicable Specified Tenant has cured all defaults under the applicable Specified Tenant lease and no other default occurs for a period of three consecutive months following such cure, (ii) the applicable Specified Tenant is in actual, physical possession of the Specified Tenant space (or applicable portion thereof) and open for business during customary hours and not "dark" in the Specified Tenant space (or applicable portion thereof), (iii) if applicable, the applicable Specified Tenant has revoked or rescinded all termination or cancellation notices with respect to the applicable Specified Tenant lease and has re-affirmed the applicable Specified Tenant lease as being in full force and effect, (iv) in the event the Specified Tenant Trigger Period is due to the applicable Specified Tenant's failure to extend or renew the applicable Specified Tenant lease in accordance with clause (vii) of the definition of "Specified Tenant Trigger Period", the applicable Specified Tenant has renewed or extended the applicable Specified Tenant lease for a period of at least five years and, in lender's judgment, the applicable Specified Tenant Excess Cash Flow Condition is satisfied in connection therewith, (v) with respect to any applicable bankruptcy or insolvency proceedings involving the applicable Specified Tenant and/or the applicable Specified Tenant lease, the applicable Specified Tenant is no longer insolvent or subject to any bankruptcy or insolvency proceedings and has affirmed the applicable Specified Tenant lease pursuant to a final, non-appealable order of a court of competent jurisdiction and (vi) the applicable Specified Tenant is paying full, unabated rent under the applicable Specified Tenant lease.

"Specified Tenant Excess Cash Flow Condition" means sufficient funds have been accumulated in the excess cash flow account to cover all anticipated leasing commissions, tenant improvement costs, tenant allowances, free rent periods, and/or rent abatement periods to be incurred in connection with any re-tenanting of the Specified Tenant space or renewal/extension of the Specified Tenant lease.

"ST Cap Condition" means that the amount in the excess cash flow account (without duplication of any amounts then on deposit to satisfy the Specified Tenant Excess Cash Flow Condition with respect to any other Specified Tenant Trigger Period) is equal to or greater than $2,480,000.

"Specified Tenant" means (i) Nordstrom, Inc., together with any successor and/or assigns thereof, (ii) any other lessee(s) of the space demised to Nordstrom, Inc. on the origination date and (iii) any guarantor(s) of the applicable related Specified Tenant lease(s).

Current Mezzanine or Secured Subordinate Indebtedness. None.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

Release of Collateral. Not permitted.

Ground Lease. The security for the Hyatt Centric Hotel & Shops Waikiki Beach Mortgage Loan consists of the borrower's ground leasehold interest under two ground leases with coterminous lease expirations of December 31, 2081. The ground lease payments from September 1, 2019 through December 31, 2024 are equal to $1,024,800 per year under one ground lease and $853,280 under the second ground lease (each, an "Initial Rent"). The ground lease payments will reset on January 1, 2025 and will be adjusted every 5 years thereafter until 2055 to an amount equal to the applicable Initial Rent plus 75% of the average annual Net Percentage Rent over the rent period just concluded. The ground lease payments do not reset again until 2055. Additional increases will occur until lease expiration. "Net Percentage Rent" means the sum of the following amounts: (i) 3.75% of food and beverage gross revenues; (ii) 21.0% of rental gross revenues; (iii) 7.5% of room gross revenues; and (iv) 6.5% of parking (non-licensed) gross revenues. The ground leases lack certain customary lender protections. See "Description of the Mortgage Pool-Statistical Characteristics of the Mortgage Pool-Leasehold Interests; Ground Leases" in the Preliminary Prospectus for additional information.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
25

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
26

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
27

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

Mortgage Loan Information Property Information
Loan Seller: GACC Single Asset / Portfolio: Portfolio
Loan Purpose: Refinance Property Type - Subtype(5): Office - CBD
Borrower Sponsor(s): Hackman Capital Partners, LLC Collateral: Fee
Borrower(s): 3505 and 3525 Hayden, Inc., Hayden & Higuera Realty, Inc., 3585 Hayden, Inc., 3555 Hayden, Inc., Conjunctive Points Warner Dev, Inc. and 3520 Hayden and National, Inc. Location: Culver City, CA
Original Balance(1): $66,000,000 Year Built / Renovated(6): Various / Various
Cut-off Date Balance(1): $66,000,000 Property Management: Jones Lang LaSalle, Inc.
% by Initial UPB: 8.9% Size: 307,905 SF
Interest Rate(2): 6.57000% Appraised Value / Per SF(7): $240,200,000 / $727
Note Date: August 29, 2024 Appraisal Date: June 13, 2024
Original Term: 60 months Occupancy: 72.8% (as of August 31, 2024)
Amortization: Interest Only UW Economic Occupancy: 76.0%
Original Amortization: NAP Underwritten NOI: $14,586,821
Interest Only Period: 60 months Underwritten NCF: $14,247,988
First Payment Date: October 6, 2024
Maturity Date: September 6, 2029 Historical NOI
Additional Debt Type(1): Pari Passu / B Note Most Recent NOI: $14,825,128 (TTM August 31, 2024)
Additional Debt Balance(1): $54,000,000 / $12,000,000 2023 NOI: $14,934,785
Call Protection(3): YM1(24),DorYM1(29),O(7) 2022 NOI: $14,030,011
Lockbox / Cash Management: Hard / Springing 2021 NOI: $9,447,912
Reserves(4) Financial Information(1)
Initial Monthly Cap Senior Loan Whole Loan
Taxes: $227,527 $45,505 NAP Cut-off Date Loan / SF: $390 $429
Insurance: $0 Springing NAP Maturity Date Loan / SF: $390 $429
Replacement Reserves: $0 Springing $153,953 Cut-off Date LTV: 50.0% 55.0%
TI/LC Reserve: $2,000,000 $38,488 NAP Maturity Date LTV: 50.0% 55.0%
Other Reserve: $5,659,136 $0 NAP UW NOI DY: 12.2% 11.1%
UW NCF DSCR: 1.78x 1.53x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Senior Notes $120,000,000 84.1 % Loan Payoff $122,616,144 85.9 %
Subordinate Debt $12,000,000 8.4 Upfront Reserves 7,886,663 5.5
Sponsor Equity $10,719,195 7.5 Closing Costs(8) 12,216,389 8.6
Total Sources $142,719,195 100.0 % Total Uses $142,719,195 100.0 %
(1) The Culver Collection Mortgage Loan (as defined below) is part of a whole loan evidenced by four senior pari passu notes with an aggregate outstanding principal balance as of the Cut-off Date of $120.0 million and two junior pari passu notes with an aggregate outstanding principal balance as of the Cut-off Date of $12.0 million. (the "Culver Collection Whole Loan"). The Financial Information in the chart above under the heading "Senior Loan" is based solely on the aggregate outstanding principal balance as of the Cut-off Date of Culver Collection Senior Loan (as defined below), and the Financial Information in the chart above under the heading "Whole Loan" is based on the aggregate outstanding principal balance as of the Cut-off Date of the Culver Collection Whole Loan.
(2) Represents solely the interest rate of the senior notes. The junior notes bear interest at the rate of 11.00% per annum.
(3) The defeasance lockout period for the Culver Collection Whole Loan will be at least 24 months beginning with and including the first payment date on October 6, 2024. There is no lockout period for prepayment with yield maintenance. Defeasance of the Culver Collection Whole Loan, in whole but not in part, is permitted after the date that is the earlier of (i) two years from the closing date of the securitization that includes the last note to be securitized and (ii) August 29, 2027. The assumed defeasance lockout period of 24 payments is based on the anticipated closing date of the Benchmark 2024-V10 securitization in September 2024. The actual lockout period may be longer.
(4) See "Initial and Ongoing Reserves" below.
(5) The 8511 Warner Drive property, a parking lot property, is included in the collateral that serves the office properties.
(6) See "The Properties" below for all years built and renovated.
(7) Represents the "As-Is" portfolio value of $240,200,000 as of June 13, 2024.This is inclusive of the "As-Is" values ascribed to the buildings as well as the 8511 Warner Drive property in addition to a portfolio premium applied to the office buildings. The "As-Is" appraised value of the properties without the parking lot (which may be released in the lender's discretion, as described under "Release of Collateral" below) and without the portfolio premium is $222,600,000. The Warner Center Parking Lot has an "As-Is" appraised value of $16,200,000. The portfolio premium accounts for the remaining $1,400,000. The Per Square Foot metrics exclude any appraised value and square footage attributed to the 8511 Warner Drive property and includes the premium associated with the office properties.
(8) Inclusive of a $3,555,000 rate buy down.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
28

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

The Loan. The third largest mortgage loan (the "Culver Collection Mortgage Loan") is part of a whole loan (the "Culver Collection Whole Loan") secured by the borrowers' fee interest in a 307,905 SF creative office portfolio made up of five creative offices and a parking lot located in Culver City, California (the "Culver Collection Portfolio"). The Culver Collection Whole Loan is comprised of four senior pari passu notes (the "Culver Collection Senior Loan") and two junior notes that are generally subordinate to the senior notes and pari passu with each other, with an aggregate outstanding principal balance as of the Cut-off Date of $132,000,000. The Culver Collection Mortgage Loan is evidenced by the non-controlling Note A-1 and the non-controlling Note A-2 with an aggregate outstanding principal balance as of the Cut-off Date of $66,000,000. The Culver Collection Whole Loan was co-originated on August 29, 2024 by German American Capital Corporation ("GACC") and Wells Fargo Bank, National Association ("WFBNA") and has an aggregate outstanding principal balance as of the Cut-off Date of $132,000,000. The Culver Collection Whole Loan is interest only for the entire five-year term and accrues interest on an Actual/360 basis.

The table below identifies the promissory notes that comprise the Culver Collection Whole Loan. The relationship between the holders of the Culver Collection Whole Loan is governed by a co-lender agreement. The Culver Collection Whole Loan will be serviced pursuant to the pooling and servicing agreement for the Benchmark 2024-V10 securitization trust. See "Description of the Mortgage Pool-The Whole Loans- The Culver Collection Pari Passu-AB Whole Loan" and The Pooling and Servicing Agreement" in the Preliminary Prospectus.

Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Piece
A-1 $56,000,000 $56,000,000 Benchmark 2024-V10 No(2)
A-2 $10,000,000 $10,000,000 Benchmark 2024-V10 No
A-3(1) $34,000,000 $34,000,000 WFBNA No
A-4(1) $20,000,000 $20,000,000 WFBNA No
Senior Loan $120,000,000 $120,000,000
B-1 $6,600,000 $6,600,000 HRCP Culver, LLC Yes(2)
B-2 $5,400,000 $5,400,600 HRCP Culver, LLC No
Whole Loan $132,000,000 $132,000,000
(1) Expected to be contributed to one or more future securitization transactions.
(2) The Culver Collection Whole Loan is an AB whole loan, and the controlling note as of the date hereof is Note B-1. Upon the occurrence of certain trigger events specified in the co-lender agreement, however, control will generally shift to Note A-1. See "Description of the Mortgage Pool- The Whole Loans-The Culver Collection Pari Passu-AB Whole Loan" in the Preliminary Prospectus for more information regarding the manner in which control shifts under the Culver Collection Whole Loan.

The Properties. The Culver Collection Whole Loan is secured by the borrowers' fee interest in the Culver Collection Portfolio, a Class-A, 6-property, 72.8% occupied, inter-connected, creative office and media portfolio, totaling 307,905 SF across 13 buildings and a parking lot located within the Hayden Tract / Culver City submarket within the broader Los Angeles, California MSA. According to the appraisal, the Hayden Tract of Culver City is one of the most popular creative office submarkets in Los Angeles with numerous architecturally significant and award-winning creative office complexes. The Culver Collection Portfolio includes 13 distinct buildings which are currently leased to 14 creative office tenants including Scopely, Inc. (headquarters location) (28.9% of net rentable area ("NRA")), Apple (8.1% of NRA), ChowNow (headquarters location) (6.2% of NRA), Samitaur Constructs (4.8% of NRA), and Decoded Advertising (4.5% of NRA) amongst others. The Culver Collection Portfolio includes 1,192 parking stalls (3.9 stalls per 1,000 SF) providing ample parking for the tenants at the property and creating additional revenue for spaces leased to surrounding office users and transient parkers. Parking is extremely limited in the Hayden Tract, and the ample parking structure at the Culver Collection Portfolio increases the tenant demand for space.

The Culver Collection Portfolio has access to transportation linkages such as IH-405, SR-90, SR-187, Jefferson Boulevard, Washington Boulevard, and Culver Boulevard. There is public transportation in proximity to the Culver Collection Portfolio including Culver CityBus, Big Blue Bus, LADOT transit, and the LA Metro. The Culver Collection Portfolio is accessible to the LA Metro E Line through the Expo/Crenshaw Metro stop (which connects the Culver Collection Portfolio to Santa Monica, Downtown Los Angeles, Hollywood, the South Bay, Long Beach, Pasadena, and the San Fernando Valley) and the LA Metro K Line through the Expo/Crenshaw Metro stop, which was completed in October 2022 and provides residents of West Adams direct access to LAX.

Architect Eric Owen Moss, has designed all the creative office projects operated by Samitaur Contructs, an urban development firm, in the Hayden Tract, including the Culver Collection Portfolio, which has transformed the surrounding area into one of the creative office centers in Los Angeles.

The six properties that comprise the Culver Collection Portfolio are the Hayden & National property ("Hayden & National"), the 3555 Hayden property ("3555 Hayden), the Hayden & Higuera property ("Hayden & Higuera"), the 3585 Hayden property ("3585 Hayden"), the 3505-3525 Hayden property ("Conjunctive Points") and the 8511 Warner Drive property ("Warner Center Parking Lot").

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
29

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

Hayden & National (157,620 SF, 51.2% of NRA, 36.5% of In-Place Rent)

Hayden & National is a 6 building, 157,620 SF, creative office campus that is 62.3% leased (underwritten to 54.3% leased based on known vacates) featuring a 5.4-year weighted average remaining lease term. Hayden & National is situated on 7.22 acres, features 760 parking stalls, and was originally constructed starting in 1945 with further construction between 2000 and 2014.

3555 Hayden (24,919 SF, 8.1% of NRA, 11.0% of In-Place Rent)

3555 Hayden is a single building, 24,919 SF, creative office property that is 100.0% leased to Apple, Inc. with an 8-year initial term ending February 28, 2030. 3555 Hayden is situated on 0.55 acres, features 11 parking stalls, and was originally constructed in 1949 and renovated in 1979 and 2024.

Hayden & Higuera (35,111 SF, 11.4% of NRA, 10.0% of In-Place Rent)

Hayden & Higuera is a 2 building, 35,111 SF, creative office property that is 83.6% leased (underwritten to 66.5% leased based on known vacates) featuring a 3.5-year weighted average remaining lease term. Hayden & Higuera is situated on 0.83 acres, features 12 parking stalls, and was originally constructed in 1942 but renovated in 1995.

3585 Hayden (23,323 SF, 7.6% of NRA, 10.4% of In-Place Rent)

3585 Hayden is a 2 building, 23,323 SF, creative office property that is 100.0% leased featuring a 3.6-year weighted average remaining lease term. 3585 Hayden is situated on 1.19 acres, features 37 parking stalls, and was originally constructed in 2010.

Conjunctive Points (66,932 SF, 21.7% of NRA, 32.1% of In-Place Rent)

Conjunctive Points is a 2 building, 66,932 SF, creative office property that is 100.0% leased featuring a 7.6-year weighted average remaining lease term. Hayden Conjunctive Points is situated on 2.19 acres and features 77 parking stalls. The 3505 Hayden building was originally constructed in 1948 but was renovated in 2021. The 3525 Hayden building was originally constructed in 1948 but was renovated in 2006.

Warner Center Parking Lot

Warner Center Parking Lot is a 1.74 acre surface parking lot with no improvements and receives parking revenue via parking leases (revenue shown as other income).

Major Tenants. The largest tenants by underwritten base rent at the Culver Collection Portfolio are Scopely, Inc., Apple and ChowNow.

Scopely (88,993 square feet; 28.9% of Total NRA; 40.4% of underwritten base rent): Founded in 2011, Scopely, Inc. ("Scopely") is an interactive entertainment company and mobile-first video game developer and publisher. The company is headquartered in Culver City, California at Conjunctive Points with offices in Denver, Barcelona, Dublin, London, Seoul, Seville, Shanghai and Tokyo. Scopely's notable projects and games include Star Trek Fleet Command, Marvel Strike Force, Scrabble Go, WWE Champions, Yahtzee With Buddies and Stumble Guys among others. Scopely is home to many internal game development teams, or Scopely Studios, including Boundless Entertainment, DIGIT, Genjoy, Hijump, Omnidrone and Parallel, among others, with additional studio partners across four continents. Scopely has a proprietary technology platform called Playgami.

Scopely is fully utilizing its headquarters location at Conjunctive Points totaling 60,794 SF, however it is not utilizing space in Hayden & National totaling 28,199 SF. Scopely is paying full contractual rent and the leases at Conjunctive Points and Hayden & National are cross-defaulted and expire in August 2032. Scopely executed a brand new 10-year lease in February 2022. Scopely has two five-year options to renew or extend the lease term. Scopely's leases at Conjunctive Points and Hayden & National each include a termination option effective February 2029 with 10 months' notice and with a termination fee equal to the unamortized amount of tenant improvements and leasing commissions.

Apple (24,919 square feet; 8.1% of Total NRA; 11.0% of underwritten base rent): - Apple, Inc. (NASDAQ: AAPL) (S&P: AA+) is an American multinational corporation and technology company headquartered in Cupertino, California, in Silicon Valley. It designs, develops, and sells consumer electronics, computer software, personal computers, online services and portable devices/gadgets internationally. Apple specializes in the development and production of the following product segments: iPhone, Mac, iPad, Services, and Wearables, Home & Accessories. Apple is in the process of building out its space and upon completion anticipates using the space as a flagship sound stage space to complement the Beats by Dre headquarters nearby. Apple is expected to finish its build out in or around the end of 2024.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
30

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

ChowNow (19,167 square feet; 6.2% of Total NRA; 8.8% of underwritten base rent): Founded in 2011 and headquartered at the Culver Collection Portfolio, ChowNow is a privately held technology company that powers branded online ordering systems for independent restaurants across the United States. ChowNow connects customers with independent restaurants via restaurants' own websites, on Facebook, on Google, through ChowNow created apps, and through ChowNow's website. According to a third party research provider, ChowNow at 3585 Hayden is actively marketing approximately 6,030 SF of space for sublease.

The following table presents certain information relating to the historical occupancy of the Culver Collection Portfolio:

Historical and Current Occupancy(1)
2021 2022 2023 Current(2)
93.9% 97.4% 87.2% 72.8%
(1) Historical occupancies are as of December 31 of each respective year.
(2) Current Occupancy is as of August 31, 2024.

The following table presents certain information relating to the tenants at the Culver Collection Portfolio:

Tenant Summary(1)
Tenant Building Ratings
Moody's/S&P/Fitch(2)
Net Rentable Area (SF) % of
Total NRA
UW Base Rent PSF UW Base Rent % of Total
UW Base Rent
Lease
Expiration Date
Termination Option (Y/N) Renewal Options
Scopely, Inc. Various NR/NR/NR 88,993 28.9 % $65.74 $5,850,701 40.4% 8/31/2032 Y(3) 2 x 5 Yr
Apple 3555 Hayden NR/AA+/NR 24,919 8.1 % $63.65 1,586,194 11.0% 2/28/2030 N 2 x 5 Yr
ChowNow 3585 Hayden NR/NR/NR 19,167 6.2 % $66.20 1,268,859 8.8% 7/31/2027 N 1 x 5 Yr
Samitaur Constructs Various NR/NR/NR 14,786 4.8 % $64.42 952,476 6.6% Various(4) N None
Decoded Advertising Hayden & Higuera NR/NR/NR 13,919 4.5 % $60.00 835,140 5.8% 1/31/2029 Y(5) 1 x 3 Yr
Largest Tenants 161,784 52.5 % $64.86 $10,493,370 72.5%
Remaining Occupied 62,279 20.2 % $63.79 $3,972,913 27.5%
Total Occupied 224,063 72.8 % $64.56 $14,466,283 100.0%
Vacant Space 83,842 27.2
Total 307,905 100.0 %
(1) Based on the underwritten rent roll dated August 31, 2024.
(2) Certain ratings are those of the parent company whether or not the parent guarantees the lease.
(3) Scopely Inc's leases at Conjunctive Points and Hayden & National each include a termination option effective February 2029 with 10 months' notice and payment of a termination fee equal to the unamortized amount of tenant improvements and leasing commissions.
(4) Samitaur Constructs has 3,697 SF expiring November 30, 2026 and the remaining 11,089 SF expires August 31, 2032. Samitaur Constructs is an affiliate of the borrower. See "The Borrowers and The Borrower Sponsor" below.
(5) Decoded Advertising has two one-time options to terminate in May 2025 and November 2026 with a minimum of 9 months' notice and payment of termination fee of $671,101.52 for the termination right in 2025 or $449,230 for the termination right in 2026.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
31

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

The following table presents certain information relating to the tenant lease expirations at the Culver Collection Portfolio:

Lease Rollover Schedule(1)(2)(3)
Year Number of Leases Expiring Net Rentable Area Expiring % of NRA Expiring UW Base Rent Expiring % of UW Base Rent Expiring Cumulative Net Rentable Area Expiring Cumulative % of NRA Expiring Cumulative UW Base Rent Expiring Cumulative % of UW Base Rent Expiring
MTM 0 0 0.0% $0 0.0 % 0 0.0% $0 0.00%
2024 0 0 0.0% $0 0.0% 0 0.0% $0 0.00%
2025 2 12,953 4.2% $831,236 5.7% 12,953 4.2% $831,236 5.7%
2026 3 12,833 4.2% $814,734 5.6% 25,786 8.4% $1,645,970 11.4%
2027 2 29,651 9.6% $1,936,207 13.4% 55,437 18.0% $3,582,177 24.8%
2028 1 6,138 2.0% $394,060 2.7% 61,575 20.0% $3,976,237 27.5%
2029 2 22,186 7.2% $1,355,961 9.4% 83,761 27.2% $5,332,198 36.9%
2030 2 36,064 11.7% $2,323,168 16.1% 119,825 38.9% $7,655,366 52.9%
2031 1 4,156 1.3% $240,651 1.7% 123,981 40.3% $7,896,017 54.6%
2032 4 100,082 32.5% $6,570,266 45.4% 224,063 72.8% $14,466,283 100.0%
2033 0 0 0.0% $0 0.0% 224,063 72.8% $14,466,283 100.0%
2034 0 0 0.0% $0 0.0% 224,063 72.8% $14,466,283 100.0%
2035 & Beyond 0 0 0.0% $0 0.0% 224,063 72.8% $14,466,283 100.0%
Vacant NAP 83,842 27.2% $0 0.0% 307,905 100.0% NAP NAP
Total / Wtd. Avg. 17 307,905 100.0% $14,466,283 100.0 %
(1) Based on the underwritten rent roll dated August 31, 2024.
(2) Lease Rollover Schedule is based on the lease expiration dates of all direct leases in place. Certain tenants have more than one lease.
(3) Certain tenants may have termination or contraction options (which may become exercisable prior to the originally stated expiration date of the tenant lease) that are not considered in the above Lease Rollover Schedule.

The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow of the Culver Collection Portfolio:

Cash Flow Analysis(1)
2021 2022 2023 TTM 6/30/2024 U/W Per Square Foot %(2)
Base Rent $10,187,836 $15,115,894 $15,213,084 $15,426,792 $14,466,283 $46.98 60.8%
Credit Rent Steps 0 0 0 0 121,288 $0.39 0.5%
Rent Steps 0 0 0 0 368,817 $1.20 1.6%
Value of Vacant Space 0 0 0 0 5,701,691 $18.52 24.0%
Recoveries 603,666 651,130 1,123,879 1,121,350 771,165 $2.50 3.2%
Other Income 1,573,264 1,961,966 2,532,744 2,134,952 2,364,394 $7.68 9.9%
Gross Potential Rent $12,364,767 $17,728,990 $18,869,707 $18,683,095 $23,793,638 $77.28 100.0%
(Vacancy) 0 0 0 0 (5,701,691) ($18.52) (24.0)%
Effective Gross Income $12,364,767 $17,728,990 $18,869,707 $18,683,095 $18,091,947 $58.76 76.0%
Total Expenses 2,916,855 3,698,979 3,934,922 3,857,967 3,505,125 11.38 19.4%
Net Operating Income $9,447,912 $14,030,011 $14,934,785 $14,825,128 $14,586,821 $47.37 80.6%
Capital Expenditures 0 0 0 0 76,976 $0.25 0.4%
TI/LC 0 0 0 0 261,858 $0.85 1.4%
Net Cash Flow $9,447,912 $14,030,011 $14,934,785 $14,825,128 $14,247,988 $46.27 78.8%
Occupancy (%) 93.9% 97.4% 87.2% 72.8% 76.0%
NCF DSCR(3) 1.18x 1.76x 1.87x 1.85x 1.82x
NOI Debt Yield(3) 7.9% 11.7% 12.4% 12.4% 12.2%
(1) Based on the underwritten rent roll dated August 31, 2024, with contractual rent steps through August 2025.
(2) % column represents percent of Gross Potential Rent for revenue lines and percent of Effective Gross Income for all remaining fields.
(3) Based on the Culver Collection Senior Loan.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
32

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

Environmental Matters. According to the Phase I environmental assessments all dated March 8, 2024, there is a recognized environmental condition ("REC") at Conjunctive Points based on contamination from historical operations. In addition, under a new Environmental Protection Agency rule that went into effect in July 2024, three other parcels in the Culver Collection Portfolio have potential RECs. In lieu of further investigation, the borrowers provided a pollution legal liability insurance policy. See "Description of the Mortgage Pool-Environmental Considerations" in the Preliminary Prospectus.

Appraisal. According to the appraisal dated July 8, 2024, the Culver Collection Portfolio had an "As-Is" portfolio value of $240,200,000 as of June 13, 2024. This is inclusive of the "As-Is" values ascribed to the buildings as well as the parking lot in addition to a portfolio premium applied to the office buildings. The "As-Is" appraised value of the properties without the parking lot (which may be released in the lender's discretion, as described under "Release of Collateral" below) and without the portfolio premium is $222,600,000. The Warner Center Parking Lot has an "As-Is" appraised value of $16,200,000. The portfolio premium accounts for the remaining $1,400,000.

Property Appraised Value(1) Capitalization Rate(1)
Culver Collection $240,200,000 6.50%
(1) Source: Appraisal.

The Market. The Culver Collection Portfolio is centrally located between West Los Angeles and Downtown Los Angeles, California in the Culver City submarket. The Culver City submarket has historically served as a destination for creative office users, with demand being generated by companies such as Apple and Warner Media.

Despite a vacancy of 23.95% as of the fourth quarter of 2023, the appraisal notes that the submarket continues to remain a desirable destination for creative office tenants, citing TikTok having leased and subleased a combined 145,200 square feet in the submarket in 2023. As of the first quarter of 2024, the Culver City submarket saw 15,000 square feet of net returns. This coincided with a vacancy rate of 24.62%, up 7.14% year-over-year.

According to the appraisal, the Culver Collection Portfolio is located in the Culver City office submarket. As of the fourth quarter of 2023, the office submarket had an inventory of 10.9 million square feet with a 23.95% vacancy rate and asking rent of $52.32 per square foot.

The following table presents certain information relating to comparable office leases for the Culver Collection Portfolio:

Comparable Office Rental Summary(1)
Property / Location Tenant Size (SF) Tenant Name Annual Base Rent PSF Commencement Lease Term (Years)
3555 Hayden Avenue 24,919 Apple $63.65(2) March-22(2) 8.0(2)
Culver City, CA
5792 Jefferson Boulevard 20,468 Apple $63.00 Jan-24 3.17
Los Angeles, CA
3516 Schaefer Street 25,000 Vayner Media $67.80 Q3 2023 7.5
Culver City, CA
3550 Hayden Avenue 11,667 Emerson Collective $72.00 Q3 2023 10.67
Culver City, CA
5760 West Jefferson Boulevard 7,611 Arcade Edit $62.40 Q3 2023 10.0
Los Angeles, CA
8461-8463 Higuera Street 4,404 Unanimous Media Holdings $61.20 Q2 2023 3.17
Culver City, CA
(1) Information obtained from the appraisal unless otherwise indicated.
(2)Based on the underwritten rent roll dated August 31, 2024.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
33

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

The Borrowers and Borrower Sponsors. The borrowers are 3505 and 3525 Hayden, Inc., Hayden & Higuera Realty, Inc., 3585 Hayden, Inc., 3555 Hayden, Inc., Conjunctive Points Warner Dev, Inc. and 3520 Hayden and National, Inc., each a Delaware corporation structured as a single purpose, bankruptcy-remote entity, with two independent directors in its structure. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the Culver Collection Whole Loan.

The borrower sponsor is Hackman Capital Partners, LLC and the non-recourse carveout guarantors are HCP Studio Fund, LP and HCP Studio Parallel Fund A, LP which are both subsidiaries of Hackman Capital Partners, LLC ("HCP"). HCP is a private, asset-based investment firm, based in Los Angeles, California. Since inception, HCP has invested in a total of approximately 330 properties, representing approximately 37 million square feet across the United States, Canada, and Europe. HCP's real estate portfolio has included more than 6.2 million square feet located in California. The firm is a prominent owner and developer in Culver City, having owned or redeveloped some of the City's preeminent projects such as The Culver Studios, several industrial conversions now home to Apple's (Beats by Dre) Southern California headquarters and Westwood One Studios, Sony Pictures Animation Campus, and 5500 Jefferson, amongst others.

The non-recourse carveout guarantors for the Culver Collection Whole Loan are affiliated with the non-recourse carveout guarantors for the Culver Steps Whole Loan, which is also included in the BMARK 2024-V10 securitization.

The sole member of each of the borrowers (the "Borrower Sole Member") is owned by a trust (the "Laurie Smith Trust"), of which the sole beneficiary is Laurie Smith, a principal of Samitaur Constructs. As part of a greater recapitalization of Samitaur Constructs' portfolio of commercial real estate assets in Culver City (which includes the Culver Collection Portfolio), on the origination date, an affiliate of HCP, as lender ("Upper Tier Lender"), and the Borrower Sole Member, as borrower, entered into a convertible loan (the "Upper Tier Facility"). The Upper Tier Facility has an outstanding principal amount of $91,800,000, and may be increased to $100,000,000 under certain circumstances. HCP has the right to convert the Upper Tier Facility, at any time at its election, to an equity ownership interest in a portion of the equity interest in Samitaur Constructs' real estate portfolio (which includes the Culver Collection Portfolio) pursuant to the terms of the Upper Tier Facility documents (the "Conversion"). The Upper Tier Facility is secured by a pledge (the "Facility Pledge") from Laurie Smith and the Laurie Smith Trust of their respective interests in Borrower Sole Member which directly owns each of the borrowers and indirectly owns such real estate assets and will have a term that matures on December 31, 2030. No interest or principal are due under the Upper Tier Facility during the term thereof and all such amounts accrue until the earlier to occur of (x) the end of such term and (y) the conversion of such debt into an equity interest in Borrower Sole Member. In connection with the Upper Tier Facility, pursuant to an Asset Management Agreement, HCP has full authority, power and discretion to manage the Culver Collection Portfolio, subject to customary major decision rights of Laurie Smith and with Laurie Smith maintaining full control over the borrower entities. Borrower Sole Member entered into a recognition agreement for the benefit of the lender under the Culver Collection Whole Loan (the "Recognition Agreement") whereby it covenanted to not amend or modify in any material respect or terminate or cancel the Asset Management Agreement (except in connection with a Conversion) without the consent of such lender.

Laurie Smith, individually, provided a non-recourse carveout guaranty in favor of Upper Tier Lender in connection with the Upper Tier Facility (the "Upper Tier Guaranty"), which provides for recourse for, among other things, certain bad acts including certain bankruptcy related recourse items and acting outside the scope of the authority and permissions expressly granted to the borrowers (or their affiliates) under the Asset Management Agreement in a manner that would be reasonably likely to result in recourse liability to any guarantor under, and pursuant to the terms of, any of the Culver Collection Whole Loan documents. Pursuant to the non-recourse carveout guaranty provided with respect to the Culver Collection Whole Loan, the guarantors agree to cause Upper Tier Lender to diligently pursue remedies against Laurie Smith under the Upper Tier Guaranty and to promptly turn over any amounts so received to the lender (to the extent there are amounts owed under the non-recourse carveout guaranty which are proximately caused by the actions of Laurie Smith which remain unpaid) to be applied as an offset against amounts owed by the non-recourse carveout guarantors.

Pursuant to the terms of the Upper Tier Facility, following a Conversion, (a) a joint venture between HCP, as managing member, and Laurie Smith (the "JV"), would own 47.37% of the voting interest in Borrower Sole Member and 90% of the common economics (with the remainder being held by Laurie Smith) and (b) the Asset Management Agreement would terminate and the management rights and respective major decisions in such agreement would then be operative under the JV. The JV would have the right to appoint 2 of the 5 board members of Borrower Sole Member and 65% of board members must be present for a quorum and the act of 65% of the directors present would be required for an action by the board (except if to preserve Borrower Sole Member status). Additionally, the affirmative consent of 65% of the votes entitled to be cast by the holders of common stock is required for any matter that requires the consent of the stockholders. A provision of the operating agreement for the JV provides that HCP has the right to cause Laurie Smith to contribute all of her ownership interests (and all voting interests) in Borrower Sole Member in exchange for a solely economic interest.

Pursuant to the Culver Collection Whole Loan documents, following a Conversion, HCP is required to exercise "Post-Conversion Control" which is satisfied (x) if the Conversion is effectuated in any manner other than a foreclosure of the Facility Pledge, by HCP having the possession, directly or indirectly, of the power (i) to direct, or cause the direction of, the day-to-day management and operations of the borrowers and the Culver Collection Portfolio (through the ownership of voting securities or membership interests and/or through the ability, through appointments, to control applicable boards and/or committees of the direct or indirect owners of the borrowers that make such day-to-day decisions) and (ii) to effectuate approving or disapproving major decisions that are customary in commercial real estate

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
34

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

joint venture agreements and (y) if the Conversion is effectuated pursuant to a foreclosure of the Facility Pledge, by HCP having sole control (as defined in the Culver Collection Whole Loan Documents) over the borrowers.

Property Management. The Culver Collection Portfolio is managed by Jones Lang Lasalle, Inc., a third party management company.

Initial and Ongoing Reserves. At loan origination of the Culver Collection Whole Loan, the borrowers deposited $3,526,546 into a rent concession reserve to cover various months of future free rent for various tenants, including Scopely, Apple and Chownow, among others, $2,132,590 into an outstanding leasing reserve, $2,000,000 into a rollover reserve and approximately $227,527 into an upfront tax teserve.

Tax Reserve - On a monthly basis, the borrowers are required to escrow 1/12th of the estimated annual real estate tax payments (initially approximately $45,505).

Insurance Reserve - On a monthly basis, the borrowers are required to escrow 1/12th of the annual estimated insurance payments. Such reserve has been conditionally waived so long as the borrowers maintain a blanket policy meeting the requirements of the Culver Collection Whole Loan documents and the borrowers provide evidence of the renewal of any insurance policy prior to the expiration thereof and receipts for the payment of the applicable premiums.

Replacement Reserve - On a monthly basis during a Trigger Period (as defined below), the borrowers are required to escrow the lesser of (x) $6,415 and (y) the amount by which the funds deposited into such reserve pursuant to the Culver Collection Whole Loan documents and then on deposit in such reserve are less than $153,953.

TI/LC Reserve - On a monthly basis, the borrowers are required to escrow $38,488 for tenant improvements and leasing commissions.

Lockbox / Cash Management. The Culver Collection Whole Loan is structured with a hard lockbox (the "Lockbox Account") and springing cash management. Each borrower or manager is required to deposit any gross revenue from the Culver Collection Portfolio in the Lockbox Account within two business days of receipt. Funds deposited into the Lockbox Account are required to be swept by the clearing bank on a daily basis into the borrowers' operating account at the clearing bank, unless a Trigger Period is continuing. Upon the occurrence of a Trigger Period, all funds in the Lockbox Account are required to be swept on each business day to a cash management account under the control of the lender to be applied and disbursed in accordance with the Culver Collection Whole Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the Culver Collection Whole Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral for the Culver Collection Whole Loan. To the extent that no Trigger Period is continuing, all excess cash flow funds are required to be disbursed to the borrower.

A "Trigger Period" means a period commencing upon the earliest to occur of (i) an event of default under the Culver Collection Whole Loan, (ii) a Low DSCR Period (as defined below) or (iii) a Lease Sweep Period (as defined below), and ending if, with respect to a Trigger Period continuing pursuant to (A) clause (i), the event of default commencing the Trigger Period has been cured or waived and such cure has been accepted by the lender or the lender has waived such event of default in writing, and no other event of default is then continuing, (B) clause (ii), the Low DSCR Period has ended or otherwise been waived by lender in its sole discretion and (C) clause (iii), such Lease Sweep Period has ended.

A "Low DSCR Period" will commence if as of the last day of two consecutive calendar quarters the Culver Collection Whole Loan interest only debt service coverage ratio is less than 1.15x and will end when either (i) the Culver Collection Whole Loan interest only debt service coverage ratio is at least 1.15x as of the last day of two consecutive calendar quarters or (ii) the borrowers have delivered to the lender cash or a letter of credit in an amount which if applied to repay the outstanding principal balance of the Culver Collection Whole Loan would result in a debt service coverage ratio of at least 1.15x.

A "Lease Sweep Period" means a period commencing upon

(a) the earlier of (i) the date that is 12 months prior to the expiration of a Lease Sweep Lease (as defined below) or August 31, 2031 with respect to the Scopely lease and (ii) the date required under the Lease Sweep Lease by which the Lease Sweep Lease tenant is required to give notice of its exercise of a renewal option thereunder (and such renewal has not been so exercised); (b) the receipt by borrower or manager of notice from the tenant exercising its right to terminate its Lease Sweep Lease; (c) upon the early termination, early cancellation or early surrender of a Lease Sweep Lease (as to 15% or more of the Lease Sweep Lease space) or upon the borrower's receipt of written notice by a Lease Sweep Lease tenant of its intent to effect an early termination, early cancellation or early surrender of its Lease Sweep Lease (as to 15% or more of the Lease Sweep Lease space); (d) if a Lease Sweep Lease tenant discontinues its business (i.e., "goes dark") or gives notice of its intent to discontinue its business in 25% or more of the Lease Sweep Lease space (provided that the 28,199 rentable square feet that is vacant as of the closing date shall not trigger a Lease Sweep Period) (unless (i) the tenant is an investment grade tenant, (ii) the tenant continues to pay all rent when due and (iii) the tenant is discontinuing its business solely to comply with an emergency law for not more than 120 days and is not in default and is paying full contractual rent); (e) upon a monetary or material non-monetary default under a Lease Sweep Lease by a Lease Sweep Lease tenant beyond any applicable notice and cure period, (f)

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
35

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

upon a bankruptcy or insolvency proceeding of a lease guarantor, Lease Sweep Lease tenant or its (directly or indirectly) majority owned parent and (g) to the extent a Lease Sweep Period has ended and funds in the Lease Sweep Account are used to retenant space that is not a Lease Sweep Space, the date that lender determines that funds in the Lease Sweep Account are insufficient to cover all anticipated leasing expenses for the Lease Sweep Space.

A Lease Sweep Period will terminate upon: (A) in the case of clauses (a), (b), (c), (d), (e) and (g) above, either (x) the entirety of the Lease Sweep Lease space (or applicable portion thereof) is leased pursuant to one or more qualified leases (which must be either an extension of the original Lease Sweep Lease or on terms at least as favorable to landlord as the Lease Sweep Lease being replaced and have terms that extend at least two years beyond the term of the Culver Collection Whole Loan) ("Qualified Leases") and in the lender's reasonable judgement there are sufficient funds in the lease sweep reserve to cover all anticipated leasing expenses approved by the lender, and free or abated rent periods for such qualified leases, and any shortfalls in payments under the of the Culver Collection Whole Loan or operating expenses resulting from anticipated down time prior to the commencement of payments under such qualified leases (collectively, "Leasing Costs") or (y) a portion of the Lease Sweep Lease space is leased pursuant to one or more Qualified Leases and in the lender's reasonable judgement there are sufficient funds in the lease sweep reserve to cover all Leasing Costs and an amount equal to the total rentable square feet of the applicable Lease Sweep Lease multiplied by $40 (the "Lease Sweep Deposit Amount") applicable to the portion of the applicable Lease Sweep Lease that is not leased pursuant to the Qualified Lease; (B) in the case of clause (a) and (g) above, the Sweep Tenant irrevocably exercises its renewal or extension option with respect to all of its space, and in the lender's judgement there are sufficient funds in the lease sweep reserve to cover all Leasing Costs in connection with such renewal or extension; (C) in the case of clause (b) above, if such termination is not validly exercised by the tenant or is otherwise validly and irrevocably waived; (D) in the case of clause (d) above, the date on which the subject tenant re-commences the operating of its lease; (E) in the case of clause (e) above, the subject default has been cured and no other default under the Lease Sweep Lease occurs for three consecutive months following such cure; (F) in the case of clause (f) above, the applicable bankruptcy or insolvency proceeding has been terminated and the applicable Lease Sweep Lease (and any guaranty of it) has been affirmed, assumed or assigned in a manner reasonably satisfactory to the lender; (G) in the case of clause (c) and (d) above, to the to the extent that less than 50% of the Lease Sweep Space demised to such tenant under all Lease Sweep Leases (in the aggregate) at the Property triggered such Lease Sweep Period (the "Triggering Lease Sweep Space"), the date on which the Lease Sweep Funds in the Lease Sweep Account collected with respect to the Triggering Lease Sweep Space (excluding any sums paid with respect to any termination of a Lease Sweep Lease ("Lease Sweep Lease Termination Payments") with respect to such Lease Sweep Lease deposited into the Lease Sweep Account) equal the Lease Sweep Deposit Amount applicable to such Triggering Lease Sweep Space, unless the Triggering Lease Sweep Space has been leased pursuant to one or more Leases which, in the aggregate, (x) require Borrower to incur out-of-pocket expenses, including the payment of brokerage commissions, completion of tenant improvements or payment of tenant allowances, and/or (y) provide for free rent periods and/or rent abatement periods with respect to rent amounts, which, in Lender's determination, exceed the Lease Sweep Deposit Amount applicable to the Triggering Lease Sweep Space exclusive of any Lease Sweep Termination Payments deposited into the Lease Sweep Account (in which case the Lease Sweep Period in question shall continue until such time as Lender shall have determined that sufficient funds are on deposit to cover such shortfall or until Borrower satisfies clause (A)(x) above); and (H) in the case of clause (a), (b), (c), (d), (e), (f) and (g) above, the date on which the Lease Sweep Funds in the Lease Sweep Account collected with respect to the Lease Sweep Lease in question (excluding any Lease Sweep Lease Termination Payments with respect to such Lease Sweep Lease deposited into the Lease Sweep Account) are equal to the Lease Sweep Deposit Amount applicable to such Lease Sweep Space, unless the applicable Lease Sweep Space has been leased pursuant to one or more Leases which, in the aggregate, (x) require Borrower to incur out-of-pocket expenses, including the payment of brokerage commissions, completion of tenant improvements or payment of tenant allowances, and/or (y) provide for free rent periods and/or rent abatement periods with respect to rent amounts, which, in Lender's determination, exceed the Lease Sweep Deposit Amount exclusive of any Lease Sweep Termination Payments deposited into the Lease Sweep Account pursuant to the terms hereof applicable to such Lease Sweep Space (in which case the Lease Sweep Period in question shall continue until Borrowers satisfy clause (A)(x) above.

A "Lease Sweep Lease" means (i) the Scopely lease as the same may be amended, supplemented or otherwise modified from time to time in accordance with the Culver Collection Whole Loan documents or (ii) any replacement lease that, either individually, or when taken together with any other lease with the same tenant or its affiliates, and assuming the exercise of all expansion rights and all preferential rights to lease additional space contained in such lease, covers 50,000 or more rentable square feet, with respect to the space demised under the Scopely lease.

Current Mezzanine or Secured Subordinate Indebtedness. The Culver Collection Whole Loan also includes the Culver Collection Junior Loan, which is evidence by a $12,000,000, interest only, B Note, which is coterminous with the Culver Collection Senior Loan and accrues interest at 11.0%.

Subordinate Note Summary
B-Note Original Principal Balance B-Note Interest Rate Original Term (mos.) Original Amort. Term (mos.) Original IO Term (mos.) Whole Loan UW NCF DSCR Whole Loan UW NOI DY Whole Loan Cutoff Date LTV
Culver Collection Subordinate Companion Loan $12,000,000 11.00000% 60 0 60 1.53x 11.1% 55.0%
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
36

Office - CBD

Various

Culver City, CA 90232

Collateral Asset Summary - Loan No. 3

Culver Collection

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$66,000,000

50.0%

1.78x

12.2%

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

Release of Collateral. On any business day after the defeasance lockout expiration date, the related borrower may request a release of the Warner Center Parking Lot and the lender has the right to approve or disapprove such request in the lender's sole and absolute discretion; provided, that, any amounts paid to the lender in connection with any release of the Warner Center Parking Lot are required to be applied by the lender in the following order of priority (provided, however, as to the allocation of the application of payments among Note A-1, Note A-2, Note A-3 and Note A-4 and, separately, the allocation of the application of payments among Note B-1 and Note B-2, in each case, such allocation shall be made by the lender in such manner as the lender elect in its sole discretion): first, to all amounts (other than principal and interest) then due and payable under the Culver Collection Whole Loan documents, including any costs and expenses of the lender in connection with such prepayment; second; with respect to the Culver Collection Portfolio Senior Loan, accrued and unpaid interest at its interest rate; third, with respect to the junior notes, accrued and unpaid interest at their interest rate; and fourth, to reduce the principal amount of the Culver Collection Portfolio Senior Loan and the junior notes, respectively, on a pro rata basis.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
37

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
38

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
39

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
40

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

Mortgage Loan Information Property Information
Loan Seller: GACC Single Asset / Portfolio: Single Asset
Loan Purpose: Refinance Property Type - Subtype: Retail - Anchored
Borrower Sponsor(s): The Related Companies, L.P. Collateral: Leasehold
Borrower(s): BTM Development Partners, LLC Location: Bronx, NY
Original Balance(1): $60,000,000 Year Built / Renovated: 2009 / NAP
Cut-off Date Balance(1): $60,000,000 Property Management: Related BTM Development Partners, LLC
% by Initial UPB: 8.1% Size: 918,779 SF
Interest Rate(2): 5.18100% Appraised Value (As Is) / Per SF(1): $555,000,000 / $604
Note Date: August 6, 2024 Appraisal Date: April 30, 2024
Original Term: 60 months Occupancy: 90.2% (as of April 19, 2024)
Amortization: Interest Only UW Economic Occupancy: 90.1%
Original Amortization: NAP Underwritten NOI: $28,594,688
Interest Only Period: 60 months Underwritten NCF: $27,492,153
First Payment Date: September 6, 2024
Maturity Date: August 6, 2029 Historical NOI
Additional Debt Type(1): Pari Passu / B Note Most Recent NOI: $30,377,981 (TTM March 31, 2024)
Additional Debt Balance(1): $180,000,000 / $140,000,000 2023 NOI: $30,756,078
Call Protection(3): L(23),YM1(2),DorYM1(31),O(4) 2022 NOI: $31,251,930
Lockbox / Cash Management: Hard / Springing 2021 NOI: $30,539,405
Reserves(4) Financial Information(1)
Initial Monthly Cap Senior Loan Whole Loan
Taxes: $0 Springing NAP Cut-off Date Loan / SF: $261 $414
Insurance: $0 Springing NAP Maturity Date Loan / SF: $261 $414
Replacement Reserves: $0 Springing $547,400 Cut-off Date LTV: 43.2% 68.5%
TI / LC: $874,981 Springing $1,696,118 Maturity Date LTV: 43.2% 68.5%
Other: $9,000,000 Springing NAP UW NOI DY: 11.9% 7.5%
UW NCF DSCR: 2.18x 1.07x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Senior Loan(1): $240,000,000 61.0% Loan Payoff: $376,708,834 95.8 %
Subordinate Companion Loan(1): 140,000,000 35.6% Upfront Reserves: 9,874,981 2.5
Borrower Sponsor Equity: 13,238,721 3.4% Closing Costs: 6,654,906 1.7
Total Sources: $393,238,721 100.0% Total Uses: $393,238,721 100.0 %
(1) The Bronx Terminal Market Mortgage Loan (as defined below) is part of the Bronx Terminal Market Whole Loan (as defined below) which is comprised of 21 senior pari passu promissory notes with an aggregate original principal balance and Cut-off Date Balance of $240,000,000, and one subordinate B-note, with an original principal balance and Cut-off Date Balance of $140,000,000. The Financial Information in the chart above under the heading "Senior Loan" is based solely on the aggregate outstanding principal balance as of the Cut-off Date of the Bronx Terminal Market Senior Loan (as defined below), and the Financial Information in the chart above under the heading "Whole Loan" is based on the aggregate outstanding principal balance as of the Cut-off Date of the Bronx Terminal Market Whole Loan.
(2) Interest rate represents the interest rate of the Bronx Terminal Market Senior Loan. The interest rate of the Bronx Terminal Market Subordinate Companion Loan (as defined below) is 9.20000% per annum.
(3) The defeasance lockout period will be at least 25 payment dates beginning with and including the first payment date on September 6, 2024. Defeasance of the Bronx Terminal Market Whole Loan in full is permitted at any time after the earlier to occur of (i) September 6, 2027 or (ii) the date that is two years from the closing date of the securitization that includes the last pari passu note to be securitized. In addition, on any business day on and after August 6, 2026 voluntary prepayment of the Bronx Terminal Market Whole Loan is permitted in whole (but not in part), together with, if such voluntary prepayment occurs prior to the monthly payment date that occurs prior to May 6, 2029, a prepayment fee equal to the greater of (x) 1.00% of the principal amount of the Bronx Terminal Market Whole Loan being prepaid and (y) a yield maintenance premium. The assumed defeasance lockout period of 25 payments is based on the expected BMARK 2024-V10 securitization closing date in September 2024. The actual defeasance lockout period may be longer.
(4) Please see "Initial and Ongoing Reserves" below for further discussion of reserve information.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
41

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The Loan. The fourth largest mortgage loan (the "Bronx Terminal Market Mortgage Loan") is part of a whole loan with an original principal balance and Cut-off Date Balance of $380,000,000 (the "Bronx Terminal Market Whole Loan") secured by the borrower's leasehold interest in a 918,779 SF, multi-level, anchored retail center, connected via a six-level, 2,602 stall parking garage located in Bronx, New York (the "Bronx Terminal Market Property"). The Bronx Terminal Market Whole Loan was co-originated on August 6, 2024 by German American Capital Corporation ("GACC"), Wells Fargo Bank, National Association ("WFB"), Bank of America, National Association ("BANA") and Starwood Mortgage Capital LLC ("SMC"). The Bronx Terminal Market Whole Loan is comprised of 21 senior pari passu promissory notes with an aggregate original principal balance and Cut-off Date Balance of $240,000,000 (the "Bronx Terminal Market Senior Loan") and one subordinate B-note with an original principal balance and Cut-off Date Balance of $140,000,000 (the "Bronx Terminal Market Subordinate Companion Loan"). The Bronx Terminal Market Senior Loan accrues interest at a fixed rate of 5.18100% per annum and the Bronx Terminal Market Subordinate Companion Loan accrues interest at a fixed rate of 9.20000% per annum. The Bronx Terminal Market Mortgage Loan is evidenced by the non-controlling Notes A-1, A-3, and A-5 with an aggregate original principal balance and Cut-off Date Balance of $60,000,000, which will be contributed by GACC. The Bronx Terminal Market Whole Loan has a five-year term, is interest-only for the entire term and accrues interest on an Actual/360 basis. The scheduled maturity date of the Bronx Terminal Market Whole Loan is August 6, 2029.

The Bronx Terminal Market Whole Loan will be serviced pursuant to the pooling and servicing agreement for the BMARK 2024-V10 transaction. The relationship between the holders of the Bronx Terminal Market Whole Loan is governed by a co-lender agreement. See "Description of the Mortgage Pool-The Whole Loans-The Bronx Terminal Market Pari Passu-AB Whole Loan" and "The Pooling and Servicing Agreement" in the Preliminary Prospectus.

The table below identifies the promissory notes that comprise the Bronx Terminal Market Whole Loan:

Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Piece
A-1 $40,000,000 $40,000,000 BMARK 2024-V10 No(2)
A-2 $20,000,000 $20,000,000 BMO 2024-5C6 No
A-3 $15,000,000 $15,000,000 BMARK 2024-V10 No
A-4 $11,578,947 $11,578,947 BMO 2024-5C6 No
A-5 $5,000,000 $5,000,000 BMARK 2024-V10 No
A-6 $10,000,000 $10,000,000 BMO 2024-5C6 No
A-7 $10,000,000 $10,000,000 BMO 2024-5C6 No
A-8(1) $10,000,000 $10,000,000 SMC No
A-9(1) $10,000,000 $10,000,000 SMC No
A-10 $3,421,053 $3,421,053 BMO 2024-5C6 No
A-11(1) $4,578,947 $4,578,947 SMC No
A-12 $30,000,000 $30,000,000 BANK5 2024-5YR9 No
A-13 $10,000,000 $10,000,000 BANK5 2024-5YR9 No
A-14 $4,500,000 $4,500,000 BANK5 2024-5YR9 No
A-15 $3,210,526 $3,210,526 BANK5 2024-5YR9 No
A-16 $2,500,000 $2,500,000 BANK5 2024-5YR9 No
A-17(1) $30,000,000 $30,000,000 BANA No
A-18(1) $10,000,000 $10,000,000 BANA No
A-19(1) $4,500,000 $4,500,000 BANA No
A-20(1) $3,210,526 $3,210,526 BANA No
A-21(1) $2,500,000 $2,500,000 BANA No
Senior Loan $240,000,000 $240,000,000
B $140,000,000 $140,000,000 CPPIB Credit Investments III Inc. Yes(2)
Subordinate Companion Loan $140,000,000 $140,000,000
Whole Loan $380,000,000 $380,000,000
(1) Expected to be contributed to one or more future securitization transactions.
(2) The Bronx Terminal Market Whole Loan is an AB whole loan, and the controlling note as of the date hereof is Note B. Upon the occurrence of certain trigger events specified in the co-lender agreement, however, control will generally shift to Note A-1. See "Description of the Mortgage Pool- The Whole Loans-The Bronx Terminal Market Pari Passu-AB Whole Loan" in the Preliminary Prospectus for more information regarding the manner in which control shifts under the Bronx Terminal Market Whole Loan.

The Property. The Bronx Terminal Market Property is comprised of the borrower's leasehold interest in a four building, 918,779 SF, multi-level, anchored retail center, connected via a six-level, 2,602 space parking garage located in the Bronx, New York. Completed in 2009, the Bronx Terminal Market Property features a well-known anchor tenant profile along with street level retail, restaurant, and mixed-use space. The top five tenants at the Bronx Terminal Market Property account for 595,744 SF (64.8% NRA) and include Target, BJ's Wholesale Club, Home Depot, Food Bazaar and Burlington Coat Factory. The Bronx Terminal Market Property is located on the Bronx riverfront and a short distance from Yankee Stadium within a residential neighborhood with access to public transportation nodes including the Major Deegan Expressway and the Yankees East 153rd Street Metro North Station.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
42

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

As of April 19, 2024, the Bronx Terminal Market Property was 90.2% leased to 21 tenants with a 7.5-year weighted average remaining lease term. The Bronx Terminal Market Property is anchored by Target (Moody's: A2, Fitch: A, S&P: A), BJ's Wholesale Club (S&P: BB+), and Home Depot (Moody's: A2, Fitch: A, S&P: A), all three of which have been in occupancy at the Bronx Terminal Market Property since delivery. The Bronx Terminal Market Property's tenant mix also includes other well-established national retailers (such as Burlington Coat Factory, Best Buy, and Skechers), the largest supermarket location in the Bronx (Food Bazaar), and numerous cultural, educational, and lifestyle offerings (Universal Hip Hop Museum, City University of NY, Chuck E. Cheese, GameStop, and GNC, among others).

The Bronx Terminal Market Property's surrounding neighborhood is subject to ongoing residential development, catering to the lifestyle-oriented tenant mix at the shopping center which includes discount, department and grocery stores, household appliance and furniture retailers, and entertainment options. The Bronx Terminal Market Property is positioned to benefit from the adjacent development of Bronx Point, which will include 540 affordable multifamily units (projected delivery in late 2024), educational community facilities, cultural space, and several food and beverage outlets. Additional development underway adjacent to the Bronx Terminal Market Property includes the 300,000 square foot Success Academy Charter School, which will serve 2,400 children in grades K-12 and strengthen foot traffic at the Bronx Terminal Market Property upon delivery in 2025.

The following table presents certain information relating to tenant sales history with respect to the Bronx Terminal Market Property.

Tenant Sales History(1)
2021 2022 2023
Square Feet Sales Sales PSF Sales Sales PSF Sales Sales PSF
Burlington Coat Factory 74,329 $33,696,922 $453.35 $23,464,920 $315.69 $25,668,704 $345.34
Chuck E. Cheese 19,834 $2,049,413 $103.33 $3,132,931 $157.96 $3,670,435 $185.06
Skechers U.S.A. 8,741 $3,242,409 $370.94 $2,635,698 $301.53 $2,872,708 $328.65
Applebee's 6,661 $5,688,990 $854.07 $5,504,388 $826.36 $6,399,111 $960.68
GNC 1,980 $503,972 $254.53 $463,644 $234.16 $436,550 $220.48
Total Sales 111,545 $45,181,707 $405.05 $35,201,581 $315.58 $39,047,508 $350.06
(1) Sales information represents the total gross revenue generated by consumer sales at the subject property. Sales periods represent the data from February of the current year to January of the following year.

Major Tenants. The three anchor tenants are Target, BJ's Wholesale Club and The Home Depot.

Target (188,446 square feet; 20.5% of net rentable area; 4.6% of underwritten base rent) - Target (Moody's: A2 / Fitch: A / S&P: A) operates as a general merchandise retailer, selling products to its guests through its stores and digital channels. Founded in 1962, Target is headquartered in Minneapolis, Minnesota and has 1,956 stores in all 50 states and the District of Columbia. Prior to its original opening at the Bronx Terminal Market Property, Target elected to prepay approximately $46.4 million of base rent (residual in-place base rent is 80.9% below the appraisal's market rent). At the Bronx Terminal Market Property, Target has consecutive, five-year renewal options until the ground lease maturity and no termination options.

BJ's Wholesale Club (130,099 square feet; 14.6% of net rentable area; 19.9% of underwritten base rent) - BJ's Wholesale Club Holdings, Inc. (S&P: BB+) is a warehouse club operator concentrated primarily in the eastern half of the United States. Founded in 1984, the company has more than 6.5 million members paying annual fees to gain access to savings on groceries and general merchandise and services. At the Bronx Terminal Market Property, BJ's Wholesale Club has four, five-year renewal options until ground lease maturity and no termination options.

Home Depot (124,955 SF; 13.6% of NRA; 24.1% of underwritten base rent) - The Home Depot, Inc. (Moody's: A2 / Fitch: A / S&P: A) is a home improvement retailer offering an assortment of building materials, home improvement products, lawn and garden products, décor products, and facilities maintenance, repair, and operations products. The company also provides a number of services, including home improvement installation services and tool and equipment rental. At the Bronx Terminal Market Property, Home Depot has four, five-year renewal options and no termination options.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
43

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The following table presents certain information relating to the anchor and in-line tenants (of which, certain tenants may have cotenancy provisions) at the Bronx Terminal Market Property:

Tenant Summary(1)

Tenant

Credit Rating (Moody's/
S&P/Fitch)(2)
Net Rentable Area (SF) % of Net Rentable Area U/W
Base Rent
U/W Base Rent
Per SF
% of Total U/W Base Rent Lease Expiration Termination Option (Y/N) Renewal Options
Anchors
Target(3) A2/A/A 188,446 20.5% 1,262,964 $6.70(3) 4.6% 10/14/2033 N 1 x 5(3)
BJ's Wholesale Club NR/BB+/NR 130,099 14.2% 5,481,721 $42.14 19.9% 8/2/2029 N 4 x 5
Home Depot A2/A/A 124,955 13.6% 6,652,604 $53.24 24.1% 2/28/2034 N 4 x 5
Junior Anchors
Food Bazaar NR/NR/NR 77,915 8.5% 2,488,352 $31.94 9.0% 9/30/2039 N 4 x 5
Burlington Coat Factory NR/BB+/NR 74,329 8.1% 2,338,390 $31.46 8.5% 1/31/2028 N 3 x 5
Best Buy A3/BBB+/NR 52,086 5.7% 1,927,182 $37.00 7.0% 3/31/2030 N 1 x 5
Raymour & Flanigan NR/NR/NR 46,253 5.0% 1,200,000 $25.94 4.3% 10/31/2027 N 4 x 5
LIDL(4)(5) NR/NR/NR 23,204 2.5% 1,000,000 $43.10 3.6% 10/31/2039 Y 3 x 5
Chuck E. Cheese NR/NR/NR 19,834 2.2% 791,972 $39.93 2.9% 12/31/2028 N 4 x 5
Dollar Discount NR/NR/NR 15,490 1.7% 300,000 $19.37 1.1% 6/30/2028 N None
In-line >10,000 SF 38,627 4.2% 2,206,986 $57.14 8.0%
In-line <10,000 SF 37,914 4.1% 1,961,329 $51.73 7.1%
Total Occupied 829,152 90.2% $27,611,501 $33.30 100.0%
Vacant 89,627 9.8%
Total 918,779 100.0%
(1) Based on the underwritten rent roll dated April 19, 2024.
(2) Certain ratings are those of the parent company whether or not the parent guarantees the lease.
(3) Target's one-time rent prepayment of $46.4 million significantly reduced its contractual rent obligations (to 80.9% below market rent).
(4) LIDL has executed a lease to occupy 23,204 square feet at the Bronx Market Terminal Property but is not yet in occupancy. The tenant's estimated lease commencement date is November 1, 2024.
(5) If the delivery conditions specified in the lease are not satisfied within 365 days (subject to extension for tenant delays and certain excusable delays) after the estimated commencement date determined pursuant to the lease, then either the tenant or the landlord (in each case if such failure is not due to its own delay) may terminate the lease. In addition, the tenant has a termination option if it does not obtain certain permits from the Building Department of the City of New York by a specified series of dates set forth in the lease.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
44

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The following table presents certain information relating to the lease rollover schedule at the Bronx Terminal Market Property, based on initial lease expiration date:

Lease Rollover Schedule(1)(2)
Year Ending December 31 Expiring Owned GLA % of Owned GLA Cumulative % of Owned GLA U/W Base Rent % of Total U/W Base Rent U/W Base Rent $ per SF # of Expiring Leases
MTM/2024 1,980 0.2% 0.2% $70,000 0.3% $35.35 1
2025 5,218 0.6% 0.8% $302,740 1.1% $58.02 2
2026 8,741 1.0% 1.7% $349,640 1.3% $40.00 1
2027 84,880 9.2% 11.0% $3,406,986 12.3% $40.14 5
2028 112,381 12.2% 23.2% $3,594,042 13.0% $31.98 4
2029 136,760 14.9% 38.1% $6,045,908 21.9% $44.21 2
2030 52,086 5.7% 43.8% $1,927,182 7.0% $37.00 1
2031 0 0.0% 43.8% $0 0.0% $0.00 0
2032 0 0.0% 43.8% $0 0.0% $0.00 0
2033 188,446 20.5% 64.3% $1,262,964 4.6% $6.70 1
2034 129,048 14.0% 78.3% $6,823,967 24.7% $52.88 3
2035 & Thereafter 109,612 11.9% 90.2% $3,828,072 13.9% $34.92 3
Vacant 89,627 9.8% 100.0% NAP NAP NAP NAP
Total/Wtd. Avg. 918,779 100.0% $27,611,501 100.0% $33.30 23
(1) Information is based on the underwritten rent roll as of April 19, 2024.
(2) Certain tenants may have lease termination options that were not taken into account in the Lease Rollover Schedule.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
45

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The following table presents certain information relating to the historic operating performance and Underwritten Net Cash Flow at the Bronx Terminal Market Property:

Cash Flow Analysis(1)
2021 2022 2023 TTM 3/31/2024 U/W U/W Per SF
Rents in Place $29,922,700 $30,411,117 $29,994,500 $29,571,181 $27,611,501 $30.05
Vacant Income 0 0 0 0 5,098,835 5.55
Rent Steps 0 0 0 0 651,989 0.71
Rent Step Credit 0 0 0 0 61,190(2) 0.07
Reimbursements 11,887,079 11,990,961 12,369,626 11,746,374 11,799,331 12.84
Other Income(3) 5,646,293 5,765,693 5,693,876 6,103,944 6,196,018 6.74
Gross Potential Income $47,456,072 $48,167,771 $48,058,002 $47,421,498 $51,418,865 $55.96
(Vacancy) 0 0 0 0 (5,098,835) ($5.55)
Effective Gross Income $47,456,072 $48,167,771 $48,058,002 $47,421,498 $46,320,029 $50.41
Real Estate Taxes(4) 1,951,556 1,970,892 2,021,028 2,036,650 3,261,247 3.55
Insurance 607,856 803,176 1,075,421 1,144,688 1,071,032 1.17
Ground Rent Expense 935,452 961,531 1,078,546 1,061,574 1,371,008 1.49
Other Operating Expenses 13,421,802 13,180,241 13,126,929 12,800,606 12,022,055 13.08
Total Operating Expenses $16,916,667 $16,915,840 $17,301,924 $17,043,518 $17,725,341 $19.29
Net Operating Income $30,539,405 $31,251,930 $30,756,078 $30,377,981 $28,594,688 $31.12
Replacement Reserves 0 0 0 0 183,756 0.20
TI / LC 0 0 0 0 918,779 1.00
Net Cash Flow $30,539,405 $31,251,930 $30,756,078 $30,377,981 $27,492,153 $29.92
Occupancy (%) 98.6% 98.4% 98.4% 98.4% 90.2%
NCF DSCR(5) 2.42x 2.48x 2.44x 2.41x 2.18x
NOI Debt Yield(5) 12.7% 13.0% 12.8% 12.7% 11.9%
(1) Based on the underwritten rent roll as of April 19, 2024, inclusive of contractual rent steps through July 23, 2025.
(2) Represents straight line rent averaging for investment-grade tenants.
(3) Other Income includes revenue from percentage rent, parking income and other miscellaneous income.
(4) The Bronx Terminal Market Property benefits from a payment in lieu of taxes ("PILOT") arrangement with the City of New York that expires (i.e. is in the last year of receiving benefits) in the 2032/2033 tax year. The exemption amount is 100% in tax year 2023/2024, and thereafter reduces by 10% per year through expiration. The Bronx Terminal Market Mortgage Loan matures in 2029. In tax year 2023/2024, unabated taxes were estimated to be $13,436,971. Underwritten property taxes of $3,261,247 are based on the borrower's budgeted amount, which takes into account the PILOT exemption.
(5) Based on the Bronx Terminal Market Senior Loan.

Appraisal. The appraisal concluded to an "as-is" value for the Bronx Terminal Market Property of $555,000,000 as of April 30, 2024.

Bronx Terminal Market Appraised Value(1)(2)
Property Value Capitalization Rate
Bronx Terminal Market $555,000,000 5.23%
(1) Source: Appraisal.
(2) The appraisal used a discounted cash flow approach to arrive at the appraised value. The capitalization rate shown above represents the overall capitalization rate.

Environmental Matters. According to the Phase I environmental site assessment dated May 1, 2024 (the "ESA"), there was no evidence of any recognized environmental conditions at the Bronx Terminal Market Property. The ESA identified a CREC related to prior on-site industrial uses. See "Description of the Mortgage Pool-Environmental Considerations" in the Preliminary Prospectus

The Market. The Bronx Terminal Market Property is located within the Concourse neighborhood of the Bronx, which has been improved by several development projects in recent years. According to a third party report, the Bronx is currently the third most densely populated county across the United States with the fastest observed population growth since 2010. Additionally, the Penn Station Access Project is expected to be completed in 2027, which is expected to bring four new rail stations to the Bronx and improve existing tracks and bridges.

The Bronx Terminal Market Property is located adjacent to the Bronx Point development, which is expected to include 540 affordable multifamily units (projected delivery in 2024), educational community facilities, cultural space, and several food and beverage outlets. Additional development underway adjacent to the Bronx Terminal Market Property includes the 300,000 SF Success Academy Charter

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
46

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

School, which is expected to serve 2,400 children in grades K-12 and strengthen foot traffic at the Bronx Terminal Market Property and is expected to be delivered in 2025.

According to the appraisal, the Bronx Terminal Market Property is located in the Bronx submarket, which contains 5.3 million SF of retail space across 27 shopping centers as of the first quarter of 2024. The submarket reported average asking rents of $51.95 with a vacancy rate of 5.8%.

According to the appraisal, the 2022 population within a 0.5-, 1-, and 1.5 mile radius of the Bronx Terminal Market Property was 23,422, 194,242, and 464,962, respectively, and the average household income within the same radii was $59,248, $64,363 and $60,775, respectively.

The following table presents certain information relating to comparable retail centers for the Bronx Terminal Market Property:

Competitive Property Summary(1)
Bronx Terminal Market Bay Plaza Shopping Center East River Plaza The Shops at Marble Hill Bruckner Commons
Address

610 Exterior Street

Bronx, NY

2136-2210 Bartow Avenue

Bronx, NY

520 East 117th Street

Bronx, NY

40 West 225th Street

Bronx, NY

1998 Bruckner Boulevard

Bronx, NY

Year Built/

Renovated

2009 / NAP 1998 / 2004 2009 / NAP 2004 / NAP 1964 / 1989
Total GLA (SF) 918,779(2) 1,313,640 531,541 238,549 369,301
Distance to Property (miles) N/A 10.2 1.0 4.8 4.4
Occupancy % 90.2%(2) 100.0% 93.0% 100.0% 89.0%
Anchors

Target

BJ's Wholesale Club

Home Depot

AMC Theaters

Stop & Shop

Burlington

P.C. Richard & Son

Marshalls

Bob's Discount Furniture

Ashley HomeStore

Staples

Target

Costco

Burlington

Target

Marshalls

Target

Burlington

Leonardo Furniture

(1) Source: Appraisal unless otherwise indicated.
(2) Based on the underwritten rent roll as of April 19, 2024.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
47

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

The following table presents certain information relating to the appraisal's market rent conclusion for the Bronx Terminal Market Property:

Market Rent Summary(1)
Anchor Junior Anchor Inline (Large, 8K SF) Inline (Small to Mid)
Market Rent (PSF) $35-$40 $35-$45 $40-$55 $40-$70
Lease Term (Years) 15 15 10 10
Lease Type (Reimbursements) Net Net Net Net
Rent Increase Projection 10% every 6 years 10% every 6 years 3% per year 3% per year
(1) Source: Appraisal unless otherwise indicated.

The following table presents certain information relating to the demographics of the Bronx Terminal Market Property:

Demographics Summary(1)(2)
Property Name City, State Mortgage Loan Cut-off Date Balance Half-mile Population 1-mile Population 1.5-mile Population Half-mile Avg Household Income 1-mile Avg Household Income 1.5-mile Avg Household Income
Bronx Terminal Market Bronx, NY $60,000,000 23,422 194,242 464,962 $59,248 $64,363 $60,775
(1) Source: Appraisal unless otherwise indicated.
(2) Values are as of 2022.

The Borrower and the Borrower Sponsor. The borrower is BTM Development Partners, LLC, a New York limited liability company and single purpose entity with a Delaware limited liability company sole member that is a single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Bronx Terminal Market Whole Loan.

The borrower sponsor is The Related Companies, L.P. ("Related"). Founded in 1972, Related is a privately-owned, fully integrated global real estate and lifestyle company with experience in many aspects of development, acquisition, management, finance, marketing, and sales. Headquartered in New York City, Related has offices and major developments in Boston, Chicago, Los Angeles, San Francisco, West Palm Beach, Miami, Washington, D.C., Abu Dhabi and London, and has a team of approximately 4,000 professionals.

Property Management. The Bronx Terminal Market Property is managed by Related BTM Development Partners, LLC, an affiliate of the borrower.

Initial and Ongoing Reserves. On the loan origination date, the borrower deposited (i) approximately $874,981 for outstanding leasing expenses related to LIDL, Modern Nails, Wingstop and Best Buy and (ii) $9,000,000 for 37,692 rentable square feet as to which a lease with the Department of Motor Vehicles ("DMV") was being negotiated as of the origination date (the "DMV Space").

Real Estate Taxes - During the continuance of a Cash Sweep Event Period (as defined below), the borrower is required make monthly deposits equal to 1/12th of the annual estimated tax payments during the next ensuing 12 months.

Insurance - During the continuance of a Cash Sweep Event Period, the borrower is required to make monthly deposits equal to 1/12th of the annual estimated insurance premiums, however, provided no event of default is continuing, the borrower will not be required to make such monthly deposits so long as the Bronx Terminal Market Property is insured under a blanket policy and the borrower provides evidence of renewal and proof of payment of insurance premiums. The monthly insurance escrow is currently suspended.

Replacement Reserve - During the continuance of a Cash Sweep Event Period, the borrower is required to escrow $22,808 per month for capital expenditures, capped at $547,400.

TI/LC Reserve - During the continuance of a Cash Sweep Event Period, the borrower is required to escrow an amount equal to approximately $70,672 per month for tenant improvements and leasing commissions, capped at $1,696,118.

Ground Rent Reserve - During the continuance of a Cash Sweep Event Period, the borrower is required to make monthly deposits equal to the ground rent that will be payable under the ground lease for the month immediately following the month in which such monthly payment date occurs.

DMV Space Funds- On the loan origination date, the borrower was required to make an upfront deposit of $9,000,000 into a reserve for the lease that was being negotiated with the DMV for the DMV Space. The lender will be required to disburse these funds to the borrower as follows:

Upon the DMV lease being fully executed by all parties within 180 days of loan closing; provided, if a Cash Sweep Event Period is occurring, the lender will be required to disburse the funds to pay for leasing expenses related to the DMV space,
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
48

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

If the DMV lease is not fully executed within 180 days of origination, the lender will be required to disburse funds to pay for leasing expenses related to one or more qualifying substitute leases. If and when all the premises to be leased under the DMV lease has been leased under one or more qualifying substitute leases and leasing expenses related to qualifying substitute leases have been paid in full, the lender will be required to release any remaining DMV Space Funds to the borrower; provided, no Cash Sweep Event Period is continuing,
If the DMV lease is not fully executed by all parties within the earlier of 180 days of origination or the date it is determined that the DMV lease will not be executed (the "DMV Negotiation End Date"), upon 5 days' notice, the borrower can elect to use the DMV Space Funds to prepay the Bronx Terminal Market Subordinate Companion Loan without payment of yield maintenance provided that the prepayment is made within 30 days of the DMV Negotiation End Date.

Lockbox / Cash Management. The Bronx Terminal Market Whole Loan is structured with a hard lockbox and springing cash management. The borrower is required to cause all tenants at the Bronx Terminal Market Property to pay rents directly into the account controlled by the lender (the "Lockbox Account"), and to deposit any rents otherwise received by the borrower or property manager into such Lockbox Account within two business days after receipt. Prior to a Cash Sweep Event Period, all funds in the Lockbox Account will be swept daily to the borrower's operating account. During the continuance of a Cash Sweep Event Period, all funds deposited into the Lockbox Account are required to be swept each business day into a deposit account controlled by the lender (the "Cash Management Account") to be applied and disbursed in accordance with the Bronx Terminal Market Whole Loan documents (i) to make the required deposits (if any) into the tax, insurance and ground rent reserves, (ii) to pay debt service on the Bronx Terminal Market Whole Loan, (iii) to pay operating expenses and capital expenses in accordance with the annual budget (which must be reasonably approved by the lender) or that are not in excess of 5.00% of the budgeted amount, and lender-approved extraordinary expenses, (iv) to make the required deposits (if any) into the replacement reserve and TI/LC reserve, and (v) to deposit any remaining account into an excess cash flow account to be held as additional collateral during the continuance of such Cash Sweep Event Period; provided that (x) the borrower may use funds in such account to pay for debt service (with lender's reasonable consent), reserve payments, operating expenses, leasing expenses and extraordinary expenses and (y) if an event of default is continuing under the Bronx Terminal Market Whole Loan, the lender may apply funds in the Cash Management Account to the payment of the debt in any order as it may determine.

A "Cash Sweep Event Period" means a period commencing upon the occurrence of (i) an event of default under the Bronx Terminal Market Whole Loan documents, (ii) any bankruptcy action involving the borrower, or (iii) the trailing 12-month period debt service coverage ratio falling below 1.10x for one calendar quarter, and expiring upon (a) with respect to clause (i) above, the cure of such event of default, (b) with respect to clause (ii) above, if the filing is an involuntary bankruptcy filing against the borrower, the discharge or dismissal of such filing within 90 days of such filing; and (c) with respect to clause (iii) above, the trailing 12-month debt service coverage ratio being greater than 1.10x for one calendar quarter.

Current Mezzanine or Secured Subordinate Indebtedness. The Bronx Terminal Market Property also secures the Bronx Terminal Market Subordinate Companion Loan, which has a Cut-off Date principal balance of $140,000,000. The Bronx Terminal Market Subordinate Companion Loan is coterminous with the Bronx Terminal Market Senior Loan and accrues interest at a rate of 9.20000% per annum. The Bronx Terminal Market Senior Loan is senior in right of payment to the Bronx Terminal Market Subordinate Companion Loan. The holders of the Bronx Terminal Market Mortgage Loan, the Bronx Terminal Market Senior Loan and the Bronx Terminal Market Subordinate Companion Loan have entered into a co-lender agreement which sets forth the allocation of collections on the Bronx Terminal Market Whole Loan.

Subordinate Note Summary
B-Note Original Principal Balance B-Note Interest Rate Original Term (mos.) Original Amort. Term (mos.) Original IO Term (mos.) Whole Loan UW NCF DSCR(1) Whole Loan UW NOI DY Whole Loan Cutoff Date LTV
Bronx Terminal Market Subordinate Companion Loan $140,000,000 9.20000% 60 0 60 1.07x 7.5% 68.5%
(1) The Whole Loan UW NCF DSCR calculated according to the Cash Sweep Event Period definition in the Bronx Terminal Market Whole Loan documents is equal to or greater than 1.10x.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not Permitted

Release of Collateral. On any business day after February 6, 2025, provided that no Cash Sweep Event Period is continuing under the Bronx Terminal Market Whole Loan documents, the borrower may obtain the free release (without prepayment or defeasance) of a parcel of the Bronx Terminal Market Property depicted under the ground lease as the "Hotel Site" provided that, among other conditions, (i) the Hotel Site is a legally subdivided parcel separate from the remainder of the Bronx Terminal Market Property and is on a separate tax lot from the remainder of the Bronx Terminal Market Property; (ii) the Hotel Site is severed from the ground lease in accordance with the terms thereof and leased by the ground lessor to another tenant other than the borrower; and (iii) if a securitization of the Bronx Terminal Market Whole Loan has occurred, the lender receives a REMIC opinion with respect to the release.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
49

Retail - Anchored

610 Exterior Stree

Bronx, NY 10451

Collateral Asset Summary - Loan No. 4

Bronx Terminal Market

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$60,000,000

43.2%

2.18x

11.9%

Ground Lease. The Bronx Terminal Market Property consists of a ground leasehold interest pursuant to a 49-year ground lease from the City of New York, which expires on September 13, 2055 and has five consecutive ten year renewal options. Commencing August 2, 2024 and every five years thereafter, the ground tenant is required to pay ground rent equal to the greater of (i) 105% of the immediately preceding adjusted base amount or (ii) 5.0% of gross revenues (defined as all rent received from subtenants minus (a) a management fee in the amount of 3% of rent from subtenants received by the ground tenant and (b) aggregate compensation and associated costs and expenses for two on-site personnel engaged in the operation of the Bronx Terminal Market Property). As part of Target's lease, the tenant paid an upfront buydown of its rent of $46,394,000. Gross revenues utilized to calculate percent ground rent include an amortized imputed annual gross revenue amount from the Target buydown, calculated at an annual rate of 6.9% of the total buydown. The underwritten annual ground rent is $1,371,008 based on lender's underwriting assumptions. The 2023 ground rent was $1,078,546.

In addition, the Bronx Terminal Market Property benefits from a payment in lieu of taxes ("PILOT") arrangement with the City of New York that expires (i.e. is the last year of the benefit) in the 2032/2033 tax year. The exemption amount is 100% in tax year 2023/2024 and reduces by 10% per year through expiration. The Bronx Terminal Market Whole Loan matures in 2029. In tax year 2023/2024, unabated taxes were estimated to be $13,436,971. Underwritten property taxes are based on the borrower's budgeted amount, which takes into account the PILOT exemption.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
50

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
51

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
52

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

Mortgage Loan Information Property Information
Loan Sellers: GSMC, GACC Single Asset / Portfolio: Single Asset
Loan Purpose: Recapitalization Property Type - Subtype: Office - Suburban
Borrower Sponsor(s): Joseph K. Paul (a/k/a Jay Paul) Collateral: Fee
Borrower(s): MT3 1100 LLC Location: Sunnyvale, CA
Original Balance(1): $46,500,000 Year Built / Renovated: 2014 / NAP
Cut-off Date Balance(1): $46,500,000 Property Management: Paul Holdings, Inc., dba Jay Paul Company
% by Initial UPB: 6.3% Size: 357,481 SF
Interest Rate: 6.96000% Appraised Value / Per SF: $300,000,000 / $839
Note Date: July 19, 2024 Appraisal Date: June 12, 2024
Original Term: 60 months Occupancy: 100.0% (as of August 6, 2024)
Amortization: Interest Only UW Economic Occupancy: 96.5%
Original Amortization: NAP Underwritten NOI: $19,183,350
Interest Only Period: 60 months Underwritten NCF: $18,749,733
First Payment Date: September 6, 2024
Maturity Date: August 6, 2029 Historical NOI
Additional Debt Type(1): Pari Passu Most Recent NOI: $16,936,938 (TTM May 31, 2024)
Additional Debt Balance(1): $98,500,000 2023 NOI: $17,646,474
Call Protection(2): L(24),YM1(1),DorYM1(28),O(7) 2022 NOI: $17,394,645
Lockbox / Cash Management: Hard / In Place 2021 NOI: $16,837,894
Reserves(3) Financial Information(1)
Initial Monthly Cap Cut-off Date Loan / SF: $406
Taxes: $1,035,239 $207,048 NAP Maturity Date Loan / SF: $406
Insurance: $0 Springing NAP Cut-off Date LTV: 48.3%
Replacement Reserves: $0 Springing NAP Maturity Date LTV: 48.3%
Lease Sweep Reserve: $0 Springing NAP UW NOI DY: 13.2%
UW NCF DSCR: 1.83x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Whole Loan $145,000,000 100.0% Recapitalization(4) $142,847,446 98.5 %
Closing Costs 1,117,315 0.8
Reserves 1,035,239 0.7
Total Sources $145,000,000 100.0% Total Uses $145,000,000 100.0 %
(1) The Moffett Towers Building D Mortgage Loan (as defined below) is part of the Moffett Towers Building D Whole Loan (as defined below), which is evidenced by 14 pari passu promissory notes with an aggregate original principal balance of $145,000,000. The Financial Information presented above is based on the aggregate principal balance of the promissory notes comprising the Moffett Towers Building D Whole Loan.
(2) Voluntary prepayment with yield maintenance of the Moffett Towers Building D Whole Loan is permitted in whole (but not in part) on any business day on or after September 6, 2026. Defeasance of the Moffett Towers Building D Whole Loan is permitted in full at any time on or after the date that is the earlier to occur of (i) two years after the closing date of the securitization that includes the last Moffett Towers Building D Whole Loan note to be securitized and (ii) July 19, 2027. The assumed defeasance lockout period of 25 payments is based on the anticipated closing date of the BMARK 2024-V10 securitization trust in September 2024. The actual defeasance lockout period may be longer.
(3) See "Initial and Ongoing Reserves" below for further discussion of reserve information.
(4) The borrower sponsor's recapitalization was done to refinance proceeds from the previous loan that was repaid in January 2024.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
53

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

The Loan. The fifth largest mortgage loan (the "Moffett Towers Building D Mortgage Loan") is part of a whole loan (the "Moffett Towers Building D Whole Loan") evidenced by 14 pari passu notes that is secured by the borrower's fee interest in a 357,481 square foot office building located in Sunnyvale, California (the "Moffett Towers Building D Property").

The Moffett Towers Building D Mortgage Loan, which is evidenced by the controlling Note A-1 and the non-controlling Notes A-2-1, and A-5-1, has an outstanding principal balance as of the Cut-off Date of $46,500,000. The Moffett Towers Building D Whole Loan was originated on July 19, 2024 by Goldman Sachs Bank USA ("GSBI"), DBR Investments Co. Limited ("DBRI") and UBS AG, New York Branch ("UBS AG") and has an aggregate outstanding principal balance as of the Cut-off Date of $145,000,000. Notes A-1 and A-2-1, with an outstanding principal balance as of the Cut-off Date of $32,000,000, are being sold by Goldman Sachs Mortgage Company, and Note A-5-1, with an outstanding principal balance of $14,500,000 as of the Cut-off Date, is being sold by GACC. The Moffett Towers Building D Whole Loan has a five-year term, is interest-only for the full term and accrues interest on an Actual/360 basis. The scheduled maturity date of the Moffett Towers Building D Whole Loan is August 6, 2029.

The Moffett Towers Building D Whole Loan will be serviced pursuant to the pooling and servicing agreement for the BMARK 2024-V10 securitization. The relationship between the holders of the Moffett Towers Building D Whole Loan is governed by a co-lender agreement. See "Description of the Mortgage Pool-The Whole Loans-The Serviced Pari Passu Whole Loans" in the Preliminary Prospectus.

The table below identifies the promissory notes that comprise the Moffett Towers Building D Whole Loan:

Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Piece
A-1 $25,000,000 $25,000,000 BMARK 2024-V10 Yes
A-2-1 $7,000,000 $7,000,000 BMARK 2024-V10 No
A-2-2(1) $18,000,000 $18,000,000 GSBI No
A-3-1(1) $17,500,000 $17,500,000 GSBI No
A-3-2 $5,000,000 $5,000,000 BMO 2024-5C6 No
A-4(1) $20,000,000 $20,000,000 DBRI No
A-5-1 $14,500,000 $14,500,000 BMARK 2024-V10 No
A-5-2(1) $5,500,000 $5,500,000 DBRI No
A-6-1(1) $6,000,000 $6,000,000 DBRI No
A-6-2 $5,000,000 $5,000,000 BMO 2024-5C6 No
A-7 $10,000,000 $10,000,000 BMO 2024-5C6 No
A-8 $5,000,000 $5,000,000 BMO 2024-5C6 No
A-9(1) $4,000,000 $4,000,000 UBS AG No
A-10(1) $2,500,000 $2,500,000 UBS AG No
Whole Loan $145,000,000 $145,000,000
(1) Expected to be contributed to one or more future securitization trusts.

The Property. The Moffett Towers Building D Property is a 357,481 SF, eight-story office building located in Sunnyvale, California that was built in 2014. The Moffett Towers Building D Property sits on approximately nine acres. The Moffett Towers Building D Property has been 100% leased to Amazon since February 2014. Amazon recently executed a seven-year renewal through February 2031 at a rental rate of $47.76 PSF with 3.0% contractual rent steps and no tenant improvement dollars. The Moffett Towers Building D Property is a portion of a larger office development known as the Moffett Towers, Phase 2 development, and represents approximately 34.6% of the square footage of the larger development. The Moffett Towers Building D Property shares common area amenities with the larger development such as a parking structure, fitness club, swimming pool, and outdoor patio.

The Moffett Towers Building D Property is part of the larger Moffett Towers Campus development which is comprised of seven buildings built by the borrower sponsor. The campus totals 1.8 million SF of LEED certified Gold, Class A office space that is currently 100% leased. Since taking occupancy in 2014, Amazon has invested an estimated $45.0 million ($125 PSF) into the Moffett Towers Building D Property. This includes six floors of office space and a specialized lab buildout of the first two floors.

The Sole Tenant. The sole tenant at the Moffett Towers Building D Property is Amazon, pursuant to a NNN lease with a 10-year initial term that commenced in February 2014 and was recently extended through February 28, 2031. Founded in 1994 and headquartered between Seattle, Washington and Arlington, Virginia, Amazon is an online retailer and web service provider offering a wide range of products and services. The Amazon lease at the Moffett Towers Building D Property is guaranteed by Amazon. The Amazon lease does not contain any termination options.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
54

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

The following table presents certain information relating to the sole tenant at the Moffett Towers Building D Property:

Tenant Summary(1)

Tenant

Credit Rating (Moody's/
S&P/Fitch)(2)
Net Rentable Area (SF) % of Net Rentable Area U/W
Base Rent
U/W Base Rent
Per SF
% of Total U/W Base Rent Lease Expiration Termination Option (Y/N) Renewal Options
Amazon A1/AA/AA- 357,481 100.0% $17,585,491 $49.19 100.0% 2/28/2031 N 2 x 7 yr
Total Occupied 357,481 100.0% $17,585,491 $49.19 100.0%
Vacant 0 0.0
Total 357,481 100.0%
(1) Based on the underwritten rent roll dated June 17, 2024.
(2) Certain ratings are those of the parent company whether or not the parent guarantees the lease.

The following table presents certain information relating to the lease rollover schedule at the Moffett Towers Building D Property, based on the initial lease expiration dates:

Lease Rollover Schedule(1)
Year Ending December 31 Expiring Owned GLA % of Owned GLA Cumulative % of Owned GLA U/W Base Rent % of Total U/W Base Rent U/W Base Rent $ per SF # of Expiring Leases
2024 & MTM 0 0.0% 0.0% $0 0.0% $0.00 0
2025 0 0.0% 0.0% $0 0.0% $0.00 0
2026 0 0.0% 0.0% $0 0.0% $0.00 0
2027 0 0.0% 0.0% $0 0.0% $0.00 0
2028 0 0.0% 0.0% $0 0.0% $0.00 0
2029 0 0.0% 0.0% $0 0.0% $0.00 0
2030 0 0.0% 0.0% $0 0.0% $0.00 0
2031 357,481 100.0% 100.0% $17,585,491 100.0% $49.19 1
2032 0 0.0% 100.0% $0 0.0% $0.00 0
2033 0 0.0% 100.0% $0 0.0% $0.00 0
2034 0 0.0% 100.0% $0 0.0% $0.00 0
2035 & Thereafter 0 0.0% 100.0% $0 0.0% $0.00 0
Vacant 0 0.0% 100.0% NAP NAP NAP NAP
Total / Wtd. Avg. 357,481 100.0% $17,585,491 100.0% $49.19 1
(1) Information is based on the underwritten rent roll dated June 17, 2024.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
55

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the Moffett Towers Building D Property:

Cash Flow Analysis
2020 2021 2022 2023 TTM 5/31/2024 U/W(1) U/W Per SF
Base Rent(1) $15,946,343 $16,424,733 $16,917,475 $17,295,285 $17,239,787 $17,585,491 $49.19
Credit Tenant Rent Steps(2) 0 0 0 0 0 2,138,038 5.98
Amenity Use Fee 387,155 398,769 410,732 419,905 418,558 414,509 1.16
Commercial Reimbursement Revenue 4,962,579 5,509,335 5,785,025 6,212,580 6,163,846 6,932,235 19.39
Gross Potential Rent $21,296,076 $22,332,837 $23,113,232 $23,927,769 $23,822,190 $27,070,273 $75.73
Vacancy Loss 0 0 0 0 0 (954,446) (2.67)
Effective Gross Income $21,296,076 $22,332,837 $23,113,232 $23,927,769 $23,822,190 $26,115,828 $73.06
Real Estate Taxes 2,299,865 2,348,647 2,376,645 2,409,276 2,411,718 2,412,207 6.75
Insurance 488,785 657,794 775,578 881,569 922,957 959,323 2.68
Repairs & Maintenance 1,762,488 1,959,668 2,034,583 2,443,900 3,004,668 3,004,668 8.41
Management Fee 478,390 492,742 507,524 518,859 517,194 527,565 1.48
General and Administrative - Direct 28,224 31,849 27,439 27,388 28,473 28,473 0.08
Other Expenses 605 4,243 (3,183) 302 242 242 0.00
Total Expenses $5,058,357 $5,494,943 $5,718,587 $6,281,296 $6,885,252 $6,932,478 $19.39
Net Operating Income $16,237,719 $16,837,894 $17,394,645 $17,646,474 $16,936,938 $19,183,350 $53.66
Capital Expenditures 0 0 0 0 0 $71,496 $0.20
TI/LC 0 0 0 0 0 $362,121 $1.01
Net Cash Flow $16,237,719 $16,837,894 $17,394,645 $17,646,474 $16,936,938 $18,749,733 $52.45
Occupancy 100.0% 100.0% 100.0% 100.0% 100.0% 100.0%
NCF DSCR(3) 1.59x 1.65x 1.70x 1.72x 1.66x 1.83x
NOI Debt Yield(3) 11.2% 11.6% 12.0% 12.2% 11.7% 13.2%
(1) Based on the underwritten rent roll dated June 17, 2024.
(2) Credit Tenant Rent Steps reflects the present value of contractual rent step increments for Amazon's investment-grade credit rating.
(3) NCF DSCR and NOI Debt Yield are based on the Moffett Towers Building D Whole Loan.

Appraisal. According to the appraisal, the Moffett Towers Building D Property had an "as-is" appraised value of $300,000,000 as of June 12, 2024. The table below shows the appraisal's "as-is" conclusions.

Property Appraised Value(1) Capitalization Rate(1)
Moffett Towers Building D $300,000,000 5.75%
(1) Source: Appraisal.

Environmental Matters. According to the Phase I environmental report dated August 31, 2023, there are no recognized environmental conditions or recommendations for further action at the Moffett Towers Building D Property.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
56

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

The Market. The Moffett Towers Building D Property sits in the Moffett Park submarket, which is located within the greater San Jose-Sunnyvale-Santa Clara metropolitan statistical area, alternatively referred to as the Silicon Valley office market. As of Q1 2024, Moffett Park office submarket vacancy is 15.0%, according to a third-party market research report. Sunnyvale is considered a hub for the video game industry and is the former location of Atari's headquarters. The top employers in Sunnyvale are Google, Apple, LinkedIn, Lockheed Martin Space Systems, and Amazon.

The Borrower and the Borrower Sponsor. The borrower for the Moffett Towers Building D Whole Loan is MT3 1100 LLC, a Delaware limited liability company and single purpose entity with two independent managers. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Moffett Towers Building D Whole Loan.

The borrower sponsor is Joseph K. Paul (a/k/a Jay Paul). The borrower sponsor's affiliate, Paul Guarantor LLC, a Delaware limited liability company, is the guarantor of certain non-recourse carveout liabilities under the Moffett Towers Building D Whole Loan.

Property Management. The Moffett Towers Building D Property is currently managed by Paul Holdings, Inc., dba Jay Paul Company, an affiliate of the borrower sponsor.

Initial and Ongoing Reserves. At origination of the Moffett Towers Building D Whole Loan, the borrower deposited approximately $1,035,239 into an upfront tax reserve.

Tax Escrows - On a monthly basis, the borrower is required to escrow 1/12th of the annual estimated tax payments payable during the next ensuing 12 months (initially, approximately $207,048).

Insurance Escrows - On a monthly basis, the borrower is required to escrow 1/12th of the annual estimated insurance payments (initially, approximately $79,944). Such reserve has been conditionally waived so long as the borrower maintains a blanket policy meeting the requirements of the Moffett Towers Building D Whole Loan documents and the borrower provides evidence of the renewal of any insurance policy prior to the expiration thereof and receipts for the payment of the applicable premiums. At origination of the Moffett Towers Building D Whole Loan, an acceptable blanket policy was in place.

Replacement Reserve - On a monthly basis during a Trigger Period (as defined below), the borrower is required to escrow approximately $71,496 for the payment or reimbursement of approved capital expenses.

Lease Sweep Reserve - On a monthly basis during a Lease Sweep Period (as defined below), the borrower is required to escrow $643,031 and available cash (as described under "Lockbox / Cash Management" below) into a lease sweep account. The borrower will have the option, at any time and from time to time, to deliver a letter of credit to the lender (as described under "Lockbox / Cash Management" below) in accordance with the terms and conditions set forth in the Moffett Towers Building D Whole Loan documents, in order to prevent the commencement of a Lease Sweep Period (or, if already triggered, to terminate such Lease Sweep Period).

Lockbox / Cash Management. The Moffett Towers Building D Whole Loan is structured with a hard lockbox and in-place cash management. The borrower and the property manager, as applicable, are required to cause all rents to be deposited directly into a lender-controlled lockbox account. All revenues received by the borrower or property manager, as applicable, are required to be deposited in the lockbox account within one business day of receipt. Funds in the lockbox account are required to be swept daily into a cash management account and applied according to the cash flow waterfall in the Moffett Towers Building D Whole Loan documents. During a Trigger Period, excess cash flow is required to be swept to an excess cash flow subaccount to be held as additional collateral for the Moffett Towers Building D Whole Loan, unless a Lease Sweep Period exists, in which case all excess cash will be swept to a lease sweep reserve for leasing expenses in connection with a replacement Lease Sweep Lease (as defined below).

A "Trigger Period" means a period commencing upon (i) the occurrence of an event of default, (ii) the commencement of a Low DSCR Period (as defined below) or (iii) the commencement of a Lease Sweep Period; and ending if (A) with respect to a Trigger Period commenced pursuant to clause (i), the event of default commencing the Trigger Period has been cured and such cure has been accepted by the lender (and no other event of default is then continuing), (B) with respect to a Trigger Period commenced due to clause (ii), the Low DSCR Period has ended pursuant to the terms of the Moffett Towers Building D Whole Loan documents (and no other Trigger Period is then continuing), and (C) with respect to a Trigger Period commenced due to clause (iii), the Lease Sweep Period has ended pursuant to the terms of the Moffett Towers Building D Whole Loan documents, as described below (and no other Trigger Period is continuing).

A "Lease Sweep Period":

(i) will commence on the first monthly payment date following the earliest to occur of any of the following (each, a "Lease Sweep Trigger"):

(a) the date on which, with respect to any "Lease Sweep Lease" (defined as (x) the Amazon lease or (y) any lease which is entered into by borrower in replacement of the Amazon lease, and that, either individually, or when taken together with any other lease with the same tenant or its affiliates, and assuming the exercise of all expansion rights and all preferential rights to lease additional

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
57

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

space contained in such replacement lease, demises lease sweep space equal to or greater than 75% or more of the rentable square feet demised under the applicable Lease Sweep Lease as of the loan origination date), (i) the related tenant cancels or terminates its Lease Sweep Lease with respect to all or a material portion of the space subject to such Lease Sweep Lease prior to the then current expiration date under such Lease Sweep Lease, or (ii) the related tenant delivers to the borrower or property manager a notice to the effect that it is canceling or terminating its Lease Sweep Lease with respect to all or a material portion of the space subject to such Lease Sweep Lease; provided, however, no Lease Sweep Period will commence pursuant this clause (i)(a) if, in connection with such termination or cancellation (or delivery of notice of termination or cancellation), the borrower simultaneously enters into a replacement lease(s) with one or more investment-grade entities covering the terminated space, provided that such replacement lease is a Qualified Lease (as defined below) and provided that the Occupancy Conditions (as defined below) are satisfied with respect to such replacement lease within ten business days of the date of such termination or cancellation (or delivery of notice of termination or cancellation);

(b) the date on which, with respect to any Lease Sweep Lease, the related tenant ceases operating its business (i.e., "goes dark") at 20% or more of its space on a rentable square foot basis; provided, however, that if the tenant (x) is Amazon, (y) is one or more investment-grade entities or (z) has subleased the dark space portion of its premises to one or more investment-grade entities which has accepted delivery thereof (i.e., the lease has commenced) and is paying unabated rent at a contract rate no less than the contract rate required under the Lease Sweep Lease, in any such case, such tenant will be deemed not to have 'gone dark' for purposes of this clause (b) and no Lease Sweep Period will commence pursuant to this clause (b);

(c) upon a default under a Lease Sweep Lease by the tenant thereunder that continues beyond any applicable notice and cure period;

(d) upon the occurrence of an insolvency proceeding of the tenant under a Lease Sweep Lease;

(e) the date on which, with respect to the Amazon lease, neither Amazon nor its parent company is rated as an investment-grade entity; or

(f) solely with respect to the occurrence of a casualty during any period when the Amazon lease is in effect, upon the delivery of a Repair Notice (as such term is defined in the Amazon lease) to Amazon that indicates that the anticipated period for repairing the damage resulting from such casualty exceeds 270 days from the date of such casualty (a Repair Notice in such case, a "Termination Option Repair Notice"), pursuant to which Amazon has the option to terminate subject to the terms and conditions set forth in the Amazon lease; and

(ii) will end on the earliest of the applicable of the following to occur:

(1) in the case of clause (i)(a), the date on which, with respect to each Lease Sweep Lease space, one or more replacement tenants acceptable to the lender (in its sole but good faith discretion) execute and deliver replacement lease(s) covering the requisite space, provided that such replacement lease(s) are Qualified Leases and provided that the Occupancy Conditions are satisfied;

(2) in the case of clause (i)(b) or (i)(e), the date on which either (A) with respect to clause (i)(b), one or more replacement tenants acceptable to the lender (in its sole but good faith discretion) execute and deliver replacement lease(s) covering the requisite space, provided that such replacement tenant(s) and lease(s) are Qualified Leases and provided that the Occupancy Conditions are satisfied or (B) for a dark period event with respect to clause (i)(b) or an Amazon downgrade event (with respect to clause (1)(e)), Amazon (or its parent) is restored as an investment-grade entity or the entirety of the lease sweep space has been sublet to an investment-grade entity which has accepted delivery thereof (i.e., the lease has commenced) and is paying unabated rent (or, alternatively, sufficient funds have been deposited into the lease sweep account to account for all remaining scheduled free rent periods or rent abatements periods under such lease) at a contract rate no less than the contract rate required under the Lease Sweep Lease;

(3) in the case of clause (i)(c) above, the date on which the subject default has been cured and no other default under such Lease Sweep Lease occurs for a period of three consecutive months following such cure;

(4) in the case of clause (i)(d) above, the applicable tenant insolvency proceeding has terminated and the applicable Lease Sweep Lease has been affirmed, assumed or assigned in a manner satisfactory to the lender;

(5) in the case of clause (i)(f) above, if Amazon does not exercise (or does not send notice to the borrower of its intention to exercise) its right to terminate the Amazon lease within 45 days after the delivery to Amazon of a Termination Option Repair Notice;

(6) in the case of clause (i)(f) above, if Amazon does exercise (or sends notice to the borrower of its intention to exercise) its right to terminate the Amazon lease after receipt of such Termination Option Repair Notice, the date on which all of the following are satisfied: (A) the entirety of the applicable lease sweep space is leased pursuant to one or more Qualified Leases and (B) the Occupancy Conditions are satisfied with respect to all such qualified leases;

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
58

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

(7) in the case of all Lease Sweep Triggers, the date on which the borrower has delivered a letter of credit to the lender with a face amount equal to $7,716,370, unless, the applicable Lease Sweep Lease space has been leased pursuant to one or more leases which, in the aggregate, (x) require the borrower to incur expenses, including the payment of brokerage commissions, completion of tenant improvements or payment of tenant allowances, and/or (y) provide for free rent periods and/or rent abatement periods with respect to rent amounts, which, in the lender's determination, exceed $7,716,370 (in which case the Lease Sweep Period in question will continue until the borrower satisfies clause (1) above); and

(8) in the case of all Lease Sweep Triggers other than a tenant insolvency proceeding, the date on which the aggregate amount of funds transferred into the lease sweep account (including any related termination payments with respect to the Lease Sweep Lease(s) in question deposited into the lease sweep account) equals the applicable lease sweep reserve cap set forth in the Moffett Towers Building D Whole Loan documents (for the avoidance of doubt: (x) a Lease Sweep Period terminating pursuant to this clause (ii)(8) will terminate once funds in an amount equal to the applicable lease sweep reserve cap (representing an aggregate amount equal to $55.00 per square foot of the applicable tenant space (except such cap will not apply in the event of a lease sweep tenant insolvency proceeding)) have been transferred into the lease sweep account over the course of the Lease Sweep Period; but all of such funds will not have to be, at any one time, on deposit all at once in such lease sweep account) and (y) if a Lease Sweep Trigger is continuing due to the occurrence of more than one Lease Sweep Trigger, the aggregate amount of funds required to be transferred over the course of the Lease Sweep Period will be equal to the amount of the largest lease sweep reserve cap applicable to all then continuing Lease Sweep Triggers, such that each Lease Sweep Trigger will be treated as concurrent and not duplicative or independent of another.

A "Low DSCR Period" will (i) commence if, as of any calculation date, (A) the Moffett Towers Building D Property is not fully leased to either (a) Amazon or (b) an investment-grade entity with a credit rating that is at least equal to the credit rating of Amazon as of the origination date, in either case pursuant to a lease that is substantially on the same or better terms as the Amazon lease, and (B) the debt service coverage ratio is less than 1.10x and (ii) will end on the date a debt service coverage ratio of at least 1.10x is achieved for at least one calculation date, as determined by the lender.

"Occupancy Conditions" means, with respect to the Lease Sweep Lease space in question, (I) with respect to Lease Sweep Lease space at least equal to the requisite space, the delivery by the borrower to the lender of evidence reasonably satisfactory to the lender (including an estoppel certificate executed by the relevant tenant) that (A) the entirety of such requisite space is leased (or, in the case of a lease renewal or extension, continues to be leased) under one or more Qualified Leases, (B) all contingencies under the lease or leases of the Lease Sweep Lease space in question (or the lease renewal or extension) to the effectiveness of such lease(s) have been satisfied and the rent commencement date under all such lease(s) has been set, (C) all leasing commissions payable in connection with the lease or leases of the Lease Sweep Lease space in question (or the lease renewal or extension) have been paid and all tenant improvement obligations or other landlord obligations of an inducement nature have either been completed or paid in full or, alternatively, sufficient funds have been retained in the lease sweep account for such purposes (the "Unpaid TILC Obligation Amount"), (D) the tenant under the lease or leases of the Lease Sweep Lease space in question (or the lease renewal or extension) has actually commenced paying full contractual rent and any initial free rent period or period of partial rent abatements has expired or, alternatively, sufficient funds will be retained in the lease sweep account to account for all remaining scheduled free rent periods or rent abatements (the "Remaining Rent Abatement Amount" and, collectively with the Unpaid TILC Obligation Amount, the "Unpaid Landlord Obligations Amount"), and (E) the tenant(s) under the lease or leases of the Lease Sweep Lease space in question (or the lease renewal or extension) have accepted delivery of the demised premises (i.e., the lease has commenced), (II) in the event that the conditions under the foregoing clause (I) are satisfied by Qualified Leases that demise requisite space that is less than 100% of the rentable square feet demised under the Amazon lease as of the origination date (the difference between such space leased under the Amazon lease and the space leased under such Qualified Lease demised to satisfy the foregoing clause (I) being the "Remaining Lease Sweep Space"), the then aggregate amount of funds on deposit in the lease sweep account on account of the Remaining Lease Sweep Space and not previously disbursed or applied (and not allocable to the Unpaid Landlord Obligations Amount), is equal to or greater than the product of (x) the applicable per rentable square foot lease sweep reserve cap and (y) the rentable square feet of the Remaining Lease Sweep Space (including, without limitation, all approved leasing expenses, free rent periods and/or rent abatement periods) (such required amount, the "Remaining Space Amount") and (III) the debt service coverage ratio after giving effect to the lease or leases of the Lease Sweep Lease space in question (or the lease renewal or extension) (taking into account the Remaining Rent Abatement Amount as rents) is no less than a debt service coverage ratio of at least 1.20x.

A "Qualified Lease" means a replacement Lease Sweep Lease or a renewal or extension of an existing Lease Sweep Lease (i) entered into in accordance with the Moffett Towers Building D Whole Loan documents, (ii) (A) in the case of any lease renewal or extension, having an initial term of no less than seven years from the date that the term of the lease being renewed or extended expired (or will expire, if applicable) or (B) in the case of any replacement lease, having an initial term of no less than seven years from the date that the term of the lease being replaced expired and (iii) on economic terms (e.g., base rent, additional rent and recoveries, tenant improvement allowances, etc.) at least as favorable to the landlord as those contained in the Lease Sweep Lease being replaced, renewed or extended; provided, that, in the event the economic terms in the Lease Sweep Lease being replaced are not commercially reasonable for the market at such time in question, such economic terms may be reduced to reflect such market terms, subject to the lender's reasonable approval.

Subordinate and Mezzanine Debt. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
59

Office - Suburban

1100 Enterprise Way

Sunnyvale, CA 94089

Collateral Asset Summary - Loan No. 5

Moffett Towers Building D

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$46,500,000

48.3%

1.83x

13.2%

Permitted Future Mezzanine or Subordinate Debt. Not permitted.

Partial Release. Not permitted.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
60

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
61

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
62

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
63

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

Mortgage Loan Information Property Information
Loan Seller: GACC Single Asset / Portfolio: Single Asset
Loan Purpose: Refinance Property Type - Subtype: Mixed Use - Office/Retail
Borrower Sponsor(s): Hackman Capital Partners, LLC Collateral: Fee
Borrower(s): HC 9300 Culver, LLC Location: Culver City, CA
Original Balance(1): $41,250,000 Year Built / Renovated: 2019 / NAP
Cut-off Date Balance(1): $41,250,000 Property Management: IDS Real Estate Group
% by Initial UPB: 5.6% Size: 121,736 SF
Interest Rate: 6.63400% Appraised Value / Per SF: $130,000,000 / $1,068
Note Date: July 26, 2024 Appraisal Date: June 4, 2024
Original Term: 60 months Occupancy: 100.0% (as of July 31, 2024)
Amortization: Interest Only UW Economic Occupancy: 96.9%
Original Amortization: NAP Underwritten NOI: $8,519,735
Interest Only Period: 60 months Underwritten NCF: $8,373,652
First Payment Date: September 6, 2024
Maturity Date: August 6, 2029 Historical NOI
Additional Debt Type(1): Pari Passu Most Recent NOI: $7,115,403 (TTM April 30, 2024)
Additional Debt Balance(1): $33,750,000 2023 NOI: $6,138,109
Call Protection: L(25),D(28),O(7) 2022 NOI: $4,349,198
Lockbox / Cash Management: Hard / Springing 2021 NOI: $4,741,359
Reserves(2) Financial Information(1)
Initial Monthly Cap Cut-off Date Loan / SF: $616
Taxes: $0 Springing NAP Maturity Date Loan / SF: $616
Insurance: $0 Springing NAP Cut-off Date LTV: 57.7%
Replacement Reserves: $0 Springing $48,696 Maturity Date LTV: 57.7%
TI/LC Reserve: $1,179,329 Springing $243,480 UW NOI DY: 11.4%
UW NCF DSCR: 1.66x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Whole Loan(1) $75,000,000 100.0% Loan Payoff $68,575,407 91.4 %
Return of Equity 4,063,901 5.4
Closing Costs 1,181,363 1.6
Upfront Reserves 1,179,329 1.6
Total Sources $75,000,000 100.0% Total Uses $75,000,000 100.0 %
(1) The Culver Steps Mortgage Loan (as defined below) is part of a whole loan evidenced by two pari passu promissory notes with an aggregate outstanding principal balance as of the Cut-off Date of $75.0 million. The Financial Information in the chart above reflects the Cut-off Date Balance of the Culver Steps Whole Loan (as defined below).
(2) See "Initial and Ongoing Reserves" below.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
64

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The Loan. The sixth largest mortgage loan (the "Culver Steps Mortgage Loan") is part of a whole loan (the "Culver Steps Whole Loan") secured by the borrower's fee interest in a 121,736 SF mixed-use office and retail property located in Culver City, California (the "Culver Steps Property"). The Culver Steps Whole Loan is comprised of two pari passu promissory notes, with an aggregate outstanding principal balance as of the Cut-off Date of $75,000,000. The Culver Steps Mortgage Loan is evidenced by the controlling Note A-1 with an outstanding principal balance as of the Cut-off Date of $41,250,000. The Culver Steps Whole Loan was co-originated on July 26, 2024 by DBRI Investments Co. Limited ("DBRI") and Wells Fargo Bank, National Association ("WFBNA"). The Culver Steps Whole Loan is interest only for the entire term and accrues interest at a fixed rate of 6.63400% per annum on an Actual/360 basis. The scheduled maturity date for the Culver Steps Whole Loan is the payment date on August 6, 2029.

The table below identifies the promissory notes that comprise the Culver Steps Whole Loan. The relationship between the holders of the Culver Steps Whole Loan is governed by a co-lender agreement as described under Description of the Mortgage Pool-The Whole Loans-The Serviced Pari Passu Whole Loans" in the Preliminary Prospectus. The Culver Steps Whole Loan will be serviced pursuant to the pooling and servicing agreement for the Benchmark 2024-V10 securitization trust. See "The Pooling and Servicing Agreement" in the Preliminary Prospectus.

Whole Loan Summary
Note Original Balance Cut-off Date Balance Note Holder Controlling Piece
A-1 $41,250,000 $41,250,000 Benchmark 2024-V10 Yes
A-2 $33,750,000 $33,750,000 BANK5 2024-5YR9 No
Whole Loan $75,000,000 $75,000,000

The Property. The Culver Steps Property is comprised of a Class A office building and retail campus totaling 121,736 SF located in Culver City, California. The borrower sponsor constructed the Culver Steps Property in 2019. The Culver Steps Property consists of 79,369 SF of creative office space (65.2% of NRA; 63.1% of underwritten base rent), which is 100.0% leased to Amazon Studios LLC ("Amazon") (guaranteed by Amazon.com, Inc. (rated A1/AA/AA- by Moody's/S&P/Fitch)) and 42,367 SF of retail (34.8% of NRA; 36.9% of underwritten base rent). The Culver Steps Property features an architectural 50-foot-wide staircase that cascades down the four-story building which opens into a one-acre public plaza, which includes green lawns, shade trees and seating area. The public plaza connects the Culver Steps Property to The Culver Studios, the Amazon-operated Culver Theater, The Culver Hotel, and other surrounding shops and restaurants in Downtown Culver City. The Culver Steps Property features 290 parking spaces in a subterranean garage and has the right to use 317 parking spaces at an adjacent garage. As of July 31, 2024, the Culver Steps Property was 100.0% leased to 12 tenants.

Major Tenants. The three largest tenants based on underwritten base rent at the Culver Steps Property are Amazon, Erewhon Market and Laurel Grill.

Amazon (79,369 square feet; 65.2% of Total NRA; 100.0% of Office NRA; 63.1% of underwritten base rent): Founded in 1994 and headquartered in Seattle, Washington, Amazon is an online retailer and web service provider offering a wide range of products and services. Product offerings include merchandise and content purchased for resale and those offered by third-party sellers through its international fulfillment network known as Fulfillment by Amazon. Service offerings include Amazon Prime, a media streaming subscription service, Amazon Web Services, an on-demand cloud computing platform, and Amazon Ads, a multimedia advertising service. Amazon designs, manufactures, and sells electronic devices, including Echo, Fire TV, Kindle, and Ring, and also develops and produces media content. Amazon services its customers via websites, mobile apps, Alexa, streaming, and physical stores with a focus on low prices and convenience.

The Culver Steps Property is used for Amazon's corporate and executive creative office space located immediately adjacent to The Culver Studios which is 100.0% leased to Amazon. The Culver Studios is known as Amazon Studios for streaming content and media production purposes. Additionally, the Culver Steps Property houses executives and departments such as Amazon Prime (specifically Prime Video) and Audible teams. Amazon has two, five-year renewal options and no termination options. The lease is guaranteed by Amazon.com, Inc. (rated A1/AA-/AA- by Moody's/Fitch/S&P).

Erewhon Market (14,558 square feet; 12.0% of Total NRA; 34.4% of Retail NRA; 12.0% of underwritten base rent): Erewhon Market ("Erewhon") is a California high-end organic and natural food supermarket chain with 10 locations all within Los Angeles County. Erewhon focuses on niche, locally produced, quality organic products offering foods appealing to raw, vegan, keto, kosher and other alternative diets, helping to inspire healthier communities. Erewhon is family owned, a Certified Organic Retailer and a Certified B Corp. Erewhon Market has three, five-year renewal options and no termination options.

Laurel Grill (7,541 square feet; 6.2% of Total NRA; 17.8% of Retail NRA; 5.7% of underwritten base rent): Laurel Grill is a new restaurant owned and operated by Dean McKillen, who is known for the popular West Hollywood restaurants, Laurel Hardware and Ysabel. Laurel Grill is currently building out its space and commenced rent payments on July 1, 2024. Laurel Grill has two renewal options, the first renewal option for a 10-year term and the second renewal option for a 5-year term, and no termination options.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
65

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The following table presents certain information relating to the historical and current occupancy of the Culver Steps Property:

Historical and Current Occupancy(1)
2021 2022 2023 Current(2)
86.0% 87.0% 88.0% 100.0%
(1) Historical occupancies are as of December 31 of each respective year.
(2) Current Occupancy is as of July 31, 2024.

The following table presents certain information relating to the tenants at the Culver Steps Property:

Tenant Summary(1)
Tenant Tenant Type Ratings
Moody's/S&P/Fitch(2)
Net Rentable Area (SF) % of
Total NRA
UW Base Rent UW Base Rent PSF % of Total
UW Base Rent
Lease
Expiration Date
Termination Option (Y/N) Renewal Options
Amazon Office A1/AA/AA- 79,369 65.2% $5,469,088 $68.91 63.1% 7/31/2031 N 2 x 5 Yr
Erewhon Market Retail NR/NR/NR 14,558 12.0% 1,037,376 $71.26 12.0% 5/31/2038 N 3 x 5 Yr
Laurel Grill Retail NR/NR/NR 7,541 6.2% 497,448 $65.97 5.7% 6/30/2034 N Various(3)
Mendocino Farms Retail NR/NR/NR 3,001 2.5% 264,714 $88.21 3.1% 12/31/2030 N 2 x 5 Yr
Sephora Retail NR/NR/NR 4,166 3.4% 251,997 $60.49 2.9% 1/31/2031 Y(4) 2 x 5 Yr
Afuri Ramen Retail NR/NR/NR 3,015 2.5% 235,170 $78.00 2.7% 3/1/2034 N 1 x 5 Yr
CorePower Yoga Retail NR/NR/NR 2,701 2.2% 222,141 $82.24 2.6% 12/31/2029 N 1 x 5 Yr
Philz Coffee Retail NR/NR/NR 1,896 1.6% 171,602 $90.51 2.0% 12/31/2030 N 1 x 5 Yr
Itoko Group (Yunomi Handroll) Retail NR/NR/NR 2,067 1.7% 164,451 $79.56 1.9% 4/1/2034 N 1 x 5 Yr
Salt & Straw Retail NR/NR/NR 1,247 1.0% 151,255 $121.30 1.7% 11/30/2031 N 1 x 5 Yr
Largest Tenants 119,561 98.2 % $8,465,241 $70.80 97.6%
Remaining Occupied 2,175 1.8% $207,903 $95.59 2.4%
Total Occupied 121,736 100.0 % $8,673,145 $71.25 100.0%
Vacant Space 0 0.0%
Total 121,736 100.0 %
(1) Based on the underwritten rent roll dated July 31, 2024.
(2) Certain ratings are those of the parent company whether or not the parent guarantees the lease.
(3) The Laurel Grill has two renewal options, the first renewal for a 10-year term and the second renewal option for a 5-year term.
(4) If Sephora's gross sales do not reach an average of $725 PSF during the third and fourth full lease years, ending in 2023 and 2024, respectively, then the tenant will have the right to terminate its lease 6 months following the end of the fourth lease year with 180 days' notice. Sephora's 2023 and TTM May 2024 sales were $1,401 and $1,490, respectively.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
66

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The following table presents certain information relating to the tenant lease expirations at the Culver Steps Property:

Lease Rollover Schedule(1)(2)(3)
Year Ending December 31 Expiring Owned GLA % of Owned
GLA
Cumulative
% of Owned
GLA
UW Base Rent % of Total UW Base Rent UW Base Rent $
per SF
# of Expiring
Leases
MTM 0 0.0% 0.0% $0 0.0% $0.00 0
2024 0 0.0% 0.0% $0 0.0% $0.00 0
2025 0 0.0% 0.0% $0 0.0% $0.00 0
2026 0 0.0% 0.0% $0 0.0% $0.00 0
2027 0 0.0% 0.0% $0 0.0% $0.00 0
2028 0 0.0% 0.0% $0 0.0% $0.00 0
2029 2,701 2.2% 2.2% $222,141 2.6% $82.24 1
2030 4,897 4.0% 6.2% $436,316 5.0% $89.10 2
2031 85,597 70.3% 76.6% $5,944,969 68.5% $69.45 4
2032 0 0.0% 76.6% $0 0.0% $0.00 0
2033 1360 1.1% 77.7% $135,274 1.6% $99.47 1
2034 12,623 10.4% 88.0% $897,069 10.3% $71.07 3
2035 & Beyond 14,558 12.0% 100.0% $1,037,376 12.0% $71.26 1
Vacant 0 0.0% 100.0% NAP NAP NAP NAP
Total / Wtd. Avg. 121,736 100.0% $8,673,145 100.0% $71.25 12
(1) Based on the underwritten rent roll dated July 31, 2024.
(2) Lease Rollover Schedule is based on the lease expiration dates of all direct leases in place. Certain tenants have more than one lease.
(3) Certain tenants may have termination or contraction options (which may become exercisable prior to the originally stated expiration date of the tenant lease) that are not considered in the above Lease Rollover Schedule.

The following table presents certain information relating to certain historical operating performance and the Underwritten Net Cash Flow at the Culver Steps Property:

Cash Flow Analysis(1)
2021 2022 2023 TTM 4/30/2024 UW UW Per SF %(2)
Base Rent $5,523,283 $6,022,152 $6,841,872 $7,829,028 $8,673,145 $71.25 64.7%
Credit Rent Steps(3) 0 0 0 0 346,875 $2.85 2.6%
Rent Steps 0 0 0 0 42,727 $0.35 0.3%
Recoveries 1,973,253 2,247,035 3,001,580 3,171,563 4,192,391 $34.44 31.3%
Other Income 343,840 309,517 168,070 134,640 148,324 $1.22 1.1%
Gross Potential Rent $7,840,377 $8,578,704 $10,011,522 $11,135,231 $13,403,461 $110.10 100.0%
(Vacancy) 0 0 0 0 (409,711) ($3.37) (3.1)%
Effective Gross Income $7,840,377 $8,578,704 $10,011,522 $11,135,231 $12,993,750 $106.74 96.9%
Total Expenses $3,099,018 $4,229,505 $3,873,413 $4,019,828 $4,474,015 $36.75 34.4%
Net Operating Income $4,741,359 $4,349,198(4) $6,138,109(4) $7,115,403(4) $8,519,735(4) $69.99 65.6%
Capital Expenditures 0 0 0 0 24,347 $0.20 0.2%
TI/LC 0 0 0 0 121,736 $1.00 0.9%
Net Cash Flow $4,741,359 $4,349,198 $6,138,109 $7,115,403 $8,373,652 $68.79 64.4%
Occupancy (%) 86.0% 87.0% 88.0% 98.0% 96.9%
NCF DSCR 0.94x 0.86x 1.22x 1.41x 1.66x
NOI Debt Yield 6.3% 5.8% 8.2% 9.5% 11.4%
(1) Based on the underwritten rent roll dated July 31, 2024, with contractual rent steps through July 2025.
(2) % column represents percent of Gross Potential Rent for revenue lines and percent of Effective Gross Income for all remaining fields.
(3) Represents straight line rent averaging for Amazon through the end of the loan term.
(4) The increase in NOI between 2022 and 2023 and 2023 and TTM 4/30/2024 was primarily due to six leases totaling 19.5% of NRA commencing between 2021 and 2023. The increase in NOI between TTM 4/30/2024 and UW is primarily due to one lease totaling 6.2% of NRA commencing in July 2024, UW contractual rent steps through July 2025, and straight line rent averaging for Amazon through the end of the loan term.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
67

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

Environmental Matters. According to the Phase I environmental assessment dated June 3, 2024, there was no evidence of any recognized environmental conditions at the Culver Steps Property.

Appraisal. According to the appraisal dated July 23, 2024, the Culver Steps Property had an "as-is" appraised value of $130,000,000 as of June 4, 2024. Based on the "as-is" value of the $130,000,000, the Cut-off Date LTV and Maturity Date LTV for the Culver Steps Whole Loan are 57.7% and 57.7%, respectively.

Culver Steps Appraised Value(1)
Property Appraised Value(1) Capitalization Rate(1)
Culver Steps $130,000,000 6.25%
(1) Source: Appraisal.

The Market. The Culver Steps Property is centrally located between West Los Angeles and Downtown Los Angeles, California. The Culver Steps Property has access to transportation linkages such as IH-405, SR-90, SR-187, Jefferson Boulevard, Washington Boulevard, and Culver Boulevard. Public transportation is available within proximity to the Culver Steps Property including Culver CityBus, Big Blue Bus, LADOT transit, and the LA Metro. In addition, the Expo/Crenshaw Metro stop provides access to the LA Metro E Line (which connects the Culver Steps Property to Santa Monica, Downtown Los Angeles, Hollywood, the South Bay, Long Beach, Pasadena, and the San Fernando Valley) and the LA Metro K Line (provides residents of West Adams direct access to the Los Angeles International Airport ("LAX")). The Culver Steps Property is an approximate 8-minute walk from the Culver City LA Metro E Line and an approximate 16-minute walk from Palms LA Metro E Line. Lastly, LAX is approximately 7 miles from the Culver Steps Property.

According to the appraisal, the Culver Steps Property is located in the Culver City/Fox Hills office submarket. As of 2023, the Culver City/Fox Hills office submarket had an inventory of 4.7 million square feet with a 25.8% vacancy rate and asking rent of $44.38 per square foot.

According to the appraisal, the Culver Steps Property is located in the Westside retail submarket. As of 2023, the retail submarket had an inventory of 8.7 million square feet with an 8.2% vacancy rate and asking rent of $65.65 per square foot.

The following table presents certain information relating to comparable office leases for the Culver Steps Property:

Comparable Office Rental Summary(1)
Property / Location Year Built / Renovated Gross Building Area (SF) Tenant Size (SF) Tenant Name Annual Base Rent PSF Lease Commencement Lease Term (Years)
Culver Steps 2019 / NAP 121,736(2) 79,369(2) Amazon(2) $68.91(2) Jul-19(2) 12.0(2)
Culver City, CA
9735 Washington Boulevard 2021 / NAP 91,025 70,628 Apple $64.20 May-22 10.6
Culver City, CA
8970 - 9000 Washington Boulevard 1928 / 2023 15,034 10,000 Sandbox USA $61.80 May-23 10.0
Culver City, CA
8830-8840 National Boulevard 2021 / NAP 241,205 241,205 HBO $59.40 Jan-21 15.0
Culver City, CA
8740 Washington Boulevard 1953 / 2022 79,590 79,590 Apple $72.00 Jul-22 10.4
Culver City, CA
3516 Schaefer Street 2022 / NAP 24,997 24,997 Vayner Media $67.20 Jan-24 6.5
Culver City, CA
3030 La Cienega Boulevard 1956 / 2022 18,031 18,031 Altruist $60.00 Feb-22 7.0
Culver City, CA
5833 Perry Drive & 5860 West Adams Boulevard 1953 / 2024 21,704 21,704 Altruist $66.60 Apr-24 9.8
Culver City, CA
(1) Information obtained from the appraisal unless otherwise indicated.
(2) Based on the underwritten rent roll dated July 31, 2024.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
68

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

The following table presents certain information relating to comparable retail leases for the Culver Steps Property:

Comparable Retail Rental Summary(1)
Property / Location Year Built / Renovated Gross Building Area (SF) Tenant Size (SF) Tenant Name Annual Base Rent PSF Commencement Lease Term (Years)
Culver Steps 2019 / NAP 121,736(2) Various Various $75.63(2) Various Various
Culver City, CA
9426-9432 Washington Boulevard 1921 / NAP 10,000 1,635 Wrapstar $96.00 Jan-23 5.0
Culver City, CA
9901 Washington Boulevard 2016 / NAP 12,500 2,650 Breakfast Republic $63.00 Aug-21 10.0
Culver City, CA
8543-8545 Washington Boulevard 1948 / NAP 2,750 626 Monroe Place $67.20 Mar-21 5.0
Culver City, CA
191 S. Beverly Drive 1950 / NAP 14,089 1,358 Beverly Hills Bikini Shop $78.15 Jan-24 5.0
Culver City, CA
233 S. Beverly Drive 1950 / 1996 N/A 2,504 Layla Bagels $71.00 Dec-23 10.0
Culver City, CA
8400 Wilshire Boulevard 1935 / NAP 2,596 2,596 Panera Inc. $81.24 Jan-23 10.1
Culver City, CA
3032 Wilshire Boulevard 2020 / NAP 11,097 2,235 Carbon Health $104.13 Jan-22 10.0
Culver City, CA
(1) Information obtained from the appraisal unless otherwise indicated.
(2) Based on the underwritten rent roll dated July 31, 2024. The Annual Base Rent PSF represents a weighted average.

The Borrower and Borrower Sponsor. The borrower is HC 9300 Culver, LLC, a Delaware limited liability company structured as a single purpose entity with two independent directors. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the Culver Steps Whole Loan.

The borrower sponsor and non-recourse carveout guarantor is Hackman Capital Partners, LLC ("HCP"). HCP is a private, asset-based investment firm based in Los Angeles, California. Since inception, HCP has invested in more than 330 properties, representing approximately 37 million square feet across the United States, Canada, and Europe. HCP's real estate portfolio has included nearly 5.8 million square feet located in California, with more than 4.4 million square feet located in Southern California. HCP currently has over $10 billion in overall assets under management. The firm is a prominent owner and developer in Culver City, having owned or redeveloped some of Culver City's preeminent projects such as The Culver Studios, several industrial conversions now home to Apple's (Beats by Dre) Southern California headquarters and Westwood One Studios, Sony Pictures Animation Campus, and 5500 Jefferson, amongst others.

The non-recourse carveout guarantor for the Culver Steps Whole Loan is affiliated with the non-recourse carveout guarantors for the Culver Collection Whole Loan, which is also included in the BMARK 2024-V10 securitization.

Property Management. The Culver Steps Property is managed by IDS Real Estate Group, a borrower sponsor affiliate.

Initial and Ongoing Reserves. At origination of the Culver Steps Whole Loan, the borrower deposited $1,179,329 into a reserve for tenant improvements and leasing commissions.

Real Estate Taxes - On a monthly basis during a Trigger Period (as defined below), the borrower is required to escrow 1/12th of the estimated annual real estate tax payments.

Insurance - On a monthly basis, the borrower is required to escrow 1/12th of the annual estimated insurance payments. Such reserve has been conditionally waived so long as the borrower maintains a blanket policy meeting the requirements of the Culver Steps Whole Loan documents and the borrower provides evidence of the renewal of any insurance policy prior to the expiration thereof and receipts for the payment of the applicable premiums.

Replacement Reserve - On a monthly basis during a Trigger Period, the borrower is required to escrow approximately $2,029 for the payment or reimbursement of approved capital expenses, capped at $48,696.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
69

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

Rollover Reserve - At origination, the borrower deposited $1,179,329 for outstanding tenant improvements and leasing commissions related to Laurel Grill and Afuri Ramen. On a monthly basis during a Trigger Period, the borrower is required to escrow $10,145 for approved leasing expenses, capped at $243,480.

Lockbox / Cash Management. The Culver Steps Whole Loan is structured with a hard lockbox and springing cash management. The borrower is required to cause all tenants at the Culver Steps Property to pay rents directly into the account controlled by the lender (the "Lockbox Account"), and to deposit any rents otherwise received by the borrower or manager into such Lockbox Account within two business days after receipt. Prior to a Trigger Period, all funds in the Lockbox Account will be swept daily to the borrower's operating account. Upon the occurrence and during the continuance of a Trigger Period, all funds in the Lockbox Account are required to be swept daily to a cash management account under the control of the lender to be applied and disbursed in accordance with the Culver Steps Whole Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the Culver Steps Whole Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral for the Culver Steps Whole Loan. To the extent that no Trigger Period is continuing, all excess cash flow funds are required to be disbursed to the borrower.

A "Trigger Period" will commence upon the occurrence of: (i) an event of default, (ii) the net cash flow debt service coverage ratio ("NCF DSCR") falling below 1.10x at the end of any calendar quarter (a "Low DSCR Trigger Period"); or (iii) a Lease Sweep Period (as defined below). A Trigger Period will terminate upon: (I) with regard to clause (i), the event of default has been cured or waived and such cure has been accepted by the lender; (II) with regard to clause (ii), the Low DSCR Trigger Period has ended, including the posting of cash collateral or a letter of credit in an amount to achieve a 1.10x NCF DSCR, or otherwise waived by lender; or (III) with regard to clause (iii), the termination of the Lease Sweep Period as described below.

A "Lease Sweep Period" means a period commencing upon the first monthly payment date following the occurrence of any of the following (a) the earlier of (i) the date that is 12 months prior to the expiration of a Lease Sweep Lease (as defined below) and (ii) the date required under the Lease Sweep Lease by which the Lease Sweep Lease tenant is required to give notice of its exercise of a renewal option thereunder (and such renewal has not been so exercised); (b) receipt by borrower or manager of notice from any Lease Sweep Lease tenant exercising its right to terminate its lease; (c) the early termination, early cancellation or early surrender of a Lease Sweep Lease (or 15% or more of the Lease Sweep Lease space) or upon the borrower's receipt of written notice by a Lease Sweep Lease tenant of its intent to effect an early termination, early cancellation or early surrender of its Lease Sweep Lease (or 15% or more of the Lease Sweep Lease space); (d) if a tenant under the Lease Sweep Lease discontinues its business (i.e., "goes dark") in 25% or more of the Lease Sweep Lease space unless (i) such tenant is an investment grade tenant and continues to pay all rent and additional rent due under such Lease Sweep Lease when due, or (ii) the Lease Sweep Lease tenant is discontinuing operations solely to comply with emergency law mandating closure; (e) any default in the payment of base rent, any material monetary obligation, or material non-monetary default under the lease; or (f) the Lease Sweep Lease tenant files for bankruptcy.

A Lease Sweep Period will terminate upon any of the following: (A) in the case of clauses (a)-(e) above, (1) the entirety of the Lease Sweep Lease space (or applicable portion thereof) is leased pursuant to one or more qualified leases (which must be on market terms and extend at least two years beyond the maturity of the Culver Steps Whole Loan and are on terms at least as favorable to landlord as those in the Lease Sweep Lease being replaced) and in the lender's reasonable judgement there are sufficient funds in the lease sweep reserve to cover all anticipated leasing expenses approved by the lender, and free or abated rent periods for such qualified leases (collectively, "Leasing Costs"), and any shortfalls in payments under the Culver Steps Whole Loan or operating expenses resulting from anticipated down time prior to the commencement of payments under such qualified leases; or (2) a portion of the Lease Sweep Lease space (or applicable portion thereof) is leased pursuant to one or more qualified leases (which must have terms that extend at least two years beyond the maturity of the Culver Steps Whole Loan and are on terms at least as favorable to landlord as those in the Lease Sweep Lease being replaced and in the lender's reasonable judgement there are sufficient funds in the lease sweep reserve to cover all Leasing Costs, and any shortfalls in payments under the Culver Steps Whole Loan or operating expenses resulting from anticipated down time prior to the commencement of payments under such qualified leases and the funds accumulated in the lease sweep account and rollover account is equal or greater than the sum of the amount required to cover all Leasing Costs and an amount equal to $40 per square foot for the portion of the Lease Sweep Lease space not leased; (B) in the case of clause (a) above, the Lease Sweep Lease tenant irrevocably exercises its renewal or extension option with respect to all of its space, and in the lender's judgement there are sufficient funds in the lease sweep reserve to cover all Leasing Costs in connection with such renewal or extension; (C) in the case of clause (b) above, the termination option is not validly exercised by the tenant by the latest exercise date or is waived in writing by tenant; (D) in the case of clause (d) above, the date that the tenant re-commences the operating of its space; (E) in the case of clause (e) above, the subject default has been cured and no other default occurs for a period of three consecutive months following the cure; (F) with respect to clause (f) above, the applicable Lease Sweep tenant party insolvency proceeding has terminated and the applicable Lease Sweep Lease, and each guaranty of the Lease Sweep Lease (if any), has been affirmed, assumed or assigned in a manner reasonably satisfactory to the lender; (G) in the case of clauses (c) and (d) above, to the extent that less than 50% of the lease sweep space demised to such tenant under all Lease Sweep Leases (in the aggregate) at the Culver Steps Property triggered such Lease Sweep Period, the date on which the Lease Sweep funds in the lease sweep account collected with respect to the triggering lease sweep space and the rollover account, in the aggregate, equal to $40 PSF for the applicable tenant space; and (H) with respect to clauses (a)-(g) above, the date on which the lease sweep funds in the lease sweep account collected with respect to the Lease Sweep Lease in question (including any Lease Sweep Lease

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
70

Mixed Use - Office/Retail

9300 Culver Boulevard

Culver City, CA 90232

Collateral Asset Summary - Loan No. 6

Culver Steps

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$41,250,000

57.7%

1.66x

11.4%

termination payments with respect to such Lease Sweep Lease deposited into the lease sweep account) and any funds in the rollover account, in the aggregate, are equal to the $40 PSF for the applicable space.

A "Lease Sweep Lease" means (i) the Amazon lease or (ii) any replacement lease that, either individually, or when taken together with any other lease with the same tenant or its affiliates, and assuming the exercise of all expansion rights and all preferential rights to lease additional space contained in such lease, covers the majority of the space that was demised pursuant to the Amazon lease.

Current Mezzanine or Secured Subordinate Indebtedness. None.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

Release of Collateral. Not permitted.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
71

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
72

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
73

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

Mortgage Loan Information Property Information
Loan Seller: CREFI Single Asset / Portfolio: Single Asset
Loan Purpose: Refinance Property Type - Subtype: Multifamily - Mid Rise
Borrower Sponsor(s): Jacob Rosenberg Collateral: Fee
Borrower(s): YC Atlantic LLC and YC Atlantic 2 LLC Location: Brooklyn, NY
Original Balance: $30,000,000 Year Built / Renovated: 2024 / NAP
Cut-off Date Balance: $30,000,000 Property Management: Self-Managed
% by Initial UPB: 4.1% Size: 104 Units
Interest Rate: 6.25000% Appraised Value / Per Unit(3): $44,200,000 / $425,000
Note Date: August 8, 2024 Appraisal Date: May 7, 2024
Original Term: 60 months Occupancy: 69.2% (as of July 4, 2024)
Amortization: Interest Only UW Economic Occupancy: 97.0%
Original Amortization: NAP Underwritten NOI(4): $2,541,766
Interest Only Period: 60 months Underwritten NCF(4): $2,507,991
First Payment Date: October 6, 2024
Maturity Date: September 6, 2029 Historical NOI(5)
Additional Debt Type: NAP Most Recent NOI: NAV
Additional Debt Balance: NAP 2023 NOI: NAV
Call Protection: L(24),D(29),O(7) 2022 NOI: NAV
Lockbox / Cash Management: Springing / Springing 2021 NOI: NAV
Reserves(1) Financial Information
Initial Monthly Cap Cut-off Date Loan / Unit: $288,462
Taxes: $16,973 $4,243 NAP Maturity Date Loan / Unit: $288,462
Insurance: $35,438 $7,088 NAP Cut-off Date LTV: 67.9%
Replacement Reserves: $0 $2,270 NAP Maturity Date LTV: 67.9%
TI / LC: $0 $691 NAP UW NOI DY: 8.5%
Other(2): $6,587,268 $0 NAP UW NCF DSCR: 1.32x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Mortgage Loan $30,000,000 100.0% Loan Payoff $20,042,113 66.8 %
Upfront Reserves 6,639,679 22.1
Closing Costs(6) 2,012,577 6.7
Sponsor Equity 1,305,631 4.4
Total Sources $30,000,000 100.0% Total Uses $30,000,000 100.0 %
(1) See "Initial and Ongoing Reserves" below.
(2) Other initial reserves include an upfront affordable housing reserve of $6,309,095 and an upfront Section 421-a reserve of $278,173. The mortgage loan seller determined that the conditions to release the $6,309,095 affordable housing reserve have been satisfied, and such reserve has been released to the borrowers.
(3) The Appraised Value includes the net present value of a 421-a exemption which the borrowers are in the process of applying for. The appraiser attributed $10,800,000 of value to the 421-a exemption, which amount is included in the appraised value. See Description of the Mortgage Pool-Certain Calculations and Definitions-Appraised Value" and "Description of the Mortgage Pool-Real Estate and Other Tax Considerations" in the Preliminary Prospectus.
(4) Underwritten NOI and Underwritten NCF are inclusive of rent attributable to the 32 rent stabilized units that were not leased as of origination of the 2767-2777 Atlantic Avenue Mortgage Loan (as defined below). All 32 of these units have subsequently been leased.
(5) Historical NOI information is not available because the 2767-2777 Atlantic Avenue Property (as defined below) was recently constructed in 2024.
(6) Closing Costs include a rate buydown fee of $1,050,000.

The Loan. The seventh largest mortgage loan (the "2767-2777 Atlantic Avenue Mortgage Loan") is secured by the borrowers' fee interest in a 104 unit, eight-story mid-rise multifamily property located in the Cypress Hills neighborhood of Brooklyn, New York (the "2767-2777 Atlantic Avenue Property"). The 2767-2777 Atlantic Avenue Mortgage Loan is evidenced by a single promissory note with an outstanding principal balance as of the Cut-off Date of $30,000,000. The 2767-2777 Atlantic Avenue Mortgage Loan was originated on August 8, 2024 by CREFI and accrues interest at a fixed rate of 6.25000% per annum. The 2767-2777 Atlantic Avenue Mortgage Loan has an initial term of five-years and is interest-only for the full term. The scheduled maturity date of the 2767-2777 Atlantic Avenue Mortgage Loan is September 6, 2029.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
74

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

The Property. The 2767-2777 Atlantic Avenue Property is a recently constructed, 104 unit, mid-rise multifamily property spanning two adjacent eight story buildings located at 2767-2777 Atlantic Avenue in the Cypress Hills neighborhood of Brooklyn, New York. The 2767-2777 Atlantic Avenue Property was completed in 2024 and includes 9,650 square feet of commercial space comprised of 9,000 square feet of ground-floor retail space and 650 feet of self-storage space, all of which is leased to Burbuja Event & Party Rentals Inc. ("Burbuja") on a 10-year lease running through May 14, 2034. Burbuja is an event planning company that specializes in weddings and corporate gatherings and accounts for 9.1% of underwritten base rent. Amenities at the 2767-2777 Atlantic Avenue Property include in-building laundry, a fitness center, package room, virtual doorman, and rooftop access. Primary access to the Cypress Hills Neighborhood is provided by the 2, 3, 4, 5, L, A, C, J and Z subway lines along with various routes on the MTA regional bus lines.

The unit mix at the 2767-2777 Atlantic Avenue Property consists of 35 market rate studio units, eight rent stabilized affordable housing studio units, 35 market rate one-bedroom units, 17 rent stabilized affordable housing one-bedroom units, two market rate two-bedroom units, and seven rent stabilized affordable housing two-bedroom units. Unit amenities at the 2767-2777 Atlantic Avenue Property include stainless steel kitchen appliances, hardwood floors and wood cabinetry. As of July 4, 2024, the 2767-2777 Atlantic Avenue Property was 69.2% occupied. At origination of the 2767-2777 Atlantic Avenue Mortgage Loan, 100.0% of the fair market units were leased while the affordable units remained in lease up. Since origination, all 32 of the rent stabilized affordable housing units have been leased. In addition, of the 72 market rate apartments, 47 are leased to tenants who use Section 8 housing vouchers to pay rent.

The borrowers have applied for a 35-year 421-a Affordable New York Housing Tax Exemption Program exemption for the 2767-2777 Atlantic Avenue Property. In order to qualify for the tax exemption, at least 30% of the units at the 2767-2777 Atlantic Avenue Property must be leased as "affordable units," which are defined as affordable to a household whose income does not exceed 130% of the area median income. For years one through 25 of such exemption, 100% of the projected assessed value of the 2767-2777 Atlantic Avenue Property improvements on the tax lot would be exempt from real estate taxes. The exemption falls to 30% in years 26 through 35 of such exemption. Real estate taxes were underwritten to the appraisal's year-one abated 2024/2025 taxes of $48,495. The appraisal's estimated full tax liability for the 2024/2025 tax year is $556,346. The 2767-2777 Atlantic Avenue Mortgage Loan documents provide for recourse liability to the guarantor for a portion of the 2767-2777 Atlantic Avenue Mortgage Loan in an amount equal to $10,800,000 (which corresponds to the estimated net present value of the applied-for 421-a tax exemption set forth in the appraisal) until the date on which the lender approves evidence delivered by the borrowers that the applicable Section 421-a benefits for the 2767-2777 Atlantic Avenue Property have been implemented in accordance with the 2767-2777 Atlantic Avenue Mortgage Loan documents. At origination, the borrowers placed $6,309,095 into an upfront affordable housing reserve, which has been released. See "Description of the Mortgage Pool-Real Estate and Other Tax Considerations" in the Preliminary Prospectus.

The following table presents certain information relating to the unit mix at the 2767-2777 Atlantic Avenue Property:

Unit Mix(1)
Unit Type # of Units % of Total Units Occupancy Average Unit Size (Sq. Ft.) Average Monthly Rent Per Unit Average Monthly Market Rent Per Unit(2)(3)
Studio 35 33.7% 100.0% 392 $2,508 $2,500
Studio - Rent Stabilized 8 7.7% 0.0% 385 NAV $1,693
One Bedroom 35 33.7% 100.0% 552 $2,587 $2,700
One Bedroom - Rent Stabilized 17 16.3% 0.0% 525 NAV $1,412
Two Bedroom 2 1.9% 100.0% 654 $2,795 $2,800
Two Bedroom - Rent Stabilized 7 6.7% 0.0% 655 NAV $2,080
Total / Wtd Avg. 104 100.0% 69.2% 490 $2,554 $2,305
(1) Based on the underwritten rent roll dated July 4, 2024. Average Monthly Rent Per Unit is based on occupied units.
(2) Source: Appraisal.
(3) Average Monthly Market Rent Per Unit for the Rent Stabilized units represents ownership's estimated rents. The rent stabilized units are also designated as affordable housing units.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
75

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

The following table presents certain information relating to the Underwritten Net Cash Flow at the 2767-2777 Atlantic Avenue Property:

Cash Flow Analysis(1)(2)
U/W U/W Per Unit
Base Rent - Residential $2,207,064 $21,222
Potential Income from Vacant Units 625,296 6,012
Gross Potential Rent - Residential $2,832,360 $27,234
Other Income(3) 36,000 346
Net Rental Income $2,868,360 $27,580
(Vacancy / Credit Loss) (84,971) (817)
Effective Gross Income- Residential $2,783,389 $26,763
Base Rent - Commercial $222,000 $2,135
Potential Income from Vacant Units $0 $0
Net Rental Income- Commercial $222,000 $2,135
(Vacancy / Credit Loss) (11,100) (107)
Effective Gross Income- Commercial $210,900 $2,028
Total Economic Gross Income $2,994,289 $28,791
Real Estate Taxes(4) 48,495 466
Insurance 81,000 779
Management Fee 89,829 864
Other Expenses(5) 233,200 2,242
Total Expenses $452,524 $4,351
Net Operating Income $2,541,766 $24,440
Replacement Reserves- Residential $26,000 $250
Replacement Reserves- Commercial 1,448 14
TI/LC - Commercial 6,327 61
Net Cash Flow $2,507,991 $24,115
Occupancy 97.0%(6)
NCF DSCR 1.32x
NOI Debt Yield 8.5%
(1) Historical financial information is not available because the 2767-2777 Atlantic Avenue Property was recently constructed in 2024.
(2) U/W is inclusive of rent attributable to the 32 rent stabilized units that were not leased as of origination of the 2767-2777 Atlantic Avenue Mortgage Loan. All 32 of these units have subsequently been leased.
(3) Other Income includes laundry, parking, and bike storage fees in both buildings.
(4) Real Estate Taxes were underwritten to the appraisal's year-one abated 2024/2025 taxes of $48,495. The appraisal's estimated full tax liability for the 2024/2025 tax year is $556,346.
(5) Other Expenses include payroll and benefits, repairs and maintenance, utilities and general and administrative expenses.
(6) Represents economic occupancy.

Appraisal. According to the appraisal, the 2767-2777 Atlantic Avenue Property had an "as-is" appraised value of $44,200,000 as of May 7, 2024. Based on the "as-is" value of $44,200,000, the Cut-off Date LTV and Maturity Date LTV for the 2767-2777 Atlantic Avenue Mortgage Loan are 67.9%. The appraisal calculates the net present value of the applied-for but not received 421-a exemption to be $10,800,000, which amount is included in the appraised value set forth in the appraisal.

2767-2777 Atlantic Avenue Appraised Value(1)
Property Value Capitalization Rate
2767-2777 Atlantic Avenue $44,200,000 6.00%
(1) Source: Appraisal.

Environmental Matters. According to the Phase I environmental report dated May 22, 2024, there was no evidence of any recognized environmental conditions at the 2767-2777 Atlantic Avenue Property.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
76

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

The Market. The 2767-2777 Atlantic Avenue Property is located at 2767-2777 Atlantic Avenue in the Cypress Hills neighborhood in Brooklyn, New York. Primary access to the Cypress Hills neighborhood is provided by the 2, 3, 4, 5, L, A, C, J and Z subway lines along with various routes on the MTA Regional Bus line. Additionally, the Cypress Hills neighborhood is located approximately 6.0 miles from John F. Kennedy International Airport and 11.5 miles from LaGuardia Airport.

The 2767-2777 Atlantic Avenue Property is located within the Brooklyn multifamily submarket of the New York Metro multifamily market. According to the appraisal, as of December 31, 2023, the Brooklyn multifamily submarket had total inventory of 481,944 units, a vacancy rate of 2.7%, and effective rent of $4,299 per unit.

According to a third party market research report, the 2767-2777 Atlantic Avenue Property is located in the East New York multifamily submarket of the Brooklyn multifamily submarket. As of June 17, 2024, the East New York multifamily submarket had total inventory of 12,005 units, a vacancy rate of 3.3%, and effective rent of $1,856 per unit.

The following table presents certain information relating to multifamily properties that are comparable to the 2767-2777 Atlantic Avenue Property:

Multifamily Rent Comparables(1)
Property Name / Address Distance from
Subject
Year Built /
Renovated
Number
of Units
Unit Type Average
Unit Size
Average
Rent Per
Unit

2767-2777 Atlantic Avenue

Brooklyn, New York 11207

- 2024 / NAP 104 Studio 390 SF(2) $2,508(2)
1BR 543 SF(2) $2,587(2)
2BR 655 SF(2) $2,795(2)

The Cypress Park
2715 Fulton Street,

Brooklyn, New York 11233

0.3 mi 2023 / NAP 60 2BR 622 SF $3,243

2175 Bergen Street

Brooklyn, New York 11233

1.3 mi 2020 / NAP 41 1BR 693 SF $2,553
2BR 725 SF $2,788
3BR 782 SF $2,961

2886 Atlantic Avenue

Brooklyn, New York 11207

0.2 mi 2023 / NAP 183 1BR 575 SF $2,495
2BR 750 SF $3,220

2840 Atlantic Avenue

Brookyln, New York 11207

0.2 mi 2024 / NAP 320 Studio 465 SF $2,337
1BR 590 SF $2,884
2BR 789 SF $3,363
3BR 1,030 SF $4,090

1884 Broadway

Brooklyn, New York 11207

1.5 mi 2021 / NAP 66 Studio 550 SF $2,220
1BR 700 SF $2,535
2BR 935 SF $2,858
3BR 1,000 SF $3,521
(1) Source: Appraisal.
(2) Based on the underwritten rent roll dated July 4, 2024. Average Rent Per Unit reflects the average market rent for occupied units and excludes rent stabilized units.

The Borrowers and the Borrower Sponsor. The borrowers are YC Atlantic LLC and YC Atlantic 2 LLC, each a New York limited liability company and single purpose entity having at least one independent director in its organizational structure. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the 2767-2777 Atlantic Avenue Mortgage Loan. The borrower sponsor and non-recourse carveout guarantor is Jacob Rosenberg. Jacob Rosenberg is an experienced businessman who has been involved in the real estate industry for over 20 years with a focus on multifamily properties in Brooklyn, New York. As of June 30, 2024 Jacob Rosenberg owned six multifamily properties along with 3 mixed-use properties with a total of 228 units as well as five single family homes.

Property Management. The 2767-2777 Atlantic Avenue Property is self-managed by the borrowers.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
77

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

Initial and Ongoing Reserves. At origination of the 2767-2777 Atlantic Avenue Mortgage Loan, the borrowers deposited (i) $16,973 into a reserve account for real estate taxes, (ii) $35,438 into a reserve account for insurance premiums, (iii) $278,173 into a reserve account in connection with the applied for Section 421-a tax abatement and (iv) $6,309,095 into an affordable housing reserve for the lease-up of affordable housing units at the 2767-2777 Atlantic Avenue Property, which was subsequently released to the borrowers (See Affordable Housing Reserve below).

Tax Reserve - The borrowers are required to deposit into a real estate tax reserve, on a monthly basis, 1/12th of the taxes that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $4,243). Except with respect to the borrowers' obligation to fund (or cause to be funded) the Section 421-a Reserve (as discussed below), any deposits required to be made by the borrowers into such real estate tax reserve will be calculated based on abated real estate taxes as if the Section 421-a benefits for the 2767-2777 Atlantic Avenue Property have been implemented.

Insurance Reserve - The borrowers are required to deposit into an insurance reserve, on a monthly basis, 1/12th of the amount which will be sufficient to pay the insurance premiums due for the renewal of coverage afforded by such policies (initially estimated to be approximately $7,088); provided, however, such amount will be waived if the liability or casualty policy maintained by the borrowers is an approved blanket or umbrella policy.

Replacement Reserve - The borrowers are required to deposit into a replacement reserve, on a monthly basis, approximately $2,270 to be used for replacements at the 2767-2777 Atlantic Avenue Property.

Leasing Reserve - The borrowers are required to deposit into a leasing reserve, on a monthly basis, $691 for tenant improvements and leasing commissions.

Section 421-a Reserve - If, at any time, the lender or servicer reasonably determines that amounts on deposit in the Section 421-a reserve account are insufficient to pay the anticipated taxes for the following six month period based on the most recent assessed value of the 2767-2777 Atlantic Avenue Property, the borrowers are required to deposit such amount as is sufficient to make up such insufficiency. Provided no event of default has occurred and is continuing, such obligation will cease upon the date on which the lender approves evidence delivered by the borrowers that the applicable Section 421-a benefits for the 2767-2777 Atlantic Avenue Property have been implemented in accordance with the 2767-2777 Atlantic Avenue Mortgage Loan documents, and the lender will disburse all funds remaining in the Section 421-a reserve (A) in the absence of a Trigger Period (as defined below), to the borrowers, or (B) during the continuance of a Trigger Period, to the lender-controlled cash management account to be applied in accordance with the 2767-2777 Atlantic Avenue Mortgage Loan documents.

Affordable Housing Reserve - Although the borrowers deposited $6,309,095 into an affordable housing reserve at origination of the 2767-2777 Atlantic Avenue Mortgage Loan, the mortgage loan seller has determined that the conditions for release have been satisfied and the funds have been released to the borrowers in accordance with the 2767-2777 Atlantic Avenue Mortgage Loan documents.

Lockbox / Cash Management. The 2767-2777 Atlantic Avenue Mortgage Loan is structured with a springing lockbox and springing cash management. Upon the first occurrence of a Trigger Period, the borrowers are required to establish a lender-controlled lockbox account, and are thereafter required to deposit, or cause the property manager to deposit, immediately upon receipt, all revenue received by the borrowers or the property manager into such lockbox. Within five days after the borrowers receive notice of the first occurrence of a Trigger Period, the borrowers are required to deliver a notice to all tenants at the 2767-2777 Atlantic Avenue Property directing them to remit rent and all other sums due under the applicable lease directly to the lender-controlled lockbox account. All funds deposited into the lockbox are required to be transferred on each business day to or at the direction of the borrowers unless a Trigger Period exists, in which case all funds in the lockbox account are required to be swept on each business day to a lender-controlled cash management account to be applied and disbursed in accordance with the 2767-2777 Atlantic Avenue Mortgage Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the 2767-2777 Atlantic Avenue Mortgage Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral for the 2767-2777 Atlantic Avenue Mortgage Loan. Upon the cure of the applicable Trigger Period, so long as no other Trigger Period exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrowers. Upon an event of default under the 2767-2777 Atlantic Avenue Mortgage Loan documents, the lender may apply funds to the debt in such priority as it may determine.

"Trigger Period" means a period (A) commencing upon the earlier of (i) the occurrence and continuance of an event of default under the 2767-2777 Atlantic Avenue Mortgage Loan documents, and (ii) the debt service coverage ratio being less than 1.10x; and (B) expiring upon (x) with regard to clause (i) above, the cure (if applicable) of such event of default under the 2767-2777 Atlantic Avenue Mortgage Loan documents, and (y) with regard to clause (ii) above, the date that the debt service coverage ratio is equal to or greater than 1.15x for two consecutive calendar quarters.

Current Mezzanine or Secured Subordinate Indebtedness. None.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
78

Multifamily - Mid Rise

2767-2777 Atlantic Avenue

Brooklyn, NY 11207

Collateral Asset Summary - Loan No. 7

2767-2777 Atlantic Avenue

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$30,000,000

67.9%

1.32x

8.5%

Release of Collateral. Not permitted.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
79

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
80

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
81

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

Mortgage Loan Information Property Information
Loan Seller: CREFI Single Asset / Portfolio: Portfolio
Loan Purpose: Acquisition Property Type - Subtype: Self Storage - Self Storage
Borrower Sponsor(s): Robert Dubroc Collateral: Fee
Borrower(s)(1): Various Location(3): Various, Various
Original Balance: $28,500,000 Year Built / Renovated(3): Various / Various
Cut-off Date Balance: $28,500,000 Property Management: On Track Properties LLC
% by Initial UPB: 3.9% Size: 732,769 SF
Interest Rate: 6.95000% Appraised Value / Per SF: $45,200,000 / $62
Note Date: August 13, 2024 Appraisal Date: March 6, 2024
Original Term: 60 months Occupancy: 94.7% (as of April 5, 2024)
Amortization: Interest Only UW Economic Occupancy: 93.0%
Original Amortization: NAP Underwritten NOI: $3,126,097
Interest Only Period: 60 months Underwritten NCF: $3,029,953
First Payment Date: October 6, 2024
Maturity Date: September 6, 2029 Historical NOI
Additional Debt Type: NAP Most Recent NOI: $3,005,964 (TTM May 31, 2024)
Additional Debt Balance: NAP 2023 NOI: $2,931,711
Call Protection: L(24),D(29),O(7) 2022 NOI: $2,427,166
Lockbox / Cash Management: Springing / Springing 2021 NOI: NAV
Reserves(2) Financial Information
Initial Monthly Cap Cut-off Date Loan / SF: $39
Taxes: $128,299 $16,037 NAP Maturity Date Loan / SF: $39
Insurance: $11,212 $11,212 NAP Cut-off Date LTV: 63.1%
Replacement Reserves: $0 $8,012 NAP Maturity Date LTV: 63.1%
Deferred Maintenance: $48,250 $0 NAP UW NOI DY: 11.0%
UW NCF DSCR: 1.51x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Mortgage Loan $28,500,000 66.2 % Purchase Price $41,400,000 96.1 %
Sponsor Equity 14,135,264 32.8 Closing Costs 1,474,835 3.4
Other Sources 427,332 1.0 Upfront Reserves 187,761 0.4
Total Sources $43,062,596 100.0 % Total Uses $43,062,596 100.0 %
(1) The borrowers are Paducah Storage Land LLC, Paducah Storage Land TIC 2 LLC, Paducah Storage Land TIC 3 LLC, Paducah Storage Land TIC 4 LLC and Paducah Storage Land TIC 5 LLC as tenants-in-common.
(2) See "Initial and Ongoing Reserves" below.
(3) See "Portfolio Summary" below.

The Loan. The eighth largest mortgage loan (the "AAA Stow-A-Way Storage Portfolio Mortgage Loan") has an outstanding principal balance as of the Cut-off Date of $28,500,000 and is secured by first lien mortgages on the borrowers' fee interests in forty-one self-storage properties and three offices supporting the self-storge operations totaling 732,769 square feet (collectively, the "AAA Stow-A-Way Storage Portfolio Properties"). The AAA Stow-A-Way Storage Portfolio Mortgage Loan was originated on August 13, 2024 by CREFI and accrues interest at a rate of 6.95000% per annum. The AAA Stow-A-Way Storage Portfolio Mortgage Loan has a five-year term and is interest-only for the entire term. The scheduled maturity date for the AAA Stow-A-Way Storage Portfolio Mortgage Loan is the payment date that occurs on September 6, 2029.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
82

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

The Properties. The AAA Stow-A-Way Storage Portfolio Properties are comprised of forty-one self storage properties and three offices supporting the self-storage operations totaling 732,769 square feet located across Paducah, Kevil, Boaz and Mayfield, Kentucky; and Metropolis, Illinois. The AAA Stow-A-Way Storage Portfolio Properties contain a total of 5,086 self storage units, of which 430 are climate controlled. The AAA Stow-A-Way Storage - Paducah Property (as defined below) and AAA Stow-A-Way Storage - Mayfield Property (as defined below) operate on a hub and spoke model with multiple self storage properties and two management offices in Paducah and one commercial building in Mayfield; the AAA Stow-A-Way Storage - Metropolis Property is a stand-alone facility. As of April 5, 2024, the AAA Stow-A-Way Storage Portfolio Properties were 94.7% occupied with individual property occupancies ranging from 87.4% to 96.3%.

The "AAA Stow-A-Way Storage - Paducah Property" is a cluster of 29 self storage properties and two management offices totaling 592,486 square feet which consists of 3,777 self storage units, 106 covered parking spaces and 108 uncovered parking spaces in Paducah, Kevil and Boaz, Kentucky. The two management offices at the AAA Stow-A-Way Storage - Paducah Property account for 5,632 square feet. The AAA Stow-A-Way Storage - Paducah Property was built between 1989 and 2022 and is situated across 104.02 acres. The AAA Stow-A-Way Storage - Paducah Property unit mix consists of 3,458 drive-up units (506,802 square feet), 319 climate-controlled units (36,052 square feet), 106 covered parking units (49,632 square feet) and 108 uncovered parking spaces. As of April 5, 2024, the AAA Stow-A-Way Storage - Paducah Property was 96.3% occupied by NRA.

The "AAA Stow-A-Way Storage - Mayfield Property" is a cluster of 11 self storage properties and one management office totaling 102,733 square feet which consists of 822 self storage units and one uncovered parking space in Mayfield, Kentucky. The AAA Stow-A-Way Storage - Mayfield Property was built between 1989 and 2024 and is situated across 14.55 acres. The AAA Stow-A-Way Storage - Mayfield Property unit mix consists of 712 drive-up units (90,658 square feet), 110 climate-controlled units (12,075 square feet), and one uncovered parking space. As of April 5, 2024, the AAA Stow-A-Way Storage - Mayfield Property was 87.4% occupied by NRA.

The "AAA Stow-A-Way Storage - Metropolis Property" is a 37,550 square foot self storage facility located on a 2.65-acre site at 19 Pullen Road in Metropolis, Illinois. The AAA Stow-A-Way Storage - Metropolis Property was originally built in 2009 and consists of ten, single-story self storage buildings and one commercial unit. The unit mix at the AAA Stow-A-Way Storage - Metropolis Property includes 271 drive-up units (36,050 square feet) and one climate-controlled unit (1,500 square feet). As of April 5, 2024, the AAA Stow-A-Way Storage - Metropolis Property was 89.3% occupied by NRA.

The following table presents certain information relating to the AAA Stow-A-Way Storage Portfolio Properties:

Portfolio Summary
Property Name City, State(1) Allocated
Mortgage Loan Amount ("ALA")
% of ALA Occupancy(2) Year Built/ Renovated(1) Net Rentable Area (SF) (2) Storage Units(2) Appraised Value(1) % of UW NOI(2)
AAA Stow-A-Way Storage - Paducah Paducah, Kevil,
Boaz, KY
$23,249,199 81.6% 96.3% 1989-2022/NAP 592,486 3,777 $34,800,000 80.3%
AAA Stow-A-Way Storage - Mayfield Mayfield, KY $3,986,764 14.0% 87.4% 1989-2024/NAP 102,733 822 $8,200,000 15.0%
AAA Stow-A-Way Storage - Metropolis Metropolis, IL $1,264,037 4.4% 89.3% 2009/2022 37,550 272 $2,200,000 4.6%
Total / Wtd. Avg. $28,500,000 100.0% 94.7% 732,769 4,871 $45,200,000 100.0%
(1) Source: Appraisals.
(2) Based on the underwritten rent rolls dated April 5, 2024.

The following table presents certain information with respect to the unit mix of the AAA Stow-A-Way Storage Portfolio Properties:

Unit Mix(1)
Unit Type Square Feet % of Total Square Feet Occupancy (SF) Units % of Total Units Occupancy (Units)
Non-Climate Controlled Storage Units 633,510 86.5% 95.9% 4,441 87.3% 96.1%
Climate Controlled Storage Units 49,627 6.8% 77.1% 430 8.5% 85.6%
Uncovered Parking Units 0 0.0% 0.0% 109 2.1% 93.6%
Covered Parking Units 49,632 6.8% 97.6% 106 2.1% 96.2%
Total / Wtd. Avg. 732,769 100.0% 94.7% 5,086 100.0% 95.2%
(1) Based on the underwritten rent rolls dated April 5, 2024.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
83

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

The Market. The AAA Stow-A-Way Storage Portfolio Properties are located within the Paducah-Mayfield, KY-IL Combined Statistical Area ("Paducah-Mayfield KY-IL CSA"). The Paducah-Mayfield KY-IL CSA is located within the western portion of the State of Kentucky and the southern-most portion of the State of Illinois and is comprised of Ballard, Graves, Livingston and McCracken Counties in Kentucky, as well as Massac County in Illinois. According to the appraisal, the Paducah-Mayfield KY-IL CSA spans approximately 1,597 square miles and as of 2022 had approximately 136,369 residents and an average annual household income of $70,060.

The city of Paducah is located approximately half-way between St. Louis, Missouri to the northwest and Nashville, Tennessee to the southeast. According to the appraisal, the city of Paducah's top employers are Baptist Healthcare Systems, Bon Secours Mercy Health, Inc., Wal-Mart, Lowes, West Kentucky Community & Technical College, Baptist Health Medical Group, ViWinTech Window and Dippin' Dots which has its corporate headquarters there. The city of Mayfield, Illinois is located approximately 24 miles south and the city of Metropolis, Kentucky is located approximately 7 miles southeast of Paducah's central business district.

The following table presents certain trade area information for the AAA Stow-A-Way Storage Portfolio Properties:

Trade Area Summary(1)
Property Name Radius Total Units Total SF Available Average Unit Size Average Occupancy Primary Trade Area Population
AAA Stow-A-Way Storage - Paducah 10 miles 6,628 890,601 134 90% 76,457
AAA Stow-A-Way Storage - Mayfield 15 miles 1,525 225,793 148 91% 42,984
AAA Stow-A-Way Storage - Metropolis 10 miles 4,359 536,019 123 92% 61,906
Wtd. Avg.(2) 5,755 774,189 136 90% 70,749
(1) Source: Appraisals.
(2) Wtd. Avg. are weighted based on underwritten NOI of each property.

The following table presents certain information relating to the historical operating performance and Underwritten Net Cash Flow at the AAA Stow-A-Way Storage Portfolio Properties:

Cash Flow Analysis
2022 2023 TTM(1) U/W U/W Per SF %(2)
In Place Storage Rent $4,092,895 $4,265,616 $4,310,539 $4,346,376 $5.93 93.7 %
Potential Income from Vacant Units 0 0 0 290,340 0.40 6.3
Gross Potential Rent $4,092,895 $4,265,616 $4,310,539 $4,636,716 $6.33 100.0 %
(Vacancy / Credit Loss) 0 0 0 (326,177) (0.45) (7.0 )
Other Income(3) 268,864 354,714 354,358 354,358 0.48 7.6
Effective Gross Income $4,361,759 $4,620,330 $4,664,898 $4,664,898 $6.37 100.6 %
Management Fee $174,470 $184,813 $186,596 $186,596 0.25 4.0
Real Estate Tax 171,351 179,945 179,945 182,013 0.25 3.9
Insurance 120,677 129,958 127,695 128,131 0.17 2.7
Other Expenses(4) 1,468,095 1,193,904 1,164,698 1,042,060 1.42 22.3
Total Expenses $1,934,593 $1,688,620 $1,658,934 $1,538,800 $2.10 33.0 %
Net Operating Income $2,427,166 $2,931,711 $3,005,964 $3,126,097 $4.27 67.0 %
Replacement Reserves 0 0 0 96,144 0.13 2.1
Net Cash Flow $2,427,166 $2,931,711 $3,005,964 $3,029,953 $4.13

65.0

%

Occupancy 97.4% 96.9% 97.3% 93.0%(5)
NCF DSCR 1.21x 1.46x 1.50x 1.51x
NOI Debt Yield 8.5% 10.3% 10.5% 11.0%
(1) TTM reflects the trailing 12-month period ending May 31, 2024.
(2) % column represents percent of Gross Potential Rent for all revenue lines and represents percent of Effective Gross Income for the remainder of fields.
(3) Other Income includes items such as late fees, administrative fees, lien fees and other miscellaneous expenses.
(4) Other Expenses includes personnel, advertising, general and administrative, utilities, repairs and maintenance.
(5) Represents economic occupancy.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
84

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

Appraisals. According to the appraisals prepared in connection with the origination of the AAA Stow-A-Way Storage Portfolio Mortgage Loan, the appraiser concluded to an aggregate "as-is" appraised value of $45,200,000 as of March 6, 2024.

AAA Stow-A-Way Storage Portfolio Appraised Value(1)
Property Value Capitalization Rate
AAA Stow-A-Way Storage - Paducah $34,800,000 6.0%
AAA Stow-A-Way Storage - Mayfield $8,200,000 6.0%
AAA Stow-A-Way Storage - Metropolis $2,200,000 6.0%
Total / Wtd. Avg. $45,200,000 6.0%
(1) Source: Appraisals.

Environmental Matters. The Phase I environmental reports, dated between March 11, 2024 and March 19, 2024, identified recognized environmental conditions at the AAA Stow-A-Way Storage - Mayfield Property (at the 329 West Water Street address), and the AAA Stow-A-Way Storage - Paducah Property (at the 1375 South 3rd Street, 951 Bleich Road, 2240 Bridge Street, 144 County Park Road and 2174 Bridge Street addresses) See "Description of the Mortgage Pool-Environmental Considerations" in the Preliminary Prospectus.

The Borrowers and the Borrower Sponsor. The borrowers are Paducah Storage Land LLC, Paducah Storage Land TIC 2 LLC, Paducah Storage Land TIC 3 LLC, Paducah Storage Land TIC 4 LLC and Paducah Storage Land TIC 5 LLC and own the AAA Stow-A-Way Portfolio Properties as tenants in common. Each borrower is a Delaware limited liability company and single purpose entity having one independent director in its organizational structure. Legal counsel to the borrowers delivered a non-consolidation opinion in connection with the origination of the AAA Stow-A-Way Portfolio Mortgage Loan. The non-recourse carveout guarantor and borrower sponsor is Robert Dubroc of On Track Storage. On Track Storage is a Midwest based self-storage provider that Robert Dubroc founded in 2020 and prior to the acquisition of the AAA Stow-A-Way Storage Portfolio Properties, owned six facilities located across Kansas, Missouri and Ohio.

Property Management. The AAA Stow-A-Way Storage Portfolio Properties are managed by On Track Properties LLC, an affiliate of the borrower.

Initial and Ongoing Reserves. At origination of the AAA Stow-A-Way Storage Portfolio Mortgage Loan, the borrowers deposited approximately (i) $128,299 into a reserve account for real estate taxes, (ii) $11,212 into a reserve account for insurance premiums, and (iii) $48,250 into an immediate repairs reserve.

Tax Reserve - The borrowers are required to deposit into a real estate tax reserve, on a monthly basis, 1/12th of the taxes that the lender estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $16,037).

Insurance Reserve - The borrowers are required to deposit into an insurance reserve, on a monthly basis, if the insurance policies which cover the AAA Stow-A-Way Storage Portfolio Properties do not constitute an approved blanket or umbrella policy pursuant to the AAA Stow-A-Way Storage Portfolio Mortgage Loan documents, or the lender requires the applicable borrowers to obtain a separate policy, 1/12th of an amount which would be sufficient to pay the insurance premiums due for the renewal of the coverage afforded by such policies upon the expiration thereof (initially estimated to be approximately $11,212).

Replacement Reserve - The borrowers are required to deposit into a replacement reserve, on a monthly basis, $8,012 to be used for replacements at the AAA Stow-A-Way Storage Portfolio Properties.

Lockbox / Cash Management. The AAA Stow-A-Way Storage Portfolio Mortgage Loan is structured with a springing lockbox and springing cash management. Upon the first occurrence of a Trigger Period (as defined below), the borrowers are required to establish a lender-controlled lockbox account, and are thereafter required to deposit, or cause the property manager to deposit, immediately upon receipt, all revenue received by the borrowers or the property manager into such lockbox. In addition, upon the first occurrence of a Trigger Period, the lender is required to establish a lender-controlled cash management account. Within five days after the borrowers receive notice of the first occurrence of a Trigger Period, the borrowers are required to deliver notices (the "Payment Direction Notices") to all credit card companies that the borrowers and/or property manager utilize to process revenue derived from the AAA Stow-A-Way Storage Portfolio Properties directing them to remit all sums collected directly to the lender-controlled lockbox account. At origination of the AAA Stow-A-Way Storage Portfolio Mortgage Loan, the borrowers delivered partially completed Payment Direction Notices to the lender to be held in escrow pending the occurrence of a Trigger Period. If the borrowers fail to timely send the Payment Direction Notices following a Trigger Period, the lender is authorized to do so on behalf of the borrowers. All funds deposited into the lockbox account are required to be transferred on each business day to or at the direction of the borrowers unless a Trigger Period exists, in which case all funds in the lockbox account are required to be swept on each business day to a lender-controlled cash management account to be applied and disbursed in accordance with the AAA Stow-A-Way Storage Portfolio Mortgage Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the AAA Stow-A-Way Storage Portfolio Mortgage Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
85

Self Storage - Self Storage

Various

Various, Various

Collateral Asset Summary - Loan No. 8

AAA Stow-A-Way Storage
Portfolio

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,500,000

63.1%

1.51x

11.0%

for the AAA Stow-A-Way Storage Portfolio Mortgage Loan. Upon the cure of the applicable Trigger Period, so long as no other Trigger Period exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrowers. Upon an event of default under the AAA Stow-A-Way Storage Portfolio Mortgage Loan documents, the lender may apply funds to the debt in such priority as it may determine.

"Trigger Period" means a period (A) commencing upon the earliest of (i) the occurrence and continuance of an event of default under the AAA Stow-A-Way Storage Portfolio Mortgage Loan documents, and (ii) the debt service coverage ratio being less than 1.20x; and (B) expiring upon (x) with regard to clause (i) above, the cure (if applicable) of such event of default under the AAA Stow-A-Way Storage Portfolio Mortgage Loan documents, and (y) with regard to clause (ii) above, the date that the debt service coverage ratio is equal to or greater than 1.25x for two consecutive calendar quarters.

Current Mezzanine or Secured Subordinate Indebtedness. None.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

Release of Collateral. Not permitted.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
86

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
87

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
88

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

Mortgage Loan Information Property Information
Loan Seller: CREFI Single Asset / Portfolio: Single Asset
Loan Purpose: Refinance Property Type - Subtype: Multifamily - Mid-Rise
Borrower Sponsor(s): Jay Weitzman and Michael Weitzman Collateral: Leasehold
Borrower(s): 723 Manhattan GL LLC Location: Brooklyn, NY
Original Balance: $28,300,000 Year Built / Renovated: 2024 / NAP
Cut-off Date Balance: $28,300,000 Property Management: Double U Development LLC
% by Initial UPB: 3.8% Size: 49 Units
Interest Rate: 6.89000% Appraised Value / Per Unit(3): $44,700,000 / $912,245
Note Date: August 21, 2024 Appraisal Date: April 18, 2024
Original Term: 60 months Occupancy: 100.0% (as of June 19, 2024)
Amortization: Interest Only UW Economic Occupancy: 95.6%
Original Amortization: NAP Underwritten NOI: $2,621,166
Interest Only Period: 60 months Underwritten NCF: $2,573,937
First Payment Date: October 6, 2024
Maturity Date: September 6, 2029 Historical NOI(4)
Additional Debt Type: NAP Most Recent NOI: NAV
Additional Debt Balance: NAP 2023 NOI: NAV
Call Protection: L(24),D(33),O(3) 2022 NOI: NAV
Lockbox / Cash Management: Springing / Springing 2021 NOI: NAV
Reserves(1) Financial Information
Initial Monthly Cap Cut-off Date Loan / Unit: $577,551
Taxes: $17,590 $5,863 NAP Maturity Date Loan / Unit: $577,551
Insurance: $33,136 $4,734 NAP Cut-off Date LTV: 63.3%
Replacement Reserves: $0 $1,251 NAP Maturity Date LTV: 63.3%
TI / LC: $0 $2,865 $64,456 UW NOI DY: 9.3%
Deferred Maintenance: $1,875 $0 NAP UW NCF DSCR: 1.30x
Other(2): $2,374,126 Springing NAP
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Mortgage Loan $28,300,000 100.0% Loan Payoff $15,809,333 55.9 %
Sponsor Equity 8,959,666 31.7
Upfront Reserves 2,426,727 8.6
Closing Costs(5) 1,104,274 3.9
Total Sources $28,300,000 100.0% Total Uses $28,300,000 100.0 %
(1) See "Initial and Ongoing Reserves" below.
(2) Other reserves include (i) an upfront The Learning Experience gap rent reserve of $754,580, (ii) a springing monthly The Learning Experience gap rent reserve, (iii) an upfront 421-a abatement reserve of $671,313, (iv) an upfront free rent reserve of $499,170, (v) an upfront ICAP abatement reserve of $275,730, (vi) an upfront ground rent reserve of $173,333, (vii) a springing monthly ground rent reserve, and (viii) a springing monthly condominium common charges reserve. See "Initial and Ongoing Reserves" below.
(3) The Appraised Value includes the net present value of a 421-a exemption and an ICAP exemption which the borrower is in the process of applying for. The appraisal attributed $11,700,000 of value to the 421-a exemption, and $2,000,000 to the ICAP exemption, which amounts are included in the appraised value. See "Description of the Mortgage Pool-Certain Calculations and Definitions-Appraised Value" and "Description of the Mortgage Pool-Real Estate and Other Tax Considerations" in the Preliminary Prospectus.
(4) Historical NOI information is not available because the 1000 Lorimer Property (as defined below) was recently constructed in 2024.
(5) Closing Costs include a rate buydown fee of $300,000.

The Loan. The ninth largest mortgage loan (the "1000 Lorimer Mortgage Loan") is secured by the borrower's leasehold interest in a 49 unit, five-story multifamily property with 18,410 square feet of ground floor retail space located in the Greenpoint neighborhood of Brooklyn, New York (the "1000 Lorimer Property"). The 1000 Lorimer Mortgage Loan is evidenced by a single promissory note with an outstanding principal balance as of the Cut-off Date of $28,300,000. The 1000 Lorimer Mortgage Loan was originated on August 21, 2024 by CREFI and accrues interest at a fixed rate of 6.89000% per annum. The 1000 Lorimer Mortgage Loan has an initial term of five-years and is interest-only for the full term. The scheduled maturity date of the 1000 Lorimer Mortgage Loan is September 6, 2029.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
89

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

The Property. The 1000 Lorimer Property consists of the borrower's leasehold interest in a recently constructed, 49 unit, five-story mid-rise multifamily property located at 1000 Lorimer Street in the Greenpoint neighborhood of Brooklyn, New York. The 1000 Lorimer Property was completed in 2024 and is situated on an approximately 0.41-acre site. Amenities at the 1000 Lorimer Property include a tenant lounge, bicycle storage room, roof deck, fitness center, and on-site parking in the rear of the building with 11 spaces. Primary access to the 1000 Lorimer Property is provided by the Brooklyn Queens Expressway, nearby access to the L and G subway lines, the MTA bus system and the New York ferry system.

The unit mix at the 1000 Lorimer Property consists of four market rate studio units, three rent-stabilized affordable housing studio units, 13 market rate standard one-bedroom units, three market rate one-bedroom units with terraces, four rent-stabilized affordable housing one-bedroom units, seven market rate standard two-bedroom units, seven market rate two-bedroom units with terraces and eight rent-stabilized affordable housing two-bedroom units. Unit amenities at the 1000 Lorimer Property include in-unit washer/dryers, stainless steel kitchen appliances, hardwood floors and quartz countertops. As of June 19, 2024, the 1000 Lorimer Property was 100.0% leased.

The 1000 Lorimer Property contains 18,410 square feet of commercial space which was 100.0% leased to four tenants as of June 19, 2024, accounting for 27.4% of underwritten base rent. The two largest commercial tenants are The Learning Experience (13,010 square feet, 17.5% of underwritten base rent) and Sweetgreen (2,500 square feet, 6.7% of underwritten base rent). The Learning Experience ("TLE") focuses on hands on learning with curriculum designed for infants to kindergarteners and operates a day care facility out of the 1000 Lorimer Property. TLE has not yet taken occupancy at the 1000 Lorimer Property. At origination, the borrower reserved $754,580 into a TLE gap rent reserve and $499,170 into a free rent reserve related to the TLE lease.

The borrower has applied for a 35-year 421-a Affordable New York Housing Tax Exemption Program exemption for the multifamily portion of the 1000 Lorimer Property and an Industrial and Commercial Abatement Program ("ICAP") tax abatement for the commercial portion of the 1000 Lorimer Property over the next 15 years. In order to qualify for the 421-a tax exemption, among other things, at least 30% of the units at the 1000 Lorimer Property must be leased as "affordable units" which are defined as affordable to a household whose income does not exceed 130% of the area median income. For years one through 25 of such exemption, 100% of the projected assessed value of the 1000 Lorimer Property improvements on the tax lot would be exempt from real estate taxes. The exemption falls to 30% in years 26 through 35 of such exemption. The ICAP abatement would be effective for a period of 15 years and consist of a 100% exemption for the first 11 years of the abatement and then phase down by 20% each year thereafter until expiration. Real estate taxes were underwritten to the estimated five-year tax expense of $219,415 assuming the 421-a exemption and ICAP abatement are obtained, versus the appraisal's estimated full tax liability for 2024/2025 of $898,630. In order to effectuate the 421(a) and ICAP tax abatements, the 1000 Lorimer Property must be subjected to a condominium structure dividing the property into one multifamily and one commercial condominium unit. To implement such a condominium structure, the fee owner of the fee interest relating to the 1000 Lorimer Property must cooperate, which it is required to do pursuant to the related ground lease. See "Description of the Mortgage Pool-Real Estate and Other Tax Considerations" in the Preliminary Prospectus.

The following table presents certain information relating to the unit mix at the 1000 Lorimer Property:

Unit Mix(1)
Unit Type(2) # of Units % of Total Units Occupancy Average Unit Size (Sq. Ft.) Average Monthly Rent Per Unit Average Monthly Market Rent Per Unit(3)
Studio 4 8.2% 100.0% 406 $3,438 $3,383
Studio - Rent-Stabilized 3 6.1% 100.0% 368 $3,069 $3,069
1 Bedroom 13 26.5% 100.0% 675 $5,262 $5,063
1 Bedroom - Terrace 3 6.1% 100.0% 757 $6,100 $5,993
1 Bedroom - Rent-Stabilized 4 8.2% 100.0% 551 $3,253 $3,253
2 Bedroom 7 14.3% 100.0% 921 $6,671 $6,524
2 Bedroom - Terrace 7 14.3% 100.0% 1,091 $8,640 $8,183
2 Bedroom - Rent-Stabilized 8 16.3% 100.0% 757 $3,835 $3,835
Total / Wtd Avg. 49 100.0% 100.0% 737 $5,317 $5,167
(1) Based on the underwritten rent roll dated June 19, 2024.
(2) Rent stabilized units are also the units designated as affordable housing units.
(3) Source: Appraisal.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
90

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

The following table presents certain information relating to the commercial space at the 1000 Lorimer Property:

Tenant Summary(1)

Tenant

Credit Rating (Moody's/

S&P/Fitch)

Net Rentable Area (SF) % of Portfolio Commercial Net Rentable Area U/W Base Rent U/W Base Rent Per SF % of Portfolio Commercial U/W Base Rent Lease Expiration Termination Option (Y/N) Renewal Option
The Learning Experience(2) NR/NR/NR 13,010 70.7% $754,580 $58.00 64.1% 4/1/2039 N 2 x 5 yr
Sweetgreen NR/NR/NR 2,500 13.6% $287,500 $115.00 24.4% 11/30/2034 N 2 x 5 yr
Local Locker NR/NR/NR 2,500 13.6% $100,000 $40.00 8.5% 11/1/2034 N 1 x 5 yr
Glo Up by Kara LLC NR/NR/NR 400 2.2% $36,000 $90.00 3.1% 5/31/2026 N 1 x 2 yr
Total Occupied 18,410 100.0% $1,178,080 $63.99 100.0%
Vacant 0 0
Total 18,410 100%
(1) Based on the underwritten rent rolls dated June 19, 2024.
(2) The Learning Experience has not yet taken occupancy at the 1000 Lorimer Property. At origination, the borrower reserved $754,580 into a TLE gap rent reserve and $499,170 into a free rent reserve related to the TLE lease.

The following table presents certain information relating to the Underwritten Net Cash Flow at the 1000 Lorimer Property:

Cash Flow Analysis(1)
U/W U/W Per Unit(6)
Base Rent - Residential $3,126,348 $63,803
Potential Income from Vacant Units 0 $0
Gross Potential Rent - Residential $3,126,348 $63,803
Other Income(2) 60,200 $1,229
Net Rental Income $3,186,548 $65,032
(Vacancy / Credit Loss) (137,176) ($2,800)
Effective Gross Income - Residential $3,049,372 $62,232
Base Rent - Commercial $1,178,080 $64
Other Commercial Income 12,436 $1
Net Rental Income - Commercial $1,190,516 $65
(Vacancy / Credit Loss) (59,526) ($3)
Effective Gross Income - Commercial $1,130,990 $61
Total Economic Gross Income $4,180,361 $227
Management Fee $125,411 $2,559
Real Estate Taxes(3) 219,415 $4,478
Insurance 54,100 $1,104
Ground Rent 1,040,000 $21,224
Other Expenses(4) 120,270 $2,454
Total Expenses $1,559,196 $31,820
Net Operating Income $2,621,166 $53,493
Replacement Reserves - Residential $12,250 $250
Replacement Reserves - Commercial 2,762 $56
TI/LC - Commercial 32,218 $658
Net Cash Flow $2,573,937 $52,529
Occupancy 95.4%(5)
NCF DSCR 1.30x
NOI Debt Yield 9.3%
(1) Historical financial information is not available because the 1000 Lorimer Property was recently constructed in 2024.
(2) Other Income for residential units includes parking, amenities and miscellaneous income.
(3) Real estate taxes were underwritten to the estimated five-year tax expense of $219,415 assuming the 421-a exemption and ICAP abatement are obtained, versus the appraisal's estimated full tax liability for 2024/2025 of $898,630.
(4) Other Expenses include payroll and benefits, repairs and maintenance, utilities, general and administrative expenses.
(5) Represents economic occupancy.
(6) U/W Per Unit represents the underwriting per commercial square foot for all commercial income line items and underwriting per unit for all other line items.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
91

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

Appraisal. According to the appraisal, the 1000 Lorimer Property had an "as is" value of $44,700,000. Based on the "as is" value of the 1000 Lorimer Property as of April 18, 2024, the Cut-off Date LTV and Maturity Date LTV are 63.3% and 63.3%, respectively. The appraisal calculates the net present value of the applied-for but not received 421-a exemption to be $11,700,000, and the applied-for but not yet received ICAP exemption to be $2,000,000, which amounts are included in the appraised value set forth in the appraisal.

1000 Lorimer Appraised Value(1)
Property Value Capitalization Rate
1000 Lorimer $44,700,000 5.50%
(1) Source: Appraisal.

Environmental Matters. According to the Phase I environmental report dated April 24, 2024, there was no evidence of any recognized environmental conditions at the 1000 Lorimer Property.

The Market. The 1000 Lorimer Property is located at 1000 Lorimer Street in the Greenpoint neighborhood of Brooklyn, New York. Greenpoint is located in North Brooklyn and has approximately 34,719 residents. Greenpoint is known as Brooklyn's artistic area and has multiple green spaces including McCarren Park and McGolrick Park. Primary access to the 1000 Lorimer Property is provided by the Brooklyn Queens Expressway, nearby access to the L and G subway lines, the MTA bus system and the New York ferry system.

According to the appraisal, the 1000 Lorimer Property is located in the Kings County multifamily submarket of the New York metropolitan area. As of March 31, 2024, the Kings County multifamily submarket had total inventory of 462,223 units, a vacancy rate of 1.8%, and effective rent of $2,687 per unit. Furthermore, according to a third party market research report, the 1000 Lorimer Property is located within the Williamsburg multifamily submarket of Brooklyn. As of February 18, 2024, the Williamsburg multifamily submarket had inventory of 40,489 units, a vacancy rate of 4.1% and effective rent of $4,070.

According to a third-party market research report, the 2023 population within a 0.25-, 0.5- and 1.0-mile radius of the 1000 Lorimer Property was 7,329, 25,241 and 86,509, respectively. The 2023 average household income within the same radii was $171,936, $163,631 and $170,816, respectively.

The following table presents certain information relating to comparable multifamily properties to the 1000 Lorimer Property:

Multifamily Rent Comparables(1)
Property Name / Address Distance from Subject Year Built / Renovated Number of Units Unit Type Average Unit Size Average Rent Per Unit

1000 Lorimer

1000 Lorimer Street, Brooklyn, NY

-

2024 / NAP

49(2)

Studio 406 SF(2) $3,438(2)
1BR / 1BA 690 SF(2) $5,419(2)
2BR / 2 BA 1006 SF(2) $7,656(2)

33 Franklin Street

33 Franklin Street,

Brooklyn, NY

0.3 mi

2022 / NAP

81

Studio 450 SF $3,550
1BR / 1BA 600 SF $4,350
2BR / 2 BA 900 SF $6,300

426 Manhattan Avenue

426 Manhattan Avenue,

Brooklyn, NY

0.8 mi

2022 / NAP

33

1BR / 1BA 700 SF $4,300
2BR / 2BA 800 SF $5,500

150 Bayard Street

150 Bayard Street,

Brooklyn, NY

0.7 mi

2021 / NAP

47

Studio 400 SF $3,400
1BR / 1BA 550 SF $4,000
2BR / 2 BA 750 SF $5,200

597 Grand Street

597 Grand Street,

New York, NY

4.5 mi

2023 / NAP

187

Studio 425 SF $3,700
1BR / 1BA 600 SF $4,800
2BR / 2 BA 800 SF $7,000

211 McGuinness Boulevard

211 McGuinness Boulevard, Brooklyn, NY

0.4 mi

2019 / NAP

197

Studio 425 SF $3,400
1BR / 1BA 550 SF $4,000
2BR / 2 BA 800 SF $5,900
(1) Source: Appraisal.
(2) Based on the underwritten rent roll dated June 19, 2024. Average Rent Per Unit reflects the market rent for occupied units and excludes rent stabilized units.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
92

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

The Borrower and the Borrower Sponsors. The borrower is 723 Manhattan GL LLC, a New York limited liability company and single purpose entity having one independent director in its organizational structure. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of the 1000 Lorimer Mortgage Loan. The borrower sponsors and non-recourse carveout guarantors are Jay Weitzman and Michael Weitzman of Double U Realty. Double U Realty is a Brooklyn, New York-based real estate development firm that focuses on multifamily, mixed use, office and commercial properties in New York.

Property Management. The 1000 Lorimer Property is managed by Double U Development LLC, a borrower-affiliated property management company.

Initial and Ongoing Reserves. At origination of the 1000 Lorimer Mortgage Loan, the borrower deposited approximately (i) $17,590 into a reserve account for real estate taxes, (ii) $33,136 into a reserve account for insurance premiums, (iii) $1,875 into an immediate repairs reserve, (iv) $173,333 into a reserve account for ground lease rent, such amount representing two times the underwritten monthly payments under the ground lease (the "Ground Rent Reserve Target Balance"), (v) $671,313 into a reserve account in connection with the anticipated Section 421(a) tax abatement, (vi) $275,730 into a reserve account in connection with the anticipated ICAP exemption, (vii) $754,580 into a reserve account for gap rent in connection with the TLE lease and (viii) $499,170 into a reserve account for free rent in connection with rent abatements granted under the leases with TLE, Sweetgreen, and Local Locker.

Tax Reserve - The borrower is required to deposit into a real estate tax reserve, on a monthly basis, 1/12th of the taxes that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $5,863). Except with respect to the borrower's obligation to fund (or cause to be funded) the Section 421(a) and ICAP reserves, any deposits required to be made by the borrower into such real estate tax reserve will be calculated based on abated real estate taxes as if the Section 421(a) and ICAP benefits for the 1000 Lorimer Property have been implemented.

Insurance Reserve - The borrower is required to deposit into an insurance reserve, on a monthly basis, 1/12th of the amount which will be sufficient to pay the insurance premiums due for the renewal of coverage afforded by such policies (initially estimated to be approximately $4,734); provided, however, such amount will be waived if the liability or casualty policy maintained by the borrower is an approved blanket or umbrella policy.

Replacement Reserve - The borrower is required to deposit into a replacement reserve, on a monthly basis, approximately $1,251 to be used for replacements at the 1000 Lorimer Property.

TI/LC Reserve - The borrower is required to deposit into a leasing reserve, on a monthly basis, approximately $2,865 to be used for tenant improvements and leasing commissions at the 1000 Lorimer Property, provided, however, that the amount on deposit in the leasing reserve shall not exceed $64,456.

Ground Lease Rent Reserve - The borrower is required to deposit into the ground lease rent reserve, on the monthly payment date in March of each calendar year, an amount sufficient to cause the balance of the ground lease rent reserve to equal the Ground Rent Reserve Target Balance after giving effect to the increase in rent under the ground lease as of April 1 of each calendar year. During the occurrence and continuance of a Trigger Period (as defined below), the borrower is required to deposit, on a monthly basis, an amount equal to the monthly ground rent due and payable on the first day of the calendar month following the last monthly payment date.

Condominium Common Charges Reserve - In connection with the 421(a) and ICAP tax abatements, the 1000 Lorimer Property is expected to implement a condominium structure dividing the property into one multifamily and one commercial condominium unit. On the date of formation of the condominium, the borrower is required to deposit into a condominium common charges reserve an amount equal to two times the then-current monthly payments due as condominium common charges (the "Condominium Reserve Target Balance"). Following any increase in the condominium common charges, the borrower is required to deposit an amount sufficient to cause the balance in the condominium common charges reserve to equal the Condominium Reserve Target Balance that will be applicable after giving effect to such increase. During the occurrence and continuance of a Trigger Period, the borrower is required to deposit, on a monthly basis, an amount equal to the monthly condominium common charges due and payable on the first day of the calendar month following the last monthly payment date.

TLE Gap Rent Reserve - If, as of the monthly payment date in September of each calendar year beginning in 2025, the rent commencement date under the TLE lease has not occurred, the borrower is required to make an additional deposit of $754,580 into the gap rent reserve account.

Lockbox / Cash Management. The 1000 Lorimer Mortgage Loan is structured with a springing lockbox and springing cash management. Upon the first occurrence of a Trigger Period, the borrower is required to establish a lender-controlled lockbox account, and is thereafter required to deposit, or cause the property manager to deposit, immediately upon receipt, all revenue received by the borrower or the property manager into such lockbox. Within five days after the borrower receives notice of the first occurrence of a Trigger Period, the borrower is required to deliver a notice to all tenants at the 1000 Lorimer Property directing them to remit rent and all other sums due under the applicable lease directly to the lender-controlled lockbox account. All funds deposited into the lockbox are required to be

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
93

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

transferred on each business day to or at the direction of the borrower unless a Trigger Period exists, in which case all funds in the lockbox account are required to be swept on each business day to a lender-controlled cash management account to be applied and disbursed in accordance with the 1000 Lorimer Mortgage Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with the 1000 Lorimer Mortgage Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral for the 1000 Lorimer Mortgage Loan. Upon the cure of the applicable Trigger Period, so long as no other Trigger Period exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrower. Upon an event of default under the 1000 Lorimer Mortgage Loan documents, the lender will apply funds to the debt in such priority as it may determine.

"Trigger Period" means a period (A) commencing upon the earliest of (i) the occurrence and continuance of an event of default under the 1000 Lorimer Mortgage Loan documents, (ii) the debt service coverage ratio being less than 1.15x, (iii) the occurrence of a Specified Tenant Trigger Period (as defined below) and (iv) any bankruptcy or similar insolvency of Affiliated Manager (as defined below); and (B) expiring upon (w) with regard to clause (i) above, the cure (if applicable) of such event of default under the 1000 Lorimer Mortgage Loan documents, (x) with regard to clause (ii) above, the date that the debt service coverage ratio is equal to or greater than 1.20x for two consecutive calendar quarters, (y) with regard to clause (iii) above, a Specified Tenant Trigger Period ceasing to exist under the terms of the 1000 Lorimer Mortgage Loan documents and (z) with regard to clause (iv) above, the replacement of the Affiliated Manager with a new qualified manager in accordance with the terms of the 1000 Lorimer Mortgage Loan documents.

"Specified Tenant" means (i) TLE, together with any successor and/or assigns, and The Learning Experience Corp. as guarantor of the TLE lease, and (ii) any other lessee(s) of the Specified Tenant space (or any portion thereof), together in any event of (i) or (ii) above, with any parent or affiliate of any such tenant providing credit support or guaranty under any such lease.

"Specified Tenant Trigger Period" means a period (A) commencing upon the earliest of (i) Specified Tenant being in monetary default or material non-monetary default under the applicable Specified Tenant lease beyond applicable notice and cure periods, (ii) Specified Tenant either failing to be (a) in actual, physical possession of the Specified Tenant space (or applicable portion thereof) or (b) open for business during customary hours and/or "going dark" in more than 20% of the Specified Tenant space (or applicable portion thereof), (iii) Specified Tenant giving notice that it is terminating its lease for all or any portion of the Specified Tenant space (or applicable portion thereof), (iv) any termination or cancellation of any Specified Tenant lease (including, without limitation, rejection in any bankruptcy or similar insolvency proceeding) and/or any Specified Tenant lease failing to otherwise be in full force and effect, and (v) any bankruptcy or similar insolvency of Specified Tenant, and (B) expiring upon the first to occur of (1) the lender's receipt of evidence reasonably acceptable to the lender of the satisfaction of the applicable Specified Tenant Cure Conditions (as defined below); or (2) the lender's receipt of evidence reasonably acceptable to the lender of the borrower leasing not less than 80% of the rentable area of the Specified Tenant space (or applicable portion thereof) pursuant to one or more leases in accordance with the applicable terms and conditions of the 1000 Lorimer Mortgage Loan documents, the applicable tenant(s) under such lease(s) being in actual, physical occupancy of the space demised, all contingencies to effectiveness of each such lease having expired or been satisfied, each such lease having commenced and a rent commencement date having been established (without possibility of delay) and, in the lender's judgment, the applicable Specified Tenant Excess Cash Flow Condition (as defined below) being satisfied in connection therewith.

"Specified Tenant Cure Conditions" means (i) the applicable Specified Tenant has cured all monetary and material non-monetary defaults under the applicable Specified Tenant lease, (ii) the applicable Specified Tenant is paying all rent due under its respective lease, is in actual, physical possession of the Specified Tenant space (or applicable portion thereof) and open for business during customary business hours and not "dark" in 80% or more of the applicable Specified Tenant space (or applicable portion thereof), (iii) the applicable Specified Tenant has revoked or rescinded all termination or cancellation notices with respect to the applicable Specified Tenant lease and has re-affirmed the applicable Specified Tenant lease as being in full force and effect, (iv) if applicable, the applicable Specified Tenant is no longer insolvent or subject to any bankruptcy or insolvency proceedings and has affirmed the applicable Specified Tenant lease pursuant to final, non-appealable order of a court of competent jurisdiction, and (v) the applicable Specified Tenant is paying full, unabated rent under the applicable Specified Tenant lease.

"Specified Tenant Excess Cash Flow Condition" means, (x) with respect to curing any Specified Tenant Trigger Period by re-tenanting the applicable Specified Tenant space or renewal/extension of any Specified Tenant lease, (y) with respect to the portion of the applicable Specified Tenant space that has been re-tenanted (the "Tenanted Portion"), sufficient funds have been accumulated in the excess cash flow account and the leasing reserve account (during the continuance of the subject Specified Tenant Trigger Period) to cover all anticipated leasing commissions, tenant improvement costs, tenant allowances, free rent periods, and/or rent abatement periods to be incurred in connection with any such re-tenanting or renewal/extension and (z) with respect to the portion of the applicable Specified Tenant space that has not been re-tenanted, an amount equal to 110% of the per-square foot amount required to be expended to re-tenant the Tenanted Portion has been accumulated in the excess cash flow account (during the continuance of the subject Specified Tenant Trigger Period); provided, however, that no cure shall be permitted until the Tenanted Portion equals 50% of the total Specified Tenant space.

"Affiliated Manager" means any managing agent of the 1000 Lorimer Property in which the borrower, guarantor, sponsor, any special purpose entity component entity (if any) or any affiliate of such entities has, directly or indirectly, any legal, beneficial or economic interest.

Current Mezzanine or Secured Subordinate Indebtedness. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
94

Multifamily - Mid-Rise

1000 Lorimer Street

Brooklyn, NY 11222

Collateral Asset Summary - Loan No. 9

1000 Lorimer

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$28,300,000

63.3%

1.30x

9.3%

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

Release of Collateral. Not permitted.

Ground Lease. The security for the 1000 Lorimer Mortgage Loan consists of the borrower's leasehold interest under a 99-year ground lease expiring March 31, 2119. The ground lease provides for annual rent of approximately $1,000,000, which increases by 5% in April 2025 and by 10% every five years thereafter with the first such increase occurring in April 2030.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
95

Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
96

Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
97

Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

Mortgage Loan Information Property Information
Loan Seller: CREFI Single Asset / Portfolio: Single Asset
Loan Purpose: Refinance Property Type - Subtype: Multifamily - Garden
Borrower Sponsor(s): Avrohom Klor Collateral: Fee
Borrower(s): H&A Grove LLC Location: Peoria, IL
Original Balance: $25,750,000 Year Built / Renovated: 1968 / 2023
Cut-off Date Balance: $25,750,000 Property Management: H&A Property Management, LLC
% by Initial UPB: 3.5% Size: 318 Units
Interest Rate: 6.54000% Appraised Value / Per Unit: $45,400,000 / $142,767
Note Date: August 2, 2024 Appraisal Date: June 19, 2024
Original Term: 60 months Occupancy: 89.0% (as of July 15, 2024)
Amortization: Interest Only UW Economic Occupancy: 87.7%
Original Amortization: NAP Underwritten NOI(2): $2,585,795
Interest Only Period: 60 months Underwritten NCFs: $2,498,663
First Payment Date: September 6, 2024
Maturity Date: August 6, 2029 Historical NOI
Additional Debt Type: NAP Most Recent NOI(2): $1,407,179 (TTM June 30, 2024)
Additional Debt Balance: NAP 2023 NOI(2): $386,309
Call Protection: L(25),D(32),O(3) 2022 NOI(3): NAV
Lockbox / Cash Management: Springing / Springing 2021 NOI(3): NAV
Reserves(1) Financial Information
Initial Monthly Cap Cut-off Date Loan / Unit: $80,975
Taxes: $36,495 $36,495 NAP Maturity Date Loan / Unit: $80,975
Insurance: $55,899 $18,633 NAP Cut-off Date LTV: 56.7%
Replacement Reserves: $0 $7,261 NAP Maturity Date LTV: 56.7%
Immediate Repairs: $84,000 $0 NAP UW NOI DY: 10.0%
Environmental: $24,500 $0 NAP UW NCF DSCR: 1.46x
Sources and Uses
Sources Proceeds % of Total Uses Proceeds % of Total
Mortgage Loan $25,750,000 100.0% Loan Payoff $24,469,594 95.0 %
Closing Costs(4) 1,056,627 4.1
Upfront Reserves 200,894 0.8
Sponsor Equity 22,885 0.1
Total Sources $25,750,000 100.0% Total Uses $25,750,000 100.0 %
(1) See "Initial and Ongoing Reserves" below.
(2) The increase from 2023 NOI to Most Recent NOI and Most Recent NOI to Underwritten NOI is primarily attributable to lease up at The Grove Apartments Property (as defined below) following renovations the borrower began in 2023.
(3) 2021 NOI and 2022 NOI information is not available because the borrower recently acquired The Grove Apartments Property in 2022.
(4) Closing Costs include a rate buydown fee of $321,875.

The Loan. The tenth largest mortgage loan (the "The Grove Apartments Mortgage Loan") is secured by the borrower's fee interest in a 318-unit, garden-style multifamily property comprised of 25 two- and three-story buildings located in Peoria, Illinois (the "The Grove Apartments Property"). The Grove Apartments Mortgage Loan is evidenced by a single promissory note with an outstanding principal balance as of the Cut-off Date of $25,750,000. The Grove Apartments Mortgage Loan was originated on August 2, 2024 by CREFI and accrues interest at a fixed rate of 6.54000% per annum. The Grove Apartments Mortgage Loan has an initial term of five-years and is interest-only for the full term. The scheduled maturity date of The Grove Apartments Mortgage Loan is August 6, 2029.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
98

Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

The Property. The Grove Apartments Property is a recently renovated, 318-unit, garden-style multifamily property comprised of 25 two-and three-story buildings located in Peoria, Illinois. The Grove Apartments Property is situated on a 17.65-acre site and was originally constructed in 1968. The borrower acquired The Grove Apartments Property in July of 2022 and subsequently began renovations. As of July 24, 2024, the borrower had invested $8,203,267 to renovate 193 units (60.7% of units) along with the clubhouse and pool at The Grove Apartments Property. The borrower has indicated that it currently plans to continue renovations of the remaining units as tenants vacate or transfer to renovated units; however, such renovations are not required or reserved for under The Grove Apartments Mortgage Loan documents. Amenities at The Grove Apartments Property include a clubhouse, swimming pool, fitness center, playground, barbecue/grill/picnic area, community laundry space and onsite parking. The Grove Apartments Property features 386 surface parking spaces and 60 garage parking spaces, resulting in a parking ratio of 1.40 spaces per unit.

The unit mix at The Grove Apartments Property consists of 110 market rate one-bedroom / one-bathroom units, 10 one-bedroom / one-bathroom units leased to tenants with Section 8 housing vouchers, 148 market rate two-bedroom / 1.5-bathroom units, two two-bedroom / 1.5-bathroom units leased to tenants with Section 8 housing vouchers, 43 three-bedroom / 2-bathroom units, and five three-bedroom / 2-bathroom units leased to tenants with Section 8 housing vouchers. Unit amenities at The Grove Apartments Property include stainless steel kitchen appliances, patios and balconies, and washer/dryers for select units. As of July 15, 2024, The Grove Apartments Property was 89.0% leased.

The following table presents certain information relating to the unit mix at The Grove Apartments Property:

Unit Mix(1)
Unit Type # of Units % of Total Units Occupancy Average Unit Size (Sq. Ft.) Average Monthly Rent Per Unit Average Monthly Market Rent Per Unit(2)
1BR/1BA 110 34.6% 92.7% 792 $939 $1,019
1BR/1BA - Section 8 10 3.1% 100.0% 792 $643 $1,019
2BR/1.5BA 148 46.5% 82.4% 968 $1,176 $1,307
2BR/1.5BA - Section 8 2 0.6% 100.0% 968 $714 $1,307
3BR/2BA 43 13.5% 97.7% 1,160 $1,377 $1,431
3BR/2BA - Section 8 5 1.6% 100.0% 1,160 $1,027 $1,431
Total / Wtd Avg. 318 100.0% 89.0% 931 $1,096 $1,217
(1) Based on the underwritten rent roll dated July 15, 2024. Average Monthly Rent Per Unit is based on occupied units.
(2) Source: Appraisal.
The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
99

Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

The following table presents certain information relating to the historical operating information and the Underwritten Net Cash Flow at The Grove Apartments Property:

Cash Flow Analysis(1)(2)
2023 TTM 6/30/24 U/W U/W Per Unit
Base Rent - Residential $3,127,478 $4,023,930 $3,721,200 $11,702
Potential Income from Vacant Units 0 0 522,795 1,644
Gross Potential Rent $3,127,478 $4,023,930 $4,243,995 $13,346
Other Income(3) 285,366 376,698 398,237 1,252
Net Rental Income $3,412,844 $4,400,628 $4,642,232 $14,598
(Vacancy / Credit Loss) (1,163,925) (1,253,973) (522,795) (1,644)
Effective Gross Income- Residential $2,248,919 $3,146,655 $4,119,437 $12,954
Real Estate Taxes 334,048 334,048 417,086 1,312
Insurance 210,018 178,552 212,949 670
Management Fee 68,979 94,400 123,583 389
Other Expenses(4) 1,249,564 1,132,476 780,024 2,453
Total Expenses $1,862,610 $1,739,476 $1,533,642 $4,823
Net Operating Income $386,309 $1,407,179 $2,585,795 $8,131
Replacement Reserves 0 0 $87,132 $274
Net Cash Flow $386,309 $1,407,179 $2,498,663 $7,857
Occupancy 56.8% 77.2% 87.7%(5)
NCF DSCR 0.23x 0.82x 1.46x
NOI Debt Yield 1.5% 5.5% 10.0%
(1) Historical financial information prior to 2023 is not available because The Grove Apartments Property was acquired in 2022 and renovated thereafter.
(2) The increase from 2023 NOI to TTM 6/30/24 NOI and TTM 6/30/24 NOI to U/W NOI is primarily attributable to lease up at The Grove Apartments Property following renovations the borrower began in 2023.
(3) Other Income includes utility income, lease premiums, reimbursables, and other miscellaneous income.
(4) Other Expenses include payroll and benefits, general operating expenses, utilities, advertising and marketing, and general and administrative expenses.
(5) Represents economic occupancy.

Appraisal. According to the appraisal, The Grove Apartments Property had an "as-is" appraised value of $45,400,000 as of June 19, 2024. Based on the "as-is" value of $45,400,000, the Cut-off Date LTV and Maturity Date LTV for The Grove Apartments Mortgage Loan are 56.7%.

The Grove Apartments Appraised Value(1)
Property Value Capitalization Rate
The Grove Apartments $45,400,000 6.25%
(1) Source: Appraisal.

Environmental Matters. According to the Phase I environmental report dated June 21, 2024, there was no evidence of any recognized environmental conditions at The Grove Apartments Property.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
100

Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

The Market. The Grove Apartments Property is located at 1526 West Candletree Drive in Peoria, Illinois. Peoria is located approximately 156 miles southeast of Chicago, Illinois and had a population of 179,688 people as of 2023. Primary access to Peoria is provided by IL-40 and IL-6 which have on-ramps located approximately 2.5 miles away from The Grove Apartments Property. According to the appraisal, major employers in Peoria include OSF Healthcare, Caterpillar and UnityPoint Health.

According to the appraisal, The Grove Apartments Property is located in the Peoria multifamily market. As of March 31, 2024, the Peoria multifamily market had total inventory of 12,185 units, a vacancy rate of 5.1%, and effective rent of $993 per unit. Furthermore, according to the appraisal, The Grove Apartments Property is located within the North Peoria multifamily submarket which as of March 31, 2024, had an inventory of 6,767 units, a vacancy rate of 4.5%, and average asking rent of $1,014 per unit with no new units under construction.

According to the appraisal, the 2023 population within a one-, three- and five-mile radius of The Grove Apartments Property was 5,600, 40,551 and 94,837, respectively. The 2023 average household income within the same radii was $88,882, $99,784 and $95,119, respectively.

The following table presents certain information relating to comparable multifamily properties to The Grove Apartments Property:

Multifamily Rent Comparables(1)
Property Name / Address Distance from Subject Year Built / Renovated Number of Units Unit Type Average Unit Size Average Rent Per Unit

The Grove Apartments

1526 West Candletree Drive,

Peoria, IL

- 1968 / 2023 318 1BR / 1BA 792 SF(2) $939(2)
2BR / 1.5BA 968 SF(2) $1,176(2)
3BR / 2BA 1,160 SF(2) $1,377

Dunlap Falls
6900 North Summershade Circle,

Peoria, IL

3.0mi 1996 / NAP 180 1BR / 1BA 662 SF $1,080
2BR / 1BA 827 SF $1,120
2BR / 2BA 1,002 SF $1,309
3BR / 2BA 1,102 SF $1,375

The Flats at Dunlap
7150 N Terra Vista Drive,

Peoria, IL

0.7mi 1978 / 2021 204 1BR / 1BA 750 SF $1,100
2BR / 2BA 1,000 SF $1,225
3BR / 2BA 1,250 SF $1,450

Timberline Apartments-Peoria
2900 War Memorial Drive West,

Peoria, IL

2.0mi 1979 / NAP 516 Studio 490 SF $755
1BR / 1BA 550 SF $1,193
2BR / 1BA 660 SF $1,337

Old Orchard Apartments Peoria
6012 N Imperial Drive,

North Peoria, IL

1.4mi 1975 / NAP 92 1BR / 1BA 777 SF $902
2BR / 1BA 1,025 SF $1,098
3BR / 2BA 1,275 SF $1,403

Prairie Lakes Apartments
1700 W Coneflower Drive,

Peoria, IL

1.8mi 2004 / NAP 750 1BR / 1BA 898 SF $1,347
2BR / 1BA 1,141 SF $1,570
2BR / 2BA 1,190 SF $1,698
(1) Source: Appraisal.
(2) Based on the underwritten rent roll dated July 15, 2024. Average Unit Size and Average Rent Per Unit reflects the average market rent for occupied units.

The Borrower and the Borrower Sponsor. The borrower is H&A Grove LLC, a Delaware limited liability company and single purpose entity having at least one independent director in its organizational structure. Legal counsel to the borrower delivered a non-consolidation opinion in connection with the origination of The Grove Apartments Mortgage Loan. The borrower sponsor and non-recourse carveout guarantor is Avrohom Klor. Avrohom Klor is the founder of the H&A Group, a real estate investment firm that was founded in 2017. The H&A Group has approximately $250 million of assets under management and two million square feet of mixed use assets.

Property Management. The Grove Apartments Property is managed by H&A Property Management, LLC, a borrower-affiliated management company.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
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Multifamily - Garden

1526 West Candletree Drive

Peoria, IL 61614

Collateral Asset Summary - Loan No. 10

The Grove Apartments

Cut-off Date Balance:

Cut-off Date LTV:

U/W NCF DSCR:

U/W NOI Debt Yield:

$25,750,000

56.7%

1.46x

10.0%

Initial and Ongoing Reserves. At origination of The Grove Apartments Mortgage Loan, the borrower deposited approximately (i) $36,495 into a reserve account for real estate taxes, (ii) $55,899 into a reserve account for insurance premiums, (iii) $84,000 into an immediate repair reserve and (iv) $24,500 into a reserve account for radon remediation to account for short- and long-term testing for radon at The Grove Apartments Property.

Tax Reserve - The borrower is required to deposit into a real estate tax reserve, on a monthly basis, 1/12th of the taxes that the lender reasonably estimates will be payable over the next-ensuing 12-month period (initially estimated to be approximately $36,495).

Insurance Reserve - The borrower is required to deposit into an insurance reserve, on a monthly basis, 1/12th of the amount which will be sufficient to pay the insurance premiums due for the renewal of coverage afforded by such policies (initially estimated to be approximately $18,633); provided, however, such amount will be waived if the liability or casualty policy maintained by the borrower is an approved blanket or umbrella policy.

Replacement Reserve - The borrower is required to deposit into a replacement reserve, on a monthly basis, $7,261 to be used for replacements at The Grove Apartments Property.

Lockbox / Cash Management. The Grove Apartments Mortgage Loan is structured with a springing lockbox and springing cash management. Upon the first occurrence of a Trigger Period (as defined below), the borrower is required to establish a lender-controlled lockbox account, and is thereafter required to deposit, or cause the property manager to deposit, immediately upon receipt, all revenue received by the borrower or the property manager into such lockbox account. Within five business days after the borrower receives notice of the first occurrence of a Trigger Period, the borrower is required to deliver a notice to all tenants at The Grove Apartments Property directing them to remit rent and all other sums due under the applicable lease directly to the lender-controlled lockbox account. All funds deposited into the lockbox account are required to be transferred on each business day to or at the direction of the borrower unless a Trigger Period exists, in which case all funds in the lockbox account are required to be swept on each business day to a lender-controlled cash management account to be applied and disbursed in accordance with The Grove Apartments Mortgage Loan documents, and all excess cash flow funds remaining in the cash management account after the application of such funds in accordance with The Grove Apartments Mortgage Loan documents are required to be held by the lender in an excess cash flow reserve account as additional collateral for The Grove Apartments Mortgage Loan. Upon the cure of the applicable Trigger Period, so long as no other Trigger Period exists, the lender is required to return any amounts remaining on deposit in the excess cash flow reserve account to the borrower. Upon an event of default under The Grove Apartments Mortgage Loan documents, the lender will apply funds to the debt in such priority as it may determine.

"Trigger Period" means a period (A) commencing upon the earlier of (i) the occurrence and continuance of an event of default under The Grove Apartments Mortgage Loan documents, and (ii) the debt service coverage ratio being less than 1.10x; and (B) expiring upon (x) with regard to clause (i) above, the cure (if applicable) of such event of default under The Grove Apartments Mortgage Loan documents, and (y) with regard to clause (ii) above, the date that the debt service coverage ratio is equal to or greater than 1.10x for two consecutive calendar quarters.

Current Mezzanine or Secured Subordinate Indebtedness. None.

Permitted Future Mezzanine or Secured Subordinate Indebtedness. Not permitted.

Release of Collateral. Not permitted.

Ground Lease. None.

The depositor has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") (SEC File No. 333-262701) for the offering to which this communication relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the depositor or Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Bancroft Capital, LLC, Drexel Hamilton, LLC or any other underwriter or dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-831-9146.
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