Approximately $376.1 million of Structured Securities Affected
New York, October 27, 2011 -- Moody's Investors Service (Moody's) upgraded the ratings of two classes
and affirmed the ratings of six classes of Merrill Lynch Floating Trust
Commercial Pass-Through Certificates, Series 2006-1
as follows:
Cl. A-2, Affirmed at Aaa (sf); previously on
Mar 9, 2011 Confirmed at Aaa (sf)
Cl. B, Upgraded to Aaa (sf); previously on Mar 9,
2011 Confirmed at Aa1 (sf)
Cl. C, Upgraded to Aa2 (sf); previously on Mar 5,
2009 Downgraded to Aa3 (sf)
Cl. D, Affirmed at A1 (sf); previously on Mar 5,
2009 Downgraded to A1 (sf)
Cl. X-1B, Affirmed at Aaa (sf); previously on
Mar 9, 2011 Confirmed at Aaa (sf)
Cl. X-3A, Affirmed at Aaa (sf); previously on
Mar 9, 2011 Confirmed at Aaa (sf)
Cl. X-3B, Affirmed at Aaa (sf); previously on
Mar 9, 2011 Confirmed at Aaa (sf)
Cl. X-3C, Affirmed at Aaa (sf); previously on
Mar 9, 2011 Confirmed at Aaa (sf)
RATINGS RATIONALE
The upgrades were due to increased credit support from loan pay downs
and the improving performance of the the Lord & Taylor Portfolio Loan.
The affirmations were due to key parameters, including Moody's loan
to value (LTV) ratios remaining within an acceptable range
The performance expectations for a given variable indicate Moody's forward-looking
view of the likely range of performance over the medium term. From
time to time, Moody's may, if warranted, change these
expectations. Performance that falls outside the given range may
indicate that the collateral's credit quality is stronger or weaker than
Moody's had anticipated when the related securities ratings were issued.
Even so, a deviation from the expected range will not necessarily
result in a rating action nor does performance within expectations preclude
such actions. The decision to take (or not take) a rating action
is dependent on an assessment of a range of factors including, but
not exclusively, the performance metrics.
Primary sources of assumption uncertainty are the current sluggish macroeconomic
environment and performance in the commercial real estate property markets.
While commercial real estate property markets are gaining momentum,
a consistent upward trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are continuing
to show signs of recovery through the first half of 2011, while
recovery in the non-core office and retail sectors are tied to
pace of recovery of the broader economy. Core office markets are
showing signs of recovery through lending and leasing activity.
The availability of debt capital continues to improve with terms returning
toward market norms. Moody's central global macroeconomic scenario
reflects an overall sluggish recovery as the most likely scenario through
2012, amidst ongoing individual, corporate and governmental
deleveraging, persistent unemployment, and government budget
considerations, however the downside risks to the outlook have risen
since last quarter.
The principal methodology used in this rating was "Moody's Approach to
Rating CMBS Large Loan/Single Borrower Transactions" published in July
2000. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology.
Moody's review incorporated the use of the excel-based Large Loan
Model v 8.2. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds derived
from Moody's loan level LTV ratios. Major adjustments to determining
proceeds include leverage, loan structure, property type,
and sponsorship. These aggregated proceeds are then further adjusted
for any pooling benefits associated with loan level diversity, other
concentrations and correlations.
Moody's ratings are determined by a committee process that considers both
quantitative and qualitative factors. Therefore, the rating
outcome may differ from the model output.
The rating action is a result of Moody's on-going surveillance
of commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of quantitative
tools -- MOST® (Moody's Surveillance Trends) and CMM
(Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior review is summarized
in a press release dated November 17, 2010. Please see the
ratings tab on the issuer / entity page on moodys.com for the last
rating action and the ratings history.
DEAL PERFORMANCE
As of the October 7, 2011 Payment Date, the transaction's
certificate balance has decreased by 72% to $734.4
million from $2.6 billion at securitization due to the pay
off of 11 loans originally in the pool and the partial pay down of the
Lord & Taylor Portfolio Loan. The certificates have paid down
46% since last review. Currently the mortgage pool consists
of four loans. The Lord & Taylor Portfolio Loan comprises 85%
of the pool. The other three loans are secured by hotel properties
(13%) and office properties (2.0%).
Currently, one loan is in special servicing, the Royal Holiday
Portfolio Loan (9%). The loan is secured by six hotels located
in Mexico with a total of 1,501 rooms. Two of the hotels
are located in Cancun, and the other four are located in Cozumel,
Ixtapa, Acapulco and San Jose del Cabo. The loan was transferred
to special servicing in February 2010 and is a non-performing matured
loan. The borrower filed a Mexican bankruptcy petition for the
Cozumel Caribe Hotel in May 2010. The bankruptcy court terminated
the flow of funds into the lender's cash management system.
The borrower has not made debt service payments since May 2010,
nor has the borrower provided financials for the hotels. Currently
$2.4 million in interest advances is outstanding.
The servicer is defending and pursuing multiple legal actions and foresees
lengthy litigation. Moody's loan to value (LTV) ratio for
the loan is in excess of 100%. Moody's current credit
estimate is C, unchanged from the previous review.
The pool has experienced a loss of $618 to Class M. As of
the October 2011 Remittance Statement, interest shortfalls total
$530,308 affecting Classes M and L. Interest shortfalls
are caused by special servicing fees, including workout and liquidation
fees, appraisal subordinate entitlement reductions (ASERs) and extraordinary
trust expenses.
Moody's weighted average loan to value (LTV) ratio for the pool is 95%,
compared to 78% at last review. Moody's stressed debt service
coverage ratio (DSCR) is 1.02X, compared to 1.35X
at last review. Moody's stressed DSCR is based on Moody's net cash
flow (NCF) and a 9.25% stressed rate applied to the loan
balance.
Moody's uses a variation of Herf to measure diversity of loan size,
where a higher number represents greater diversity. Loan concentration
has an important bearing on potential rating volatility, including
risk of multiple notch downgrades under adverse circumstances.
The credit neutral Herf score is 40. Large loan transactions have
a Herf of less than 20. This pool has a Herf of 1, compared
to a Herf of 3 at last review and 5 at securitization.
The largest loan in the pool is the Lord & Taylor Portfolio Loan ($621.4
million -- 85% of the pool balance) which provided financing
for the acquisition of the Lord & Taylor department store chain from
Federated Department Stores. The portfolio consists of 37 cross-collateralized
and cross-defaulted properties containing a total of 6.0
million square feet including 36 retail stores and one distribution center.
Twenty-two of the properties are owned in fee and 15 are leasehold
interests. The properties, which are 100% leased to
Lord & Taylor, are located in eight different states and Washington,
D.C. Included in the portfolio is Lord & Taylor's New
York City flagship store located on Fifth Avenue at 38th Street in an
11-story building containing 676,042 square feet.
In December 2008 the Lord & Taylor borrower advised the mortgage lender
that sales had dropped due to the economic recession and a loan modification
was negotiated in the first quarter of 2009. Significant terms
of the loan modification included the release of reserve funds to prepay
a portion of the mortgage loan and $15 million of the mezzanine
debt; a $60 million cash infusion from Hudson's Bay Trading
Company, LP (the parent company); suspension of mezzanine debt
amortization through 1/31/2011; and suspension of deposits into the
cash flow reserve account until Earnings Before Interest, Taxes,
Depreciation, Amortization and Rent (EBITDAR) exceeds a threshold.
Lord & Taylor operations are stabilizing. Sales during the
trailing 12-month period ending July 2011 for the portfolio increased
7% from the previous year to $212 per square foot.
Sales at the Fifth Avenue flag-ship store increased 9% to
$469 per square foot based on 302,190 square feet of retail
space. The outstanding principal balance of the mortgage loan has
decreased 21% since securitization as a result of the loan restructuring
and amortization. In addition, there is mezzanine debt in
the amount of $144 million. The loan matures in June 2012.
Moody's LTV is 90% for the pooled balance. Moody's has concerns
regarding the future performance of retailers in general, in view
of current global economic conditions, and will continue to monitor
the performance of the Lord & Taylor Portfolio Loan given its significant
share of this transaction. Moody's current credit estimate
is B3, unchanged from the previous review.
REGULATORY DISCLOSURES
The Global Scale Credit Ratings on this press release that are issued
by one of Moody's affiliates outside the EU are considered EU Qualified
by Extension and therefore available for regulatory use in the EU.
Further information on the EU endorsement status and on the Moody's office
that has issued a particular Credit Rating is available on www.moodys.com.
For ratings issued on a program, series or category/class of debt,
this announcement provides relevant regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides relevant regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides relevant regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
Information sources used to prepare the rating are the following:
parties involved in the ratings, parties not involved in the ratings,
public information, confidential and proprietary Moody's Investors
Service information, and confidential and proprietary Moody's Analytics
information.
Moody's did not receive or take into account a third-party assessment
on the due diligence performed regarding the underlying assets or financial
instruments related to the monitoring of this transaction in the past
six months.
Moody's considers the quality of information available on the rated entity,
obligation or credit satisfactory for the purposes of issuing a rating.
Moody's adopts all necessary measures so that the information it uses
in assigning a rating is of sufficient quality and from sources Moody's
considers to be reliable including, when appropriate, independent
third-party sources. However, Moody's is not an auditor
and cannot in every instance independently verify or validate information
received in the rating process.
Please see Moody's Rating Symbols and Definitions on the Rating Process
page on www.moodys.com for further information on the meaning
of each rating category and the definition of default and recovery.
Please see ratings tab on the issuer/entity page on www.moodys.com
for the last rating action and the rating history.
The date on which some ratings were first released goes back to a time
before Moody's ratings were fully digitized and accurate data may not
be available. Consequently, Moody's provides a date that
it believes is the most reliable and accurate based on the information
that is available to it. Please see the ratings disclosure page
on our website www.moodys.com for further information.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Jay Rosen
Vice President - Senior Analyst
Structured Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Michael M. Gerdes
MD - Structured Finance
Structured Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's Upgrades Two CMBS Classes of MLFT 2006-1