NEW YORK--(BUSINESS WIRE)--Fitch Ratings has affirmed all classes of RFC CDO 2006-1, Ltd. /LLC (RFC 2006-1) reflecting Fitch's base case loss expectation of 67.5%.
Fitch's performance expectation incorporates prospective views regarding commercial real estate market value and cash flow declines, and factors in concerns regarding the ability of the current asset manager to effectively manage the collateralized debt obligation (CDO). A detailed list of rating actions follows at the end of this release.
KEY RATING DRIVERS
The affirmations reflect portfolio performance consistent with Fitch's expectation at the last rating action in March 2013.
Since Fitch's last rating action, the CDO liabilities have paid down an additional $31.8 million. Total paydown since issuance has reached $388.1 million (64.7% of the original transaction balance). The recent paydowns were due to the full payoff of two assets, partial proceeds from the discounted payoff (DPO) of another asset, asset amortization and the diversion of interest proceeds from the failure of coverage tests. Realized losses since last review totaled $46 million. The CDO is under-collateralized by $97.3 million.
In June 2013, the two remaining swaps in the transaction were terminated due to the declining collateral quality and concern of insufficient interest income to cover monthly obligation. The swaps had a notional balance of $43.7 million and $26.95 million, and mature in 2018 and 2016, respectively. Total termination cost of $10.2 million was covered by the proceeds from the DPO. The termination has lowered the risk of triggering an Event of Default (EOD) caused by an inability to pay timely interest on the class A-1, A-2, and B notes.
The portfolio is highly concentrated with only 18 assets remaining. As of the February 2014 trustee report and per Fitch categorizations, the CDO consists of the following: whole loans (41.3%), commercial mortgage-backed securities (CMBS: 41.2%), and mezzanine debt (17.4%). Defaulted assets and Fitch Loans of Concern, combined, currently comprise 73.2% of the pool compared to 76.8% at Fitch's last rating action. Further, the trustee classifies 69.6% of the collateral pool as impaired. The weighted average rating of the CMBS bonds is 'B-/CCC+', compared to 'CCC+/CCC' at last review.
Under Fitch's methodology, approximately 94.2% of the portfolio is modeled to default in the base case stress scenario, defined as the 'B' stress. In this scenario, the modeled average cash flow decline is 7% from year-end 2013. Fitch estimates that average recoveries will be low at 15.5% due to the concentration of defaulted assets, subordinate debt positions, and speculative grade-rated CMBS bonds.
This transaction was analyzed according to the 'Surveillance Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate Transactions', which applies stresses to property cash flows and debt service coverage ratio (DSCR) tests to project future default levels for the underlying portfolio. Recoveries for the loan assets are based on stressed cash flows and Fitch's long-term capitalization rates.
The credit enhancement to the timely pay class A-2 was then compared to the modeled expected losses. In consideration of the significant concentration of the pool, high percentage of defaulted and LOC assets, and related risk of future insufficient interest and principal proceeds to pay interest on these classes, the credit enhancement was determined to be consistent with the rating assigned below. Based on prior modeling results, no material impact was anticipated from cash flow modeling the transaction.
The 'CCC' and below ratings assigned to classes B through K are based on a deterministic analysis that considers Fitch's base case loss expectation for the pool and the current percentage of defaulted assets and Fitch Loans of Concern factoring in anticipated recoveries relative to each classes credit enhancement, as well as the likelihood for OC tests to cure.
The largest component of Fitch's base case loss expectation is a whole loan (28.6% of the pool) secured by a 72-room boutique hotel located in the Times Square area of New York City. In 2012, the loan was restructured. The loan's maturity was extended to 2019. The loan currently consists of an A-Note and a Hope Note. Current property cash flow remains significantly below issuance and underwritten expectations. Fitch modeled a substantial loss in its base case scenario.
The second largest component of Fitch's base case loss expectation is the CMBS portion of the collateral comprised of 16 CMBS bonds (41.2%). The majority of the portfolio has speculative grade ratings.
RATING SENSITIVITIES
Future upgrades to the senior classes are unlikely due to concerns over the CDOs ability to make timely interest payments; the increasing concentration of the transaction; poor quality of the collateral pool, and the uncertainty regarding the current collateral manager's capability to effectively manage the assets. The distressed classes (rated below 'B') may be subject to further rating actions as losses are realized.
RFC 2006-1 is a commercial real estate CDO. The transaction exited its reinvestment period in April 2011. The CDO's asset manager was formerly known as Realty Finance Corp. (RFC). In February 2011, RFC entered into an agreement to outsource its asset management functions for the CDO to Waldron H. Rand & Company, P.C. (Waldron), an accounting firm based in Massachusetts with real estate experience. In August 2013, RFC acquired and merged with ClearVue Management, Inc. a California-based private real estate investment company that specializes in the acquisition, stabilization and disposition of distressed/nonperforming residential real estate loans across the United States, and changed its name to CV Holdings, Inc. As a result of the merger, both accounting and asset management functions for the CDO were brought back in-house.
The transaction was formerly known as CBRE Realty Finance CDO 2006-1, Ltd./LLC.
Fitch has affirmed the following classes:
--$19.7 million class A-2 at 'CCCsf'; RE 100%;
--$34.5 million class B at 'CCCsf'; RE 30%;
--$15 million class C at 'CCCsf'; RE 0%;
--$13.5 million class D at 'CCsf'; RE 0%;
--$9 million class E at 'Csf'; RE 0%;
--$10.5 million class F at 'Csf'; RE 0%;
--$13.5 million class G a at 'Csf'; RE 0%;
--$4.5 million class H at 'Csf'; RE 0%;
--$24 million class J at 'Csf'; RE 0%;
--$20.3 million class K at 'Csf'; RE 0%.
Class A-1 has paid in full. Fitch does not rate the preferred shares.
Additional information is available at 'www.fitchratings.com'.
Applicable Criteria and Related Research:
--'Global Structured Finance Rating Criteria (May 2013);
--'Surveillance Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate Transactions,' (November 2013);
--'Global Rating Criteria for Structured Finance CDOs' (Sept. 12, 2013).
Applicable Criteria and Related Research:
Global Structured Finance Rating Criteria
http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=708661
Surveillance Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate Transactions
http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=723059
Global Rating Criteria for Structured Finance CDOs
http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=718027
Additional Disclosure
Solicitation Status
http://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=822100
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