UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 8, 2016
| Central Index Key Number of the issuing entity: 0001664682 |
| Morgan Stanley Capital I Trust 2016-UBS9 |
| (Exact name of issuing entity) |
| Central Index Key Number of the depositor: 0001547361 |
| Morgan Stanley Capital I Inc. |
| (Exact name of registrant as specified in its charter) |
| Central Index Key Number of the sponsor: 0001541557 |
| Morgan Stanley Mortgage Capital Holdings LLC |
| Central Index Key Number of the sponsor: 0001102113 |
| Bank of America, National Association |
| Central Index Key Number of the sponsor: 0001541886 |
| UBS Real Estate Securities Inc. |
| (Exact names of sponsors as specified in their charters) |
| Delaware | 333-206582-01 | 13-3291626 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 1585 Broadway | New York, New York | 10036 |
| (Address of Principal Executive Offices) | (Zip Code | |
Registrant's telephone number, including area code: (212) 761-4000
| Not applicable |
| (Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act(17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Explanatory Note
This Form 8-K/A amends the Current Report on Form 8-K (the “Form 8-K”), dated and filed as of March 8, 2016, as amended by the Current Report on Form 8-K/A (the “Form 8-K/A”), dated and filed as of March 16, 2016, with respect to Morgan Stanley Capital I Trust 2016-UBS9. The purpose of this amendment is to include the Central Index Key Numbers of the sponsors, the issuing entity and the depositor.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits:
| 1.1 | Underwriting Agreement, dated as of February 19, 2016, between Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings LLC, Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, UBS Securities LLC, Drexel Hamilton, LLC and Academy Securities, Inc. (Filed as Exhibit 1.1 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.1 | Pooling and Servicing Agreement, dated as of March 1, 2016, between Morgan Stanley Capital I Inc., as depositor, KeyBank National Association, as master servicer, CWCapital Asset Management LLC, as special servicer, Park Bridge Lender Services LLC, as operating advisor and asset representations reviewer, and Wells Fargo Bank, National Association, as trustee, certificate administrator, certificate registrar, authenticating agent and custodian. (Filed as Exhibit 4.1 to the Form 8-K/A under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.2 | Pooling and Servicing Agreement, dated as of December 1, 2015, between Morgan Stanley Capital I Inc., as depositor, Midland Loan Services, a division of PNC Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Situs Holdings, LLC, as trust advisor, and Wells Fargo Bank, National Association, as trustee, certificate administrator and custodian. (Filed as Exhibit 4.2 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.3 | Trust and Servicing Agreement, dated as of December 22, 2015, between Credit Suisse First Boston Mortgage Securities Corp., as depositor, KeyBank National Association, as servicer, AEGON USA Realty Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.3 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.4 | Pooling and Servicing Agreement, dated as of February 1, 2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, C-III Asset Management LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, U.S. Bank National Association, as trustee, Park Bridge Lender Services LLC, as operating advisor, and Park Bridge Lender Services LLC, as asset representations reviewer. (Filed as Exhibit 4.4 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 36.1 | Depositor’s Certification for Shelf Offerings of Asset-Backed Securities in respect of that certain Prospectus dated February 23, 2016, which such certification is dated February 23, 2016. (Filed as Exhibit 36.1 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 2 |
| 99.1 | Mortgage Loan Purchase Agreement, dated February 19, 2016, between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC. (Filed as Exhibit 99.1 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.2 | Mortgage Loan Purchase Agreement, dated February 19, 2016, between Morgan Stanley Capital I Inc. and Bank of America, National Association. (Filed as Exhibit 99.2 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.3 | Mortgage Loan Purchase Agreement, dated February 19, 2016, between Morgan Stanley Capital I Inc. and UBS Real Estate Securities Inc. (Filed as Exhibit 99.3 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.4 | Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and UBS Real Estate Securities Inc., as Initial Note A-4 Holder. (Filed as Exhibit 99.4 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.5 | Agreement Between Note Holders, dated as of March 8, 2016, between Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3 Holder. (Filed as Exhibit 99.5 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.6 | Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3 Holder. (Filed as Exhibit 99.6 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.7 | Amended and Restated Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, Wells Fargo Bank, National Association as MSCI 2015-UBS8 trustee, as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and UBS Real Estate Securities Inc., as Initial Note A-4 Holder. (Filed as Exhibit 99.7 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.8 | Co-Lender Agreement, dated as of December 22, 2015, between Column Financial, Inc., as Initial Note A-1 Holder, Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note A-2 Holder, Column Financial, Inc., as Initial Note A-3 Holder, Morgan Stanley Bank, N.A., as Initial Note A-4 Holder, Column Financial, Inc., as Initial Note B-1 Holder, and Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note B-2 Holder. (Filed as Exhibit 99.8 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.9 | Agreement Between Note Holders, dated as of February 19, 2016, between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank, N.A., as Initial Note A-2 Holder, and Morgan Stanley Bank, N.A., as Initial Note A-3 Holder. (Filed as Exhibit 99.9 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 3 |
| 99.10 | Agreement Between Note Holders, dated as of November 5, 2015, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and Bank of America, National Association, as Initial Note A-4 Holder. (Filed as Exhibit 99.10 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.11 | Amended and Restated Agreement Between Note Holders, dated as of March 8, 2016, between Wells Fargo Bank, National Association, as MSCI 2015-UBS8 trustee, as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, UBS Real Estate Securities Inc., as Initial Note A-4 Holder, and Bank of America, National Association, as Initial Note A-5 Holder. (Filed as Exhibit 99.11 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.12 | Agreement Between Note Holders, dated as of November 5, 2015, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3 Holder. (Filed as Exhibit 99.12 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.13 | Amended and Restated Subservicing Agreement, dated as of January 18, 2013 between KeyBank National Association (as successor by merger to KeyCorp Real Estate Capital Markets, Inc.), as master servicer, and Berkadia Commercial Mortgage LLC, as subservicer. (Filed as Exhibit 99.13 to the Form 8-K/A under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.14 | Subservicing Agreement, dated as of March 1, 2016 between KeyBank National Association, as master servicer, and Berkadia Commercial Mortgage LLC, as subservicer. (Filed as Exhibit 99.14 to the Form 8-K/A under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Morgan Stanley Capital I Inc. | |
By: /s/ Jane Lam | |
| Name: Jane Lam | |
| Title: Vice President | |
Date: April 7, 2016
| 5 |
EXHIBIT INDEX
Exhibit Number |
Description |
| 1.1 | Underwriting Agreement, dated as of February 19, 2016, between Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings LLC, Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, UBS Securities LLC, Drexel Hamilton, LLC and Academy Securities, Inc. (Filed as Exhibit 1.1 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.1 | Pooling and Servicing Agreement, dated as of March 1, 2016, between Morgan Stanley Capital I Inc., as depositor, KeyBank National Association, as master servicer, CWCapital Asset Management LLC, as special servicer, Park Bridge Lender Services LLC, as operating advisor and asset representations reviewer, and Wells Fargo Bank, National Association, as trustee, certificate administrator, certificate registrar, authenticating agent and custodian. (Filed as Exhibit 4.1 to the Form 8-K/A under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.2 | Pooling and Servicing Agreement, dated as of December 1, 2015, between Morgan Stanley Capital I Inc., as depositor, Midland Loan Services, a division of PNC Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Situs Holdings, LLC, as trust advisor, and Wells Fargo Bank, National Association, as trustee, certificate administrator and custodian. (Filed as Exhibit 4.2 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.3 | Trust and Servicing Agreement, dated as of December 22, 2015, between Credit Suisse First Boston Mortgage Securities Corp., as depositor, KeyBank National Association, as servicer, AEGON USA Realty Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.3 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 4.4 | Pooling and Servicing Agreement, dated as of February 1, 2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, C-III Asset Management LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, U.S. Bank National Association, as trustee, Park Bridge Lender Services LLC, as operating advisor, and Park Bridge Lender Services LLC, as asset representations reviewer. (Filed as Exhibit 4.4 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 36.1 | Depositor’s Certification for Shelf Offerings of Asset-Backed Securities in respect of that certain Prospectus dated February 23, 2016, which such certification is dated February 23, 2016. (Filed as Exhibit 36.1 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 6 |
| 99.1 | Mortgage Loan Purchase Agreement, dated February 19, 2016, between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC. (Filed as Exhibit 99.1 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.2 | Mortgage Loan Purchase Agreement, dated February 19, 2016, between Morgan Stanley Capital I Inc. and Bank of America, National Association. (Filed as Exhibit 99.2 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.3 | Mortgage Loan Purchase Agreement, dated February 19, 2016, between Morgan Stanley Capital I Inc. and UBS Real Estate Securities Inc. (Filed as Exhibit 99.3 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.4 | Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and UBS Real Estate Securities Inc., as Initial Note A-4 Holder. (Filed as Exhibit 99.4 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.5 | Agreement Between Note Holders, dated as of March 8, 2016, between Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3 Holder. (Filed as Exhibit 99.5 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.6 | Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3 Holder. (Filed as Exhibit 99.6 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.7 | Amended and Restated Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, Wells Fargo Bank, National Association as MSCI 2015-UBS8 trustee, as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and UBS Real Estate Securities Inc., as Initial Note A-4 Holder. (Filed as Exhibit 99.7 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.8 | Co-Lender Agreement, dated as of December 22, 2015, between Column Financial, Inc., as Initial Note A-1 Holder, Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note A-2 Holder, Column Financial, Inc., as Initial Note A-3 Holder, Morgan Stanley Bank, N.A., as Initial Note A-4 Holder, Column Financial, Inc., as Initial Note B-1 Holder, and Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note B-2 Holder. (Filed as Exhibit 99.8 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 7 |
| 99.9 | Agreement Between Note Holders, dated as of February 19, 2016, between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank, N.A., as Initial Note A-2 Holder, and Morgan Stanley Bank, N.A., as Initial Note A-3 Holder. (Filed as Exhibit 99.9 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.10 | Agreement Between Note Holders, dated as of November 5, 2015, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and Bank of America, National Association, as Initial Note A-4 Holder. (Filed as Exhibit 99.10 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.11 | Amended and Restated Agreement Between Note Holders, dated as of March 8, 2016, between Wells Fargo Bank, National Association, as MSCI 2015-UBS8 trustee, as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, UBS Real Estate Securities Inc., as Initial Note A-4 Holder, and Bank of America, National Association, as Initial Note A-5 Holder. (Filed as Exhibit 99.11 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.12 | Agreement Between Note Holders, dated as of March 8, 2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3 Holder. (Filed as Exhibit 99.12 to the Form 8-K under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.13 | Amended and Restated Subservicing Agreement, dated as of January 18, 2013 between KeyBank National Association (as successor by merger to KeyCorp Real Estate Capital Markets, Inc.), as master servicer, and Berkadia Commercial Mortgage LLC, as subservicer. (Filed as Exhibit 99.13 to the Form 8-K/A under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 99.14 | Subservicing Agreement, dated as of March 1, 2016 between KeyBank National Association, as master servicer, and Berkadia Commercial Mortgage LLC, as subservicer. (Filed as Exhibit 99.14 to the Form 8-K/A under SEC File No. 333-206582-01 and incorporated by reference herein.) |
| 8 |