Attached files
| file | filename |
|---|---|
| EX-4.9 - POOLING AND SERVICING AGREEMENT, DATED AS OF OCTOBER 1, 2018 - BANK 2018-BNK14 | exh4-9.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 25, 2018
Central Index Key Number of the issuing entity: 0001749973
BANK 2018-BNK14
(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: 0000740906
Wells Fargo Bank, National Association
Central Index Key Number of the sponsor: 0001102113
Bank of America, National Association
Central Index Key Number of the sponsor: 0001577313
National Cooperative Bank, N.A.
(Exact Names of the Sponsors as Specified in their Charters)
| Delaware | 333-206582-16 | 13-3291626 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. 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))
Item 1.01. Entry into a Material Definitive Agreement
On September 27, 2018, Morgan Stanley Capital I Inc. (the “Registrant”) caused the issuance of the BANK 2018-BNK14, Commercial Mortgage Pass-Through Certificates, Series 2018-BNK14 (the “Certificates”), pursuant to a Pooling and Servicing Agreement, dated as of September 1, 2018 (the “Pooling and Servicing Agreement”), between the Registrant, as depositor, Wells Fargo Bank, National Association, as general master servicer, Rialto Capital Advisors, LLC, as general special servicer, National Cooperative Bank, N.A., as NCB master servicer and as NCB special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Pooling and Servicing Agreement.
One mortgage loan, secured by the portfolio of mortgaged properties identified as “Starwood Hotel Portfolio” on Exhibit B to the Pooling and Servicing Agreement (the “Starwood Hotel Portfolio Mortgage Loan”), is an asset of the Issuing Entity and part of a whole loan (the “Starwood Hotel Portfolio Whole Loan”) that includes the Starwood Hotel Portfolio Mortgage Loan and three pari passu promissory notes (the “Pari Passu Companion Loans”) that are not assets of the Issuing Entity. The Pooling and Servicing Agreement provides that the Starwood Hotel Portfolio Whole Loan will be serviced and administered (i) prior to the securitization of the related controlling Pari Passu Companion Loan, under the Pooling and Servicing Agreement, and (ii) from and after the securitization of the related controlling Pari Passu Companion Loan, under the pooling and servicing agreement entered into in connection with that securitization.
The controlling Pari Passu Companion Loan related to the Starwood Hotel Portfolio Whole Loan was securitized on October 25, 2018 in connection with the issuance of a series of mortgage pass-through certificates entitled Wells Fargo Commercial Mortgage Trust 2018-C47, Commercial Mortgage Pass-Through Certificates, Series 2018-C47. Consequently, the Starwood Hotel Portfolio Mortgage Loan is being serviced and administered under the pooling and servicing agreement entered into in connection with such securitization, dated as of October 1, 2018 (the “WFCM 2018-C47 PSA”), between Wells Fargo Commercial Mortgage Securities, Inc., as depositor, Wells Fargo Bank, National Association, as master servicer (the “Non-Serviced Master Servicer”), Midland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Non-Serviced Special Servicer”), Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer. The WFCM 2018-C47 PSA is attached hereto as Exhibit 4.9.
The servicing terms of the WFCM 2018-C47 PSA will be substantially similar to the servicing terms of the Pooling and Servicing Agreement applicable to the Serviced Mortgage Loans; however, the servicing arrangements under such agreements will differ in certain respects, including the items set forth under “Description of the Mortgage Pool—The Whole Loans” and “Pooling and Servicing Agreement—Servicing of the Non-Serviced Mortgage Loans—General” in the prospectus relating to the Certificates, dated September 19, 2018 (the “Prospectus”), and the following:
| · | The Non-Serviced Master Servicer will earn a primary servicing fee with respect to the Starwood Hotel Portfolio Mortgage Loan that is to be calculated at 0.0025% per annum (which will be paid in connection with such Non-Serviced Master Servicer’s primary servicing obligations for such mortgage loan). |
| · | Upon the Starwood Hotel Portfolio Mortgage Loan becoming a specially serviced loan under the WFCM 2018-C47 PSA, the Non-Serviced Special Servicer will earn a special servicing fee payable monthly with respect to such mortgage loan accruing at a rate equal to 0.25% per annum, until such time as such mortgage loan is no longer specially serviced. The special servicing fee is subject to a minimum fee of $3,500. |
| · | The Non-Serviced Special Servicer will be entitled to a workout fee equal to 1.0% of each payment of principal (other than any amount for which a liquidation fee is paid) and interest in respect of the Starwood Hotel Portfolio Whole Loan (other than default interest and excess interest) made by the related borrower after any workout of the Starwood Hotel Portfolio Whole Loan. The workout fee is subject to a minimum fee of $25,000 and is not subject to a cap. |
| · | The Non-Serviced Special Servicer will be entitled to a liquidation fee equal to 1.0% of net liquidation proceeds received in connection with a liquidation of the Starwood Hotel Portfolio Whole Loan. The liquidation fee is subject to a minimum fee of $25,000 and is not subject to a cap. |
| · | The operating advisor under the WFCM 2018-C47 PSA will be entitled to consult with the Non-Serviced Special Servicer under different circumstances than those under which the BANK 2018-BNK14 operating advisor is entitled to consult with the BANK 2018-BNK14 special servicer. In particular, such operating advisor will be entitled to consult on major decisions when the principal balance of the “eligible horizontal residual interest” (as defined under Regulation RR) issued by the WFCM 2018-C47 securitization trust is 25% or less than the initial balance thereof (taking into account appraisal reduction amounts and collateral deficiency amounts). In addition, the operating advisor under the WFCM 2018-C47 PSA will at any time be entitled to recommend the termination of the Non-Serviced Special Servicer if it determines, in its sole discretion exercised in good faith, that (i) such special servicer is not performing its duties as required under the WFCM 2018-C47 PSA or is otherwise not acting in accordance with the related servicing standard and (ii) the replacement of such special servicer would be in the best interest of the WFCM 2018-C47 certificateholders as a collective whole. Such recommendation would then be subject to confirmation by such certificateholders pursuant to a vote. |
| · | Unlike the Pooling and Servicing Agreement, the WFCM 2018-C47 PSA does not provide non-binding consultation rights in respect of the Starwood Hotel Portfolio Mortgage Loan to a representative of the holders of the credit risk retention interests. The retaining sponsor with respect to the WFCM 2018-C47 securitization is expected to comply with applicable credit risk retention requirements through the purchase of risk retention interests by a third-party purchaser. |
| · | Under the WFCM 2018-C47 PSA, each of the master servicer, the certificate administrator, the trustee, the operating advisor and the asset representations reviewer is required to resign, subject to certain conditions, if it becomes affiliated with the third-party purchaser of the “eligible horizontal residual interest” (as defined under Regulation RR) issued by the WFCM 2018-C47 securitization trust. |
Item 9.01. Financial Statements and Exhibits
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 | ||
| Dated: October 30, 2018 | ||