Attached files
| file | filename |
|---|---|
| EX-4.7 - POOLING AND SERVICING AGREEMENT, DATED AS OF MARCH 1, 2020 - Morgan Stanley Capital I Trust 2020-L4 | exh4-7c19psa.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): March 30, 2020
Central Index Key Number of the issuing entity: 0001799463
Morgan Stanley Capital I Trust 2020-L4
(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: 0001624053
Argentic Real Estate Finance LLC
Central Index Key Number of the sponsor: 0001548405
Starwood Mortgage Capital LLC
Central Index Key Number of the sponsor: 0001558761
Cantor Commercial Real Estate Lending, L.P.
(Exact Names of the Sponsors as Specified in their Charters)
| Delaware | 333-227446-09 | 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))
| 1 |
Item 1.01. Entry into a Material Definitive Agreement
On February 20, 2020 (the “Closing Date”), Morgan Stanley Capital I Inc. (the “Registrant”) caused the issuance of the Morgan Stanley Capital I Trust 2020-L4, Commercial Mortgage Pass-Through Certificates, Series 2020-L4 (the “Certificates”), pursuant to a Pooling and Servicing Agreement, dated as of February 1, 2020 (the “Pooling and Servicing Agreement”), between the Registrant, as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, LNR Partners, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and trustee, and Pentalpha Surveillance 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 mortgaged property identified as “Sol y Luna” on Exhibit B to the Pooling and Servicing Agreement (the “Sol y Luna Mortgage Loan”), is an asset of the Issuing Entity and part of a whole loan (the “Sol y Luna Whole Loan”) that includes the Sol y Luna Mortgage Loan and multiple pari passu and subordinate promissory notes (the “Companion Loans”) that are not assets of the Issuing Entity. The Pooling and Servicing Agreement provides that the Sol y Luna Whole Loan will be serviced and administered (i) prior to the securitization of the related lead servicing Companion Loan (represented by promissory note A-1), under the Pooling and Servicing Agreement, and (ii) from and after the securitization of the related lead servicing Companion Loan, under the pooling and servicing agreement entered into in connection with that securitization.
The lead servicing Companion Loan related to the Sol y Luna Whole Loan was securitized on March 30, 2020 in connection with the issuance of a series of mortgage pass-through certificates entitled CSAIL 2020-C19 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2020-C19. Consequently, the Sol y Luna Mortgage Loan is being serviced and administered under the pooling and servicing agreement entered into in connection with such securitization, dated as of March 1, 2020 (the “CSAIL 2020-C19 PSA”), between Credit Suisse Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the “Non-Serviced Master Servicer”), 3650 REIT Loan Servicing LLC, as special servicer (the “Non-Serviced Special Servicer”), Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, and Wells Fargo Bank, National Association, as certificate administrator and trustee. The CSAIL 2020-C19 PSA is attached hereto as Exhibit 4.7.
The servicing terms of the CSAIL 2020-C19 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 February 10, 2020 (the “Prospectus”), and the following:
| · | The Non-Serviced Master Servicer will earn a primary servicing fee with respect to the Sol y Luna 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 Sol y Luna Mortgage Loan becoming a specially serviced loan under the CSAIL 2020-C19 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 Sol y Luna Whole Loan (other than default interest and excess interest) made by the related borrower after any workout of the Sol y Luna Whole Loan. The workout fee is subject to a minimum fee of $25,000 and is subject to a cap of $1,000,000. |
| · | 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 Sol y Luna Whole Loan. The liquidation fee is subject to a minimum fee of $25,000, and the liquidation fee is subject to a cap of $1,000,000. |
| 2 |
Item 9.01. Financial Statements and Exhibits
| 3 |
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: President | ||
Dated: April 3, 2020
| 4 |