UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 31, 2014
Morgan Stanley Bank of America Merrill Lynch Trust 2013-C12 |
(Exact name of issuing entity) |
Morgan Stanley Capital I Inc. |
(Exact name of registrant as specified in its charter) |
Morgan Stanley Mortgage Capital Holdings LLC |
Bank of America, National Association |
CIBC Inc. |
(Exact names of sponsors as specified in their charters) |
Delaware | 333-180779-05 | 13-3291626 |
(State or Other Jurisdiction | (Commission File | (IRS Employer |
of Incorporation) | Number) | 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 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 October 23, 2013, a series of mortgage pass-through certificates, entitled Commercial Mortgage Pass-Through Certificates, Series 2013-C12 (the “Certificates”), were issued by Morgan Stanley Bank of America Merrill Lynch Trust 2013-C12, a New York common law trust (the “Issuing Entity”), pursuant to a Pooling and Servicing Agreement, dated as of July 1, 2013 (the “Pooling and Servicing Agreement”), between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, U.S. Bank National Association, as trustee, Trimont Real Estate Advisors, Inc., as trust advisor, and Wells Fargo Bank, National Association, as certificate administrator, custodian, certificate registrar and authenticating agent.
The Certificates represent, in the aggregate, the entire beneficial ownership in the Issuing Entity. As of the closing date, the Issuing Entity’s primary assets were seventy-two (72) fixed rate mortgage loans (the “Mortgage Loans”) secured by first liens on ninety-three (93) multifamily and commercial properties.
The Mortgage Loan secured by the mortgaged property identified as “Westfield Countryside” on Schedule II to the Pooling and Servicing Agreement (the “Westfield Countryside Mortgage Loan”), which is an asset of the Issuing Entity, is part of a non-serviced loan combination (the “Westfield Countryside Non-Serviced Loan Combination”) that includes the Westfield Countryside Mortgage Loan and one other pari passu loan, which is not an asset of the Issuing Entity (the “Westfield Countryside Non-Serviced Companion Loan”). The Westfield Countryside Non-Serviced Loan Combination, including the Westfield Countryside Mortgage Loan, is being serviced and administered under the pooling and servicing agreement, dated as of August 1, 2013 (the “MSBAM 2013-C11 Pooling and Servicing Agreement”), between Banc of America Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, Deutsche Bank Trust Company Americas, as trustee, Wells Fargo Bank, National Association, as certificate administrator, certificate registrar and authenticating agent, Wells Fargo Bank, National Association, as custodian, and Situs Holdings, LLC, as trust advisor, relating to the Morgan Stanley Bank of America Merrill Lynch Trust 2013-C11 securitization transaction into which the Westfield Countryside Non-Serviced Companion Loan was deposited. The MSBAM 2013-C11 Pooling and Servicing Agreement is attached hereto as Exhibit 4.1.
The Mortgage Loan secured by the mortgaged property identified as “Burnham Center” on Schedule II to the Pooling and Servicing Agreement (the “Burnham Center Mortgage Loan”), which is an asset of the Issuing Entity, is part of a non-serviced loan combination (the “Burnham Center Non-Serviced Loan Combination”) that includes the Burnham Center Mortgage Loan and one other pari passu loan, which is not an asset of the Issuing Entity (the “Burnham Center Non-Serviced Companion Loan”). The Burnham Center Non-Serviced Loan Combination, including the Burnham Center Mortgage Loan, is being serviced and administered under the pooling and servicing agreement, dated as of July 1, 2013 (the “MSBAM 2013-C10 Pooling and Servicing Agreement”), between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as trustee, certificate administrator, custodian, certificate registrar and authenticating agent, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and special servicer, and Park Bridge Lender
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Services LLC, as trust advisor, relating to the Morgan Stanley Bank of America Merrill Lynch Trust 2013-C10 securitization transaction into which the Burnham Center Non-Serviced Companion Loan was deposited. The MSBAM 2013-C10 Pooling and Servicing Agreement is attached hereto as Exhibit 4.2.
As disclosed in the prospectus supplement filed by the Issuing Entity pursuant to Rule 424(b)(5) with respect to the Certificates on October 21, 2013 (the “Prospectus Supplement”), the terms and conditions of the MSBAM 2013-C11 Pooling and Servicing Agreement applicable to the servicing of the Westfield Countryside Mortgage Loan, and the terms and conditions of the MSBAM 2013-C10 Pooling and Servicing Agreement applicable to the servicing of the Burnham Center Mortgage Loan, are substantially similar (except as noted in the Prospectus Supplement) to the terms and conditions of the Pooling and Servicing Agreement, as described under “Servicing of the Mortgage Loans” in the Prospectus Supplement, applicable to the servicing of the Mortgage Loans (other than the Westfield Countryside Mortgage Loan and Burnham Center Mortgage Loan).
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits:
4.1 | Pooling and Servicing Agreement, dated as of August 1, 2013, between Banc of America Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, Deutsche Bank Trust Company Americas, as trustee, Wells Fargo Bank, National Association, as certificate administrator, certificate registrar and authenticating agent, Wells Fargo Bank, National Association, as custodian, and Situs Holdings, LLC, as trust advisor. |
4.2 | Pooling and Servicing Agreement, dated as of July 1, 2013, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as trustee, certificate administrator, custodian, certificate registrar and authenticating agent, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and special servicer, and Park Bridge Lender Services LLC, as trust advisor. |
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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/ Cynthia Eckes Name: Cynthia Eckes Title: Authorized Signatory |
Date: March 31, 2014
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EXHIBIT INDEX
Exhibit Number | Description |
4.1 | Pooling and Servicing Agreement, dated as of August 1, 2013, between Banc of America Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, Deutsche Bank Trust Company Americas, as trustee, Wells Fargo Bank, National Association, as certificate administrator, certificate registrar and authenticating agent, Wells Fargo Bank, National Association, as custodian, and Situs Holdings, LLC, as trust advisor. |
4.2 | Pooling and Servicing Agreement, dated as of July 1, 2013, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as trustee, certificate administrator, custodian, certificate registrar and authenticating agent, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and special servicer, and Park Bridge Lender Services LLC, as trust advisor. |
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