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: October 31, 2017
(Date of earliest event reported)
BANK 2017-BNK7
(Central Index Key Number 0001714679)
(Exact name of issuing entity)
Wells Fargo Bank, National Association
(Central Index Key Number 0000740906)
Morgan Stanley Mortgage Capital Holdings LLC
(Central Index Key Number0001541557)
Bank of America, National Association
(Central Index Key Number 0001102113)
National Cooperative Bank, N.A.
(Central Index Key Number 0001577313)
(Exact name of sponsor as specified in its charter)
Wells Fargo Commercial Mortgage Securities, Inc.
(Central Index Key Number 0000850779)
(Exact name of registrant as specified in its charter)
| North Carolina | 333-206677-18 | 56-1643598 |
| (State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
| 301 South College Street | ||
| Charlotte, North Carolina | 28288-1066 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code | (704) 374-6161 |
| 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 28, 2017, Wells Fargo Commercial Mortgage Securities, Inc. (the “Depositor”) caused the issuance, pursuant to a pooling and servicing agreement, dated as of September 1, 2017 (the “Pooling and Servicing Agreement”), among Wells Fargo Commercial Mortgage Securities, Inc., as depositor (the “Registrant”), 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, Pentalpha Surveillance LLC, as operating advisor and as asset representations reviewer, Wells Fargo Bank, National Association, as certificate administrator, and Wilmington Trust, National Association, as trustee, of BANK 2017-BNK7, Commercial Mortgage Pass-Through Certificates, Series 2017-BNK7. The Certificates represent, in the aggregate, the entire beneficial ownership in the BANK 2017-BNK7 (the “Issuing Entity”), a common law trust fund formed under the laws of the State of New York pursuant to the Pooling and Servicing Agreement. The assets of the Issuing Entity consist primarily of 65 fixed-rate commercial mortgage loans (the “Mortgage Loans”) secured by first liens on 83 commercial or multifamily properties.
The Mortgage Loan identified as “Moffett Place B4” on Exhibit B to the Pooling and Servicing Agreement (the “Moffett Place B4 Mortgage Loan”), which is an asset of the Issuing Entity, is part of a whole loan (the “Moffett Place B4 Portfolio Whole Loan”) that includes such Mortgage Loan and one or morepari passu companion loans that is not an asset of the Issuing Entity. The Moffett Place B4 Whole Loan is being serviced and administered pursuant to a pooling and servicing agreement, dated as of October 1, 2017 and as to which an executed version is attached hereto asExhibit 4.1 (the “JPMDB 2017-C7 Pooling and Servicing Agreement”), by and among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and as special servicer (the “JPMDB 2017-C7 Special Servicer”), Wells Fargo Bank, National Association, as certificate administrator and as trustee, and Pentalpha Surveillance LLC, as operating advisor (the “JPMDB 2017-C7 Operating Advisor”) and as asset representations reviewer, relating to the JPMDB 2017-C7 securitization transaction into which the related controlling companion loan is deposited.
The terms and conditions of the JPMDB 2017-C7 Pooling and Servicing Agreement applicable to the servicing of the Moffett Place B4 Mortgage Loan are substantially similar to the terms and conditions of the Pooling and Servicing Agreement applicable to the servicing of the other Mortgage Loans, as described under “Pooling and Servicing Agreement” in the prospectus filed by the Issuing Entity pursuant to Rule 424(b)(2) with respect to the Certificates on September 28, 2017;provided, the JPMDB 2017-C7 Operating Advisor will be required to (i) generally review the actions of the JPMDB 2017-C7 Special Servicers with respect to any specially serviced mortgage loans, (ii) prepare annual reports regarding any specially serviced mortgage loans prior to the occurrence and continuance of a control termination event under the JPMDB 2017-C7 Pooling and Servicing Agreement, (iii) upon determining that (a) either JPMDB 2017-C7 Special Servicer is not adequately performing its duties under the JPMDB 2017-C7 Pooling and Servicing Agreement or otherwise not acting in accordance with the relevant servicing standard and (b) the replacement of either JPMDB 2017-C7 Special Servicer would be in the best interests of the JPMDB 2017-C7 certificateholders as a collective whole, recommend the replacement of either JPMDB 2017-C7 Special Servicer or (iv) consult with either JPMDB 2017-C7 Special Servicer prior to the occurrence of a control termination event under the JPMDB 2017-C7 Pooling and Servicing Agreement. The JPMDB 2017-C7 Special Servicer is entitled to a special servicing fee for each distribution date at a special servicing fee rate equal to the greater of (i) a per annum rate of 0.25000% and (ii) the per annum rate that would result in a special servicing fee of $3,500 for the related month.
Item 9.01Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit No. | Description |
| Exhibit 4.1 | Pooling and Servicing Agreement, dated as of October 1, 2017, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and as special servicer, Wells Fargo Bank, National Association, as certificate administrator and as trustee, and Pentalpha Surveillance LLC, as operating advisor and as asset representations reviewer. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Date: November 6, 2017 | WELLS FARGO COMMERCIAL MORTGAGE SECURITIES, INC. | |
| (Registrant) | ||
| By: | /s/ Anthony J. Sfarra | |
| Name: Anthony J. Sfarra | ||
| Title: President | ||
INDEX TO EXHIBITS
