Mail Stop 3628
January 29, 2021
Anthony Sfarra
President
Wells Fargo Commercial Mortgage Securities, Inc.
c/o Wells Fargo Bank, National Association
9062 Old Annapolis Road
Columbia, MD 21045
Re: BANK 2019-BNK16
Wells Fargo Commercial Mortgage Trust 2017-C38
Wells Fargo Commercial Mortgage Trust 2017-C39
Forms 10-D and ABS-EE for the Monthly Distribution Period Ended
November 18, 2020
Filed December 2, 2020
File Nos. 333-226486-03, 333-206677-16 and 333-206677-17
Dear Mr. Sfarra:
We have limited our review of your filings to those issues we have
addressed in our
comments. In our comments, we may ask you to provide us with information so we
may better
understand your disclosure.
Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.
After reviewing your response to these comments, we may have additional
comments.
Forms 10-D and ABS-EE of BANK 2019-BNK16
1. We note that asset number 2 in Exhibit 102 to the Form ABS-EE filed on
December 2,
2020 has a payment status of current and a paid through date of
3/11/2020. We also
note in Exhibit 99.1 to the accompanying Form 10-D filed on December 2,
2020,
comments on this asset from the special servicer note that "[t]he
borrower executed a
Forbearance agreement beginning April 11, 2020 for a period of 90 days.
Following the
90 days forbearance period, the borrower will be required to pay deferred
amounts over a
period not to exceed twelve months." However, this is inconsistent with
the asset-level
Anthony Sfarra
Wells Fargo Commercial Mortgage Securities, Inc.
January 29, 2021
Page 2
data points for the loan in previously filed Forms ABS-EE. In
particular, the asset-level
data points do not include modification information until the reporting
period ending June
11, 2020 while delinquency in the payment status reporting field
continued to increase in
the April and May 2020 reporting period. Please explain why these
discrepancies exist.
2. We note that for asset number 2, servicing advances began in April 2020,
dropped to zero
in the June and July 2020 reporting periods and continued to increase
above the level
previously reported starting in the August 2020 reporting period through
November 2020,
despite the reported existence of a forbearance agreement beginning in
April 2020. We
also note that for asset number 27, servicing advances steadily
increased beginning in the
August 2020 reporting period and continued through the November 2020
reporting
period, despite the existence of a forbearance agreement executed in
June as reported in
Form 10-D. Please tell us how the servicing advances for these assets
are consistent with
the transaction agreement provisions relating to servicing advances.
This includes, but is
not limited to, provisions requiring advances for assets in default and
delinquent assets
and recovery of advances at the time of a modification.
Forms 10-D and ABS-EE of Wells Fargo Commercial Mortgage Trust 2017-C38
3. We note that asset numbers 22 and 25 in Exhibit 102 to the Form ABS-EE
filed on
December 2, 2020 have payment statuses of current and paid through
dates of
4/11/2020 and 5/6/2020, respectively. We also note in Exhibit 99.1 to
the accompanying
Form 10-D filed on December 2, 2020, comments from the special servicer
on asset
number 22 note the forbearance was only for May, June and July 2020 and
comments on
asset number 25 note that the sponsor has resumed payments as
scheduled per the
forbearance agreement. However, this is inconsistent with the
asset-level data points for
both loans in previously filed Forms ABS-EE. In particular, asset number
22, which the
Form 10-D Exhibit 99.1 says was modified on 5/11/20, is not marked as
modified in the
asset-level data until the July 2020 reporting period, while delinquency
increased in the
May and June 2020 reporting periods. Additionally, asset number 25,
which the Form
10-D Exhibit 99.1 says was modified on 6/1/20, is not marked as modified
in the asset-
level data until the September 2020 reporting period, while delinquency
increased
through the October 2020 reporting period. Please explain why these
discrepancies exist.
4. Please also explain why the Form 10-D Exhibit 99.1 says that the sponsor
has resumed
payments on asset number 25 instead of the obligor making payments.
5. We note that servicing advances began in May for asset number 22 and in
April for asset
number 25 and often increased through November 2020, despite the
reported existence of
an executed forbearance agreement in April. We note that the servicing
advances for
asset number 22 dropped to zero in the July 2020 reporting period and
subsequently
increased to levels above those previously reported. Please tell us how
these advances
are consistent with the transaction agreement provisions relating to
servicing advances.
This includes, but is not limited to, the provisions that require
servicing advances for
Anthony Sfarra
Wells Fargo Commercial Mortgage Securities, Inc.
January 29, 2021
Page 3
assets in default and delinquent assets and recovery of servicing
advances at the time of a
modification.
Forms 10-D and ABS-EE of Wells Fargo Commercial Mortgage Trust 2017-C39
6. We note that asset number 19 in Exhibit 102 to the Form ABS-EE filed on
December 2,
2020 has a payment status of current and a paid through date of
3/6/2020. We also
note in Exhibit 99.1 to the accompanying Form 10-D filed on December 2,
2020, asset
number 19 was modified on 4/6/20. However, this is inconsistent with the
asset-level
data points for the loan in previously filed Forms ABS-EE, which did not
include
modification information for the periods in April through September,
while delinquency
in the payment status reporting field continued to increase during that
period. Please
explain why these discrepancies exist.
7. We note that servicing advances began in April for this asset, started
to increase again at
much higher level in the September 2020 reporting period and continued
to increase
through November 2020, despite the reported existence of a modification
of the asset in
April 2020. Please tell us how these advances are consistent with the
transaction
agreement provisions relating to servicing advances. This includes, but
is not limited to,
the provisions that require servicing advances for assets in default and
delinquent assets
and recovery of advances at the time of a modification.
Forms 10-D and ABS-EE of BANK 2019-BNK16, Wells Fargo Commercial Mortgage Trust
2017-C38 and Wells Fargo Commercial Mortgage Trust 2017-C39
8. For all comments noted above, please consider how these matters should
be incorporated
into the servicing assessments required by Item 1122 of Regulation AB
for your
upcoming Form 10-K filing for the fiscal year ending December 31, 2020.
Please also
consider whether additional disclosures for the Form 10-K would be
appropriate if the
servicer has identified material instances of noncompliance in
connection with these
matters.
Anthony Sfarra
Wells Fargo Commercial Mortgage Securities, Inc.
January 29, 2021
Page 4
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Michelle Stasny at 202-551-3674 or me at 202-551-3850
with any other
questions.
Sincerely,
/s/ Katherine Hsu
Katherine Hsu
Office Chief
Office of Structured
Finance
cc: Troy Stoddard, Wells Fargo
David Burkholder, Cadwalader, Wickersham & Taft LLP