SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report: June 7, 2002
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(Date of earliest event reported)
Wachovia Commercial Mortgage Securities, Inc.
(as depositor under the Pooling and Servicing Agreement, dated as of
May 11, 2002, relating to the Wachovia Bank Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2002-C1)
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(Exact name of registrant as specified in its charter)
North Carolina 333-83930 56-1643598
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
301 South College Street, Charlotte, North Carolina 28288-0166
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (704) 374-6161
ITEM 5. OTHER EVENTS.
On May 23, 2002, a single series of mortgage pass-through
certificates, entitled Wachovia Bank Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2002-C1 (the "Certificates"), was
issued pursuant to a pooling and servicing agreement (the "Pooling Agreement")
attached hereto as Exhibit 4.1, and dated as of May 11, 2002, among Wachovia
Commercial Mortgage Securities, Inc. (formerly known as First Union Commercial
Mortgage Securities, Inc.) as depositor (the "Registrant"), Wachovia Bank,
National Association, as master servicer, Lennar Partners, Inc., as special
servicer and Wells Fargo Bank Minnesota, N.A., as trustee. The Certificates
consist of twenty-four classes (each, a "Class") of Certificates, seven of which
Classes are designated as the "Class A-1 Certificates", the "Class A-2
Certificates", the "Class A-3 Certificates", the "Class A-4 Certificates", the
"Class B Certificates", the "Class C Certificates" and the "Class D
Certificates" (collectively, the "Offered Certificates"); and seventeen of which
Classes are designated as the "Class E Certificates", the "Class F
Certificates", the "Class G Certificates", the "Class H Certificates", the
"Class J Certificates", the "Class K Certificates", the "Class L Certificates",
the "Class M Certificates", the "Class N Certificates", the " Class O
Certificates", the "Class IO-I Certificates", the "Class IO-II Certificates",
the "Class Z-I Certificates", the "Class Z-II Certificates", the "Class Z-III
Certificates", the "Class R-I Certificates" and the "Class R-II Certificates"
(collectively, the "Private Certificates"). The Certificates evidence in the
aggregate the entire beneficial ownership interest in a trust fund (the "Trust
Fund") consisting primarily of 156 multifamily commercial mortgage loans (the
"Mortgage Loans") having an aggregate principal balance as of the Cut-Off Date
of approximately $950,042,448. Each Mortgage Loan is secured by a mortgage lien
on a fee or leasehold interest in an income producing property. Certain of the
Mortgage Loans (the "Wachovia Loans") were acquired by the Registrant from
Wachovia Bank, National Association ("Wachovia") pursuant to a Mortgage Loan
Purchase Agreement, dated as of May 11, 2002, between the Registrant and
Wachovia, certain of the Mortgage Loans (the "Greenwich Loans") were acquired by
the Registrant from Greenwich Capital Financial Products Inc., ("Greenwich")
pursuant to a Mortgage Loan Purchase Agreement, dated as of May 11, 2002,
between the Registrant and Greenwich, certain of the Mortgage Loans (the "Nomura
Loans") were acquired by the Registrant from Nomura Credit & Capital, Inc.
("Nomura") pursuant to a Mortgage Loan Purchase Agreement, dated as of May 11,
2002, between the Registrant and Nomura, and certain of the Mortgage Loans (the
"Artesia Loans") were acquired by the Registrant from Artesia Mortgage Capital
Corporation ("Artesia", and collectively with Wachovia, Greenwich and Nomura,
the "Sellers") pursuant to a Mortgage Loan Purchase Agreement, dated as of May
11, 2002, between the Registrant and Artesia. The source of funds for payment of
the purchase price for the Wachovia Loans, the Greenwich Loans, the Nomura Loans
and the Artesia Loans paid by the registrant to the Sellers was derived from the
sale of the Certificates by the Registrant to First Union Securities, Inc.
("First Union"), Greenwich Capital Markets, Inc. ("Greenwich Capital") and
Nomura Securities International, Inc. ("Nomura Securities") pursuant to an
Underwriting Agreement, dated May 14, 2002, among the Registrant, First Union,
Greenwich Capital and Nomura Securities (pertaining to the Offered
Certificates), and a Certificate Purchase Agreement, dated May 14, 2002, among
the Registrant, First Union, Greenwich Capital and Nomura Securities (pertaining
to the Class IO-I, Class IO-II, Class E, Class F, Class G, Class H, Class J,
Class K, Class L, Class M, Class N and Class O Certificates). The Registrant is
a wholly-owned limited purpose finance subsidiary of Wachovia. On May 23, 2002,
the Registrant transferred the Mortgage Loans to the Trust Fund pursuant to the
Pooling Agreement. The consideration received by the Registrant in exchange for
such transfer consisted of the Certificates. The Offered Certificates and the
Mortgage Loans are more particularly described in the Prospectus, dated May 1,
2002, and the Prospectus Supplement, dated May 14, 2002 as previously filed with
the Securities and Exchange Commission pursuant to Rule 424(b)(5). Capitalized
terms used but not otherwise defined herein have the meanings set forth in the
Prospectus Supplement.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements - Not Applicable.
(b) Pro Forma Financial Information - Not Applicable.
(c) Exhibits
Item 601(a) of
Regulation S-K
Exhibit No. Description
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(1.1) Underwriting Agreement, dated May 14, 2002, among Wachovia
Commercial Mortgage Securities, Inc., Wachovia Bank,
National Association, First Union Securities, Inc.,
Greenwich Capital Markets, Inc. and Nomura Securities
International, Inc.
(4.1) Pooling and Servicing Agreement, dated as of May 11, 2002,
among Wachovia Commercial Mortgage Securities, Inc., as
depositor, Wachovia Bank, National Association, as master
servicer, Lennar Partners, Inc., as special servicer, and
Wells Fargo Bank Minnesota, N.A., as trustee.
(99.1) Mortgage Loan Purchase Agreement, dated as of May 11, 2002,
between Wachovia Commercial Mortgage Securities, Inc. and
Wachovia Bank, National Association.
(99.2) Mortgage Loan Purchase Agreement, dated as of May 11, 2002,
between Wachovia Commercial Mortgage Securities, Inc. and
Greenwich Capital Financial Products, Inc.
(99.3) Mortgage Loan Purchase Agreement, dated as of May 11, 2002,
between Wachovia Commercial Mortgage Securities, Inc. and
Nomura Credit & Capital, Inc.
(99.4) Mortgage Loan Purchase Agreement, dated as of May 11, 2002,
between Wachovia Commercial Mortgage Securities, Inc. and
Artesia Mortgage Capital Corporation.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on behalf of the
Registrant by the undersigned thereunto duly authorized.
WACHOVIA COMMERCIAL MORTGAGE SECURITIES, INC.
By: /s/ William J. Cohane
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Name: William J. Cohane
Title: Vice President
Date: June 7, 2002
INDEX TO EXHIBITS
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Paper (P) or
Exhibit No. Description Electronic (E)
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(1.1) Underwriting Agreement, dated May 14, E
2002, among Wachovia Commercial Mortgage
Securities, Inc., Wachovia Bank,
National Association, First Union
Securities, Inc., Greenwich Capital
Markets, Inc. and Nomura Securities
International, Inc.
(4.1) Pooling and Servicing Agreement, dated E
as of May 11, 2002, among Wachovia
Commercial Mortgage Securities, Inc., as
depositor, Wachovia Bank, National
Association, as master servicer, Lennar
Partners, Inc., as special servicer, and
Wells Fargo Bank Minnesota, N.A., as
trustee.
(99.1) Mortgage Loan Purchase Agreement, dated E
as of May 11, 2002, between Wachovia
Commercial Mortgage Securities, Inc. and
Wachovia Bank, National Association.
(99.2) Mortgage Loan Purchase Agreement, dated E
as of May 11, 2002, between Wachovia
Commercial Mortgage Securities, Inc. and
Greenwich Capital Financial Products,
Inc.
(99.3) Mortgage Loan Purchase Agreement, dated E
as of May 11, 2002, between Wachovia
Commercial Mortgage Securities, Inc. and
Nomura Credit & Capital, Inc.
(99.4) Mortgage Loan Purchase Agreement, dated E
as of May 11, 2002, between Wachovia
Commercial Mortgage Securities, Inc. and
Artesia Mortgage Capital Corporation.