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: November 22, 2002
(Date of earliest event reported)
Wachovia Commercial Mortgage Securities, Inc. (as depositor under the Pooling
and Servicing Agreement, dated as of November 11, 2002, relating to the
Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2002-C2)
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(Exact name of registrant as specified in its charter)
North Carolina 333-83930-02 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 November 12, 2002, a single series of mortgage pass-through
certificates, entitled Wachovia Bank Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2002-C2 (the "Certificates"), was
issued pursuant to a pooling and servicing agreement (the "Pooling Agreement")
attached hereto as Exhibit 4.1, and dated as of November 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, Lend Lease Asset Management,
L.P., as special servicer, and Wells Fargo Bank Minnesota, N.A., as trustee. The
Certificates consist of twenty-four classes (each, a "Class") of Certificates,
eight 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", the
"Class D Certificates" and the "Class E Certificates" (collectively, the
"Offered Certificates"); and sixteen of which Classes are designated as 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 P Certificates", the "Class IO-I
Certificates", the "Class IO-II Certificates", the "Class IO-III Certificates",
the "Class Z 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 104 commercial mortgage loans
(the "Mortgage Loans") having an aggregate principal balance as of the Cut-Off
Date of approximately $875,069,993. 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 November 11, 2002, between the Registrant and
Wachovia, 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 November 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 and Nomura, the "Sellers") pursuant
to a Mortgage Loan Purchase Agreement, dated as of November 11, 2002, between
the Registrant and Artesia. The source of funds for payment of the purchase
price for the Wachovia 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 Wachovia Securities, Inc. ("Wachovia Securities") and Nomura
Securities International, Inc. ("Nomura Securities") pursuant to an Underwriting
Agreement, dated October 30, 2002, among the Registrant, Wachovia Securities and
Nomura Securities (pertaining to the Offered Certificates), and a Certificate
Purchase Agreement, dated October 30, 2002, among the Registrant, Wachovia
Securities and Nomura Securities (pertaining to the Class IO-I, Class IO-II,
Class IO-III, Class F, Class G, Class H, Class J, Class K, Class L, Class M,
Class N, Class O and Class P Certificates). The Registrant is a wholly-owned
limited purpose finance subsidiary of Wachovia. On November 12, 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 October
18, 2002, and the Prospectus Supplement, dated October 30, 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 October 30, 2002, among Wachovia
Commercial Mortgage Securities, Inc., Wachovia Bank, National
Association, Wachovia Securities, Inc. and Nomura Securities
International, Inc.
(4.1) Pooling and Servicing Agreement, dated as of November 11,
2002, among Wachovia Commercial Mortgage Securities, Inc., as
depositor, Wachovia Bank, National Association, as master
servicer, Lend Lease Asset Management, L.P., as special
servicer, and Wells Fargo Bank Minnesota, N.A., as trustee.
(99.1) Mortgage Loan Purchase Agreement, dated as of November 11,
2002, between Wachovia Commercial Mortgage Securities, Inc.
and Wachovia Bank, National Association.
(99.2) Mortgage Loan Purchase Agreement, dated as of November 11,
2002, between Wachovia Commercial Mortgage Securities, Inc.
and Nomura Credit & Capital, Inc.
(99.3) Mortgage Loan Purchase Agreement, dated as of November 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: November 22, 2002