Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2012
or
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number
333-172863-01
(Commission File Number of issuing entity)
CFCRE Commercial Mortgage Trust 2011-C2
(Exact name of issuing entity as specified in its charter)
333-172863
(Commission File Number of depositor)
CCRE Commercial Mortgage Securities, L.P.
(Exact name of depositor as specified in its charter)
Cantor Commercial Real Estate Lending, L.P.
(Exact name of sponsor as specified in its charter)
| 45-6653210 | ||
| 45-6653220 | ||
| New York | 45-6663249 | |
| (State or other jurisdiction of organization of the issuing entity) |
(I.R.S. Employer Identification No.) |
c/o CCRE Commercial Mortgage Securities, L.P.
110 East 59th Street
New York, New York 10022
(Address of principal executive offices of issuing entity)
(212) 915-1700
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨ Yes x No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ¨ Yes x No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Not Applicable
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
Not Applicable
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ¨ | Accelerated filer | ¨ | |||
| Non-accelerated filer | x (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | |||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ¨ Yes x No
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
Not Applicable
DOCUMENTS INCORPORATED BY REFERENCE
See Item 15
PART I
Item 1. Business.
Omitted.
Item 1A. Risk Factors.
Omitted.
Item 1B. Unresolved Staff Comments.
None.
Item 2. Properties.
Omitted.
Item 3. Legal Proceedings.
Omitted.
Item 4. Mine Safety Disclosures.
Omitted.
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Omitted.
Item 6. Selected Financial Data.
Omitted.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Omitted.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Omitted.
Item 8. Financial Statements and Supplementary Data.
Omitted.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
Omitted.
Item 9A. Controls and Procedures.
Omitted.
Item 9B. Other Information.
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Omitted.
Item 11. Executive Compensation.
Omitted.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Omitted.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
Omitted.
Item 14. Principal Accounting Fees and Services.
Omitted.
ADDITIONAL DISLCOSURE ITEMS REQUIRED BY GENERAL INSTRUCTION J(2)
Item 1112(b) of Regulation AB
Each of the properties securing the RiverTown Crossings Mall mortgage loan and the Plaza Mexico mortgage loan constitute significant obligors within the meaning of Item 1101(k)(2) of Regulation AB and as disclosed in the Prospectus Supplement for CFCRE Commercial Mortgage Trust 2011-C2. With respect to the property securing the Plaza Mexico mortgage loan, the most recent unaudited net operating income of the significant obligor was $9,008,492.29 for the twelve month period ending December 31, 2012. With respect to the property securing the RiverTown Crossings Mall mortgage loan, the most recent unaudited net operating income of the significant obligor was $18,577,182.51 for the twelve month period ending December 31, 2012.
Item 1114(b)(2) of Regulation AB
No entity or group of affiliated entities provides any enhancement or other support for the certificates as described under Item 1114(a) of Regulation AB.
Item 1115(b) of Regulation AB
No entity or group of affiliated entities provides any derivative instruments for the certificates as described under Item 1115 of Regulation AB.
Item 1117 of Regulation AB
The registrant knows of no pending legal proceedings (or legal proceedings contemplated by governmental authorities) against the sponsor, depositor, trustee, issuing entity, servicers, originators, or other parties contemplated by Item 1100(d)(1) of Regulation AB, or of which any property of the foregoing is the subject, that is material to security holders as described under Item 1117 of Regulation AB.
Item 1119 of Regulation AB
The information regarding this item has been disclosed in the Prospectus of the issuing entity filed in a 424(b)(5) filing dated December 13, 2011.
Item 1122 of Regulation AB
The reports on assessment of compliance with servicing criteria for asset-backed securities and related attestation reports are attached hereto under Item 15.
Item 1123 of Regulation AB
The servicer compliance statements are attached hereto under Item 15.
PART IV
Item 15. Exhibits, Financial Statement Schedules.
| (a) | List the following documents filed as a part of the report: |
| (1) | Not Applicable |
| (2) | Not Applicable |
| (3) | Exhibits listed below are either included or incorporated by reference as indicated below: |
| Exhibit Number | Description | |
| 4 | Pooling and Servicing Agreement, dated as of December 11, 2011, between CCRE Commercial Mortgage Securities, L.P., as depositor, Bank of America, National Association, as master servicer, LNR Partners, LLC, as special servicer, TriMont Real Estate Advisors, Inc., as operating advisor, and Citibank, N.A., as certificate administrator and trustee (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K dated December 13, 2011, and filed by the registrant on December 13, 2011, and is incorporated by reference herein) | |
| 31 | Rule 15(d)-14(d) Certification | |
| 33.1 | Report on assessment of compliance with servicing criteria for asset-backed securities, Bank of America, National Association, as master servicer | |
| 33.2 | Report on assessment of compliance with servicing criteria for asset-backed securities, LNR Partners, LLC, as special servicer | |
| 33.3 | Report on assessment of compliance with servicing criteria for asset-backed securities, TriMont Real Estate Advisors, Inc., as operating advisor | |
| 33.4 | Report on assessment of compliance with servicing criteria for asset-backed securities, Grandbridge Real Estate Capital LLC, as subservicer | |
| 33.5 | Report on assessment of compliance with servicing criteria for asset-backed securities, Citibank, N.A., as certificate administrator and trustee | |
| 33.6 | Report on assessment of compliance with servicing criteria for asset-backed securities, U.S. Bank National Association, as servicing function participant | |
| 34.1 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, Bank of America, National Association, as master servicer | |
| 34.2 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, LNR Partners, LLC, as special servicer | |
| 34.3 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, TriMont Real Estate Advisors, Inc., as operating advisor | |
| 34.4 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, Grandbridge Real Estate Capital LLC, as subservicer | |
| 34.5 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, Citibank, N.A., as certificate administrator and trustee | |
| 34.6 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, U.S. Bank National Association, as servicing function participant | |
| 35.1 | Servicer compliance statement, Bank of America, National Association, as master servicer | |
| 35.2 | Servicer compliance statement, LNR Partners, LLC, as special servicer | |
| 35.3 | Servicer compliance statement, TriMont Real Estate Advisors, Inc., as operating advisor | |
| 35.4 | Servicer compliance statement, Grandbridge Real Estate Capital LLC, as subservicer | |
| 35.5 | Servicer compliance statement, Citibank, N.A., as certificate administrator, custodian, and trustee | |
| 35.6 | Servicer compliance statement, U.S. Bank National Association, as servicing function participant | |
| 99.1 | Mortgage Loan Purchase Agreement, dated as of December 11, 2011, between CCRE Commercial Mortgage Securities, L.P. and Cantor Commercial Real Estate Lending, L.P. (filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K dated December 13, 2011, and filed by the registrant on December 13, 2011, and is incorporated by reference herein) | |
| (b) | The exhibits required to be filed by Registrant pursuant to Item 601 of Regulation S-K are listed above and in the Exhibit Index that immediately follows the signature page hereof. |
| (c) | Not Applicable |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: March 25, 2013 |
| CCRE Commercial Mortgage Securities, L.P. |
| (Depositor) |
| /s/ Anthony Orso |
| Anthony Orso, Principal Executive Officer |
| (Senior Officer in Charge of Securitization of the Depositor) |
EXHIBIT INDEX
| Exhibit Number | Description | |
| 4 | Pooling and Servicing Agreement, dated as of December 11, 2011, between CCRE Commercial Mortgage Securities, L.P., as depositor, Bank of America, National Association, as master servicer, LNR Partners, LLC, as special servicer, TriMont Real Estate Advisors, Inc., as operating advisor, and Citibank, N.A., as certificate administrator and trustee (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K dated December 13, 2011, and filed by the registrant on December 13, 2011, and is incorporated by reference herein) | |
| 31 | Rule 15(d)-14(d) Certification | |
| 33.1 | Report on assessment of compliance with servicing criteria for asset-backed securities, Bank of America, National Association, as master servicer | |
| 33.2 | Report on assessment of compliance with servicing criteria for asset-backed securities, LNR Partners, LLC, as special servicer | |
| 33.3 | Report on assessment of compliance with servicing criteria for asset-backed securities, TriMont Real Estate Advisors, Inc., as operating advisor | |
| 33.4 | Report on assessment of compliance with servicing criteria for asset-backed securities, Grandbridge Real Estate Capital LLC, as subservicer | |
| 33.5 | Report on assessment of compliance with servicing criteria for asset-backed securities, Citibank, N.A., as certificate administrator and trustee | |
| 33.6 | Report on assessment of compliance with servicing criteria for asset-backed securities, U.S. Bank National Association, as servicing function participant | |
| 34.1 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, Bank of America, National Association, as master servicer | |
| 34.2 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, LNR Partners, LLC, as special servicer | |
| 34.3 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, TriMont Real Estate Advisors, Inc., as operating advisor | |
| 34.4 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, Grandbridge Real Estate Capital LLC, as subservicer | |
| 34.5 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, Citibank, N.A., as certificate administrator and trustee | |
| 34.6 | Attestation report on assessment of compliance with servicing criteria for asset-backed issuers, U.S. Bank National Association, as servicing function participant | |
| 35.1 | Servicer compliance statement, Bank of America, National Association, as master servicer | |
| 35.2 | Servicer compliance statement, LNR Partners, LLC, as special servicer | |
| 35.3 | Servicer compliance statement, TriMont Real Estate Advisors, Inc., as operating advisor | |
| 35.4 | Servicer compliance statement, Grandbridge Real Estate Capital LLC, as subservicer | |
| 35.5 | Servicer compliance statement, Citibank, N.A., as certificate administrator, custodian and trustee | |
| 35.6 | Servicer compliance statement, U.S. Bank National Association, as servicing function participant | |
| 99.1 | Mortgage Loan Purchase Agreement, dated as of December 11, 2011, between CCRE Commercial Mortgage Securities, L.P. and Cantor Commercial Real Estate Lending, L.P. (filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K dated December 13, 2011, and filed by the registrant on December 13, 2011, and is incorporated by reference herein) | |