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EX-4.1 - POOLING AND SERVICING AGREEMENT, DATED AND EFFECTIVE AS OF MARCH 1, 2018 - BENCHMARK 2018-B2 Mortgage Trustexh4-1cgcmtb2psa.htm

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: March 20, 2018
(Date of earliest event reported)

 

Benchmark 2018-B2 Mortgage Trust
(Central Index Key Number 0001728339)

(Exact name of issuing entity)

 

JPMorgan Chase Bank, National Association

(Central Index Key Number 0000835271)

German American Capital Corporation

(Central Index Key Number 0001541294)

Citi Real Estate Funding Inc.

(Central Index Key Number 0001701238)

(Exact name of sponsor as specified in its charter)

 

J.P. Morgan Chase Commercial Mortgage Securities Corp.

(Central Index Key Number 0001013611)

(Exact name of registrant as specified in its charter)

 

New York 333-206361-13 13-3789046
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)
     
383 Madison Avenue    
New York, New York  10179
(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number, including area code      (212) 834-5467          

 

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 February 27, 2018, J.P. Morgan Chase Commercial Mortgage Securities Corp. (the “Depositor”) caused the issuance of the Benchmark 2018-B2 Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2018-B2, pursuant to a Pooling and Servicing Agreement, dated as of February 1, 2018 (the “Pooling and Servicing Agreement”), among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor (the “Registrant”), KeyBank National Association, as master servicer, CWCapital Asset Management LLC, 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.

The Certificates represent, in the aggregate, the entire beneficial ownership in Benchmark 2018-B2 Mortgage Trust (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 57 fixed-rate mortgage loans (the “Mortgage Loans”) secured by first liens on 67 commercial, multifamily and manufactured housing community properties.

The Mortgage Loan identified as “Two Harbor Point Square” (the “Two Harbor Point Square Mortgage Loan”) on Exhibit B to the Pooling and Servicing Agreement, which is an asset of the Issuing Entity, is part of a loan combination (the “Two Harbor Point Square Loan Combination”). The Two Harbor Point Square Loan Combination includes the Two Harbor Point Square Mortgage Loan and two other pari passu loans which are not assets of the Issuing Entity (the “Two Harbor Point Square Companion Loan”). The Two Harbor Point Square Loan Combination is being serviced and administered under the pooling and servicing agreement, dated and effective as of March 1, 2018 (the “Citi 2018-B2 Pooling and Servicing Agreement”), among Citigroup Commercial Mortgage Securities Inc., as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Citibank, N.A., as Certificate Administrator, Wilmington Trust, National Association, as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer, relating to the Citi 2018-B2 securitization transaction into which the Two Harbor Point Square Companion Loan was deposited.

The terms and conditions of the Citi 2018-B2 Pooling and Servicing Agreement applicable to the servicing of the Two Harbor Point Square Mortgage Loan are similar to the terms and conditions of the Pooling and Servicing Agreement applicable to the servicing of the other Mortgage Loans, as described under “The Pooling and Servicing Agreement” in the Prospectus filed by the Issuing Entity pursuant to Rule 424(b)(2) with respect to the Certificates on February 27, 2018. However, due to the manner in which the Citi 2018-B2 securitization satisfied the risk retention requirements of Section 15G of the Exchange Act (the “Risk Retention Requirements”) the Citi 2018-B2 Pooling and Servicing Agreement included a risk retention consultation party (the “Risk Retention Consultation Party”, as defined in the Citi 2018-B2 Pooling and Servicing Agreement). The Risk Retention Consultation Party was appointed by Citi Real Estate Funding Inc. In connection with certain major decisions that involve the Two Harbor Point Square Mortgage Loan, the special servicer is required to consult with the Risk Retention Consultation Party on a non-binding basis. Additionally, under the Citi 2018-B2 Pooling and Servicing Agreement, the Special Servicing Fee is subject to a $3,500 minimum per month for any specially serviced loan and a $5,000 minimum if the special servicer had to consult with the Risk Retention Consultation Party in a particular month. There is no minimum Special Servicing Fee under the Pooling and Servicing Agreement. The Citi 2018-B2 Pooling and Servicing Agreement is attached hereto as Exhibit 4.1

 

 

 

Item 9.01. Financial Statements and Exhibits.
(d)            Exhibits
Exhibit No. Description
Exhibit 4.1 Pooling and Servicing Agreement, dated and effective as of March 1, 2018, among Citigroup Commercial Mortgage Securities Inc., as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Citibank, N.A., as Certificate Administrator, Wilmington Trust, National Association, as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer.

 

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the depositor has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

Date:  March 21, 2018 J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.
     
  By: /s/ Bianca A. Russo
              Name: Bianca A. Russo
              Title: Managing Director and Secretary

 

 

 

 

 

BENCHMARK 2018-B2: CURRENT REPORT ON FORM 8-K

 

 

 

INDEX TO EXHIBITS

Item 601(a) of
Regulation S-K
Exhibit No.
  Description Paper (P) or
Electronic (E)
4.1   Pooling and Servicing Agreement, dated and effective as of March 1, 2018, among Citigroup Commercial Mortgage Securities Inc., as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Citibank, N.A., as Certificate Administrator, Wilmington Trust, National Association, as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. (E)