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EX-4.1 - POOLING AND SERVICING AGREEMENT, DATED AS OF OCTOBER 1, 2018 - GS Mortgage Securities Trust 2018-GS10exh4-1.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 (Date of earliest event reported)     October 30, 2018                                                             

 

GS Mortgage Securities Trust 2017-GS10

(Exact name of issuing entity)

 

GS Mortgage Securities Corporation II

(Exact name of the depositor as specified in its charter)


Goldman Sachs Mortgage Company

(Exact name of the sponsor as specified in its charters)

 

Delaware 333-207677-09 22-3442024
(State or other jurisdiction
of incorporation of depositor)
(Commission File Number
of issuing entity)
(IRS Employer Identification
No. of depositor)

 

200 West Street
New York, New York
10282
(Address of principal executive offices of depositor) (Zip Code of depositor)

 

 

Depositor’s telephone number, including area code     (212) 902-1000                                                          

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

  ☐

 
 

 

Item 1.01.   Entry into a Material Definitive Agreement.

On July 30, 2018 (the “Closing Date”), GS Mortgage Securities Corporation II (the “Depositor”) caused (i) the issuance of GS Mortgage Securities Trust 2018-GS10, Commercial Mortgage Pass-Through Certificates, Series 2018-GS10 (the “Certificates”), (ii) the creation of an uncertificated interest (the “Pooled RR Interest”) in the Issuing Entity (as defined below) representing the right to receive a specified percentage of certain amounts collected on the Mortgage Loans (as defined below), net of all expenses of the Issuing Entity, and (iii) the creation of an uncertificated interest (together with the Pooled RR Interest, the “RR Interests”) in the Issuing Entity representing the right to receive a specified percentage of certain amounts collected on the Trust Subordinate Companion Loan (as defined below), net of all expenses of the Issuing Entity, in each case pursuant to a Pooling and Servicing Agreement, dated as of July 1, 2018 (the “Pooling and Servicing Agreement”), among the Depositor, as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as general special servicer, Trimont Real Estate Advisors, LLC, as 1000 Wilshire special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer.

The Certificates and the RR Interests represent, in the aggregate, the entire beneficial ownership in GS Mortgage Securities Trust 2018-GS10 (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 33 fixed-rate mortgage loans (the “Mortgage Loans”) and a subordinate interest in a commercial mortgage loan (the “Trust Subordinate Companion Loan”) secured by first liens on 57 commercial and multifamily properties (the “Mortgaged Properties”).

The Mortgage Loan secured by the Mortgaged Property identified on Exhibit B to the Pooling and Servicing Agreement as “Davenport Commons” which is an asset of the Issuing Entity, is part of a whole loan (the “Davenport Commons Whole Loan”) that includes the Davenport Commons Mortgage Loan and one other loan that is pari passu to the Davenport Commons Mortgage Loan (the “Davenport Commons Companion Loan”). The Davenport Commons Companion Loan is not an asset of the Issuing Entity. The Davenport Commons Whole Loan, including the Davenport Commons Mortgage Loan, is being serviced and administered pursuant to (i) a pooling and servicing agreement, an executed version of which is attached hereto as Exhibit 4.1 and which is dated as of October 1, 2018 (the “DBGS 2018-C1 Pooling and Servicing Agreement”), among Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, and (ii) the related Co-Lender Agreement (as defined in the Pooling and Servicing Agreement), as to which an executed version was attached to the current report on Form 8-K filed by the Issuing Entity on July 30, 2018.

 

 
 

 

Item 9.01.   Financial Statements, Pro Forma Financial Information and Exhibits.
(d) Exhibits  
Exhibit 4.1   Pooling and Servicing Agreement, dated as of October 1, 2018, among Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, 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:  November 2, 2018 GS MORTGAGE SECURITIES CORPORATION II
     
     
  By: /s/ Leah Nivison
    Name:  Leah Nivison
    Title:    Chief Executive Officer

 

 
 

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 as of October 1, 2018, among Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer. (E)