Unassociated Document

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: September 30, 2013

(Date of earliest event reported)

	WFRBS Commercial Mortgage Trust 2013-C16
	(Exact name of issuing entity)

Wells Fargo Bank, National Association

The Royal Bank of Scotland plc

Liberty Island Group I LLC

RBS Financial Products Inc.

C-III Commercial Mortgage LLC

Basis Real Estate Capital II, LLC

NCB, FSB

(Exact name of sponsor as specified in its charter)

	Wells Fargo Commercial Mortgage Securities, Inc.
(Exact name of registrant as specified in its charter)

North Carolina		333-172366-09		56-1643598
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

301 South College Street
Charlotte, North Carolina		28288-1066
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (704) 374-6161

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

On September 30, 2013, Wells Fargo Commercial Mortgage Securities Inc. (the “Depositor”) caused the issuance, pursuant to a pooling and servicing agreement, dated as of September 1, 2013 and as to which an executed version is attached hereto as Exhibit 4.1 (the “Pooling and Servicing Agreement”), among Wells Fargo Commercial Mortgage Securities, Inc., as depositor (the “Registrant”), Wells Fargo Bank, National Association, as a master servicer, NCB, FSB, as a master servicer, Rialto Capital Advisors, LLC, as a special servicer, NCB, FSB, as a special servicer, Wells Fargo Bank, National Association, as certificate administrator, as tax administrator and as custodian, Pentalpha Surveillance LLC, as trust advisor, and US Bank National Association, as trustee, of Wells Fargo Commercial Mortgage Trust 2013-C16, Commercial Mortgage Pass-Through Certificates, Series 2013-C12. The Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class A-S, Class X-A, Class B, Class C and Class PEX Certificates (the “Public Certificates”), having an aggregate initial principal amount of $930,827,000, were sold to Wells Fargo Securities, LLC (“WFS”), RBS Securities Inc. (“RBS Securities”) and Deutsche Bank Securities Inc. (“DBSI” and, together with WFS and RBS Securities, the “Underwriters”), pursuant to the Underwriting Agreement, dated September 11, 2013, between the Registrant, the Underwriters and WFB. In connection with the issuance and sale to the Underwriters of the Public Certificates, a legal opinion was rendered related to the validity of and certain federal income tax considerations relating to, the Public Certificates, which legal opinion is attached to an exhibit to this report.

On September 30, 2013, the Registrant also sold the Class X-B, Class D, Class E, Class F, Class G, Class V and Class R Certificates (collectively, the “Private Certificates”) having an aggregate initial principal amount of $115,046,083 to WFS, RBS Securities and Goldman, Sachs & Co. (“Goldman” and, together with WFS and RBS Securities, the “Initial Purchasers”), pursuant to a Certificate Purchase Agreement, dated September 16, 2013, by and between the Registrant, the Underwriters and WFB. The Private Certificates were sold in a transaction exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(2) of the Act.

The Public Certificates and the Private Certificates represent, in the aggregate, the entire beneficial ownership in WFRBS Commercial Mortgage Trust 2013-C16 (the “Issuing Entity”), a common law trust fund formed on September 30, 2013 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 86 commercial, multifamily and manufactured housing community mortgage loans (the “Mortgage Loans”) secured by first liens on 144 commercial properties. The Mortgage Loans were acquired by the Registrant from (i) Wells Fargo Bank, National Association (“WFB”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.1 and dated as of September 11, 2013, between the Registrant and WFB (the “WFB Mortgage Loan Purchase Agreement”); (ii) The Royal Bank of Scotland plc (“RBS”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.2 and dated as of September 11, 2013, between the Registrant and RBS (the “RBS Mortgage Loan Purchase Agreement”); (iii) Liberty Island Group I LLC (“Liberty Island”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.3 and dated as of September 11, 2013, among the Registrant, Liberty Island and Liberty Island Group LLC (the “Liberty Island Mortgage Loan Purchase Agreement”); (iv) RBS Financial Products Inc. (“RBSFP”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.4 and dated as of September 11, 2013, between the Registrant and RBSFP (the “RBSFP Mortgage Loan Purchase Agreement”); (v) C-III Commercial Mortgage LLC (“C-III”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.5 and dated as of September 11, 2013, between the Registrant and C-III (the “C-III Mortgage Loan Purchase Agreement”); (vi) Basis Real Estate Capital II, LLC (“Basis”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.6 and dated as of September 11, 2013, among the Registrant, Basis and Basis Investment Group LLC (the “Basis

Mortgage Loan Purchase Agreement”); and (vii) NCB, FSB (“NCB”) pursuant to a Mortgage Loan Purchase Agreement, attached hereto as Exhibit 99.7 and dated as of September 11, 2013, between the Registrant and NCB (the “NCB, FSB Mortgage Loan Purchase Agreement”). Prudential Asset Resources, Inc. will act as primary servicer with respect to fourteen (14) Mortgage Loans sold to the Registrant, pursuant to a Primary Servicing Agreement dated as of September 1, 2013, between Wells Fargo Bank, National Association, as master servicer, and Prudential Asset Resources, Inc., as primary servicer, as to which an executed version is attached hereto as Exhibit 99.8.

The Mortgage Loan identified on Schedule I to the Pooling and Servicing Agreement as “Augusta Mall” will be serviced and administered pursuant to a pooling and servicing agreement, attached hereto as Exhibit 4.2 by incorporation by reference and dated as of August 1, 2013, (the “2013-C15 Pooling and Servicing Agreement”), among RBS Commercial Funding Inc., as depositor, Wells Fargo Bank, National Association, as general master servicer, CWCapital Asset Management LLC, as general special servicer, NCB, FSB, as NCB master servicer, NCB, FSB, as co-op special servicer, Trimont Real Estate Advisors, Inc., as trust advisor, Wells Fargo Bank, National Association, as certificate administrator, as tax administrator and as custodian, and U.S. Bank National Association, as trustee.

The Underwriting Agreement is attached as an exhibit to the Registrant’s Form 8-K filed with the Securities and Exchange Commission on September 27, 2013. On September 30, 2013, the Registrant sold all of the Public Certificates, having an aggregate certificate principal amount of $930,827,000. The net proceeds of the offering to the Registrant of the issuance of the certificates, after deducting expenses payable by the Registrant of $6,892,963, were approximately $994,726,196. Of the expenses paid by the Registrant, approximately $30,900 were paid directly to affiliates of the Registrant, $2,772,665 in the form of fees were paid to the Underwriters, $505,459 were paid to or for the Underwriters and $3,583,939 were other expenses. All of the foregoing expense amounts are the Depositor's reasonable estimates of such expenses. No underwriting discounts and commissions or finder's fees were paid by the Registrant; the Public Certificates were offered by the Underwriters for sale to the public in negotiated transactions or otherwise at varying prices determined at the time of sale. The related registration statement (file no. 333-172366) was originally declared effective on August 11, 2011, with a post-effective amendment declared effective on January 28, 2013.

Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.

Exhibit No.

Description

Exhibit 4.1

Pooling and Servicing Agreement, dated as of September 1, 2013, by and among Wells Fargo Commercial Mortgage Securities, Inc., as depositor, Wells Fargo Bank, National Association, as a master servicer, NCB, FSB, as a master servicer, Rialto Capital Advisors, LLC, as a special servicer, NCB, FSB, as a special servicer, Wells Fargo Bank, National Association, as certificate administrator, as tax administrator and as custodian, Pentalpha Surveillance LLC, as trust advisor, and US Bank National Association, as trustee.

Exhibit 4.2

Pooling and Servicing Agreement, dated as of August 1, 2013, by and among RBS Commercial Funding Inc., as depositor, Wells Fargo Bank, National Association, as general master servicer, CWCapital Asset Management LLC, as general special servicer, NCB, FSB, as NCB master servicer, NCB, FSB, as co-op special servicer, Trimont Real Estate Advisors, Inc., as trust advisor, Wells Fargo Bank, National Association, as certificate administrator, as tax administrator and as custodian, and U.S. Bank National Association, as trustee.

Exhibit 5

Legality Opinion of Cadwalader, Wickersham & Taft LLP, dated September 30, 2013.

Exhibit 8

Tax Opinion of Cadwalader, Wickersham & Taft LLP, dated September 30, 2013 (included as part of Exhibit 5).

Exhibit 23

Consent of Cadwalader, Wickersham & Taft LLP (included as part of Exhibit 5).

Exhibit 99.1

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between Wells Fargo Bank, National Association, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.

Exhibit 99.2

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between The Royal Bank of Scotland plc, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.

Exhibit 99.3

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, among Liberty Island Group I LLC, as seller, Wells Fargo Commercial Mortgage Securities, Inc., as purchaser, and Liberty Island Group LLC.

Exhibit 99.4

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between RBS Financial Products Inc., as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.

Exhibit 99.5

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between C-III Commercial Mortgage LLC, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.

Exhibit 99.6

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, among Basis Real Estate Capital II, LLC, as seller, Wells Fargo Commercial Mortgage Securities, Inc., as purchaser, and Basis Investment Group LLC.

Exhibit 99.7

Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between NCB, FSB, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.

Exhibit 99.8

Primary Servicing Agreement, dated as of September 1, 2013, between Wells Fargo Bank, National Association, as master servicer, and Prudential Asset Resources, Inc., as primary servicer.

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

Date: September 30, 2013	WELLS FARGO COMMERCIAL MORTGAGE SECURITIES, INC.
	(Registrant)

	By:	/s/ Anthony J. Sfarra
		Name: Anthony J. Sfarra
		Title: Director

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 September 1, 2013, by and among Wells Fargo Commercial Mortgage Securities, Inc., as depositor, Wells Fargo Bank, National Association, as a master servicer, NCB, FSB, as a master servicer, Rialto Capital Advisors, LLC, as a special servicer, NCB, FSB, as a special servicer, Wells Fargo Bank, National Association, as certificate administrator, as tax administrator and as custodian, Pentalpha Surveillance LLC, as trust advisor, and US Bank National Association, as trustee.	(E)

4.2	Pooling and Servicing Agreement, dated as of August 1, 2013, by and among RBS Commercial Funding Inc., as depositor, Wells Fargo Bank, National Association, as general master servicer, CWCapital Asset Management LLC, as general special servicer, NCB, FSB, as NCB master servicer, NCB, FSB, as co-op special servicer, Trimont Real Estate Advisors, Inc., as trust advisor, Wells Fargo Bank, National Association, as certificate administrator, as tax administrator and as custodian, and U.S. Bank National Association, as trustee, incorporated by reference to Exhibit 4.1 of the Form 8-K filed by WFRBS Commercial Mortgage Trust 2013-C15 on August 20, 2013 (File No. 333-177891-05).	(E)

5	Legality Opinion of Cadwalader, Wickersham & Taft LLP, dated September 30, 2013	(E)

8	Tax Opinion of Cadwalader, Wickersham & Taft LLP, dated September 30, 2013 (included as part of Exhibit 5).	(E)

23	Consent of Cadwalader, Wickersham & Taft LLP (included as part of Exhibit 5)	(E)

Item 601(a) of Regulation S-K Exhibit No.	Description	Paper (P) or Electronic (E)

99.1	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between Wells Fargo Bank, National Association, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.	(E)

99.2	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between The Royal Bank of Scotland plc, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.	(E)

99.3	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, among Liberty Island Group I LLC, as seller, Wells Fargo Commercial Mortgage Securities, Inc., as purchaser and Liberty Island Group LLC.	(E)

99.4	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between RBS Financial Products Inc., as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.	(E)

99.5	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between C-III Commercial Mortgage LLC, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.	(E)

99.6	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, among Basis Real Estate Capital II, LLC, as seller, Wells Fargo Commercial Mortgage Securities, Inc., as purchaser, and Basis Investment Group LLC.	(E)

Item 601(a) of Regulation S-K Exhibit No.	Description	Paper (P) or Electronic (E)

99.7	Mortgage Loan Purchase Agreement, dated as of September 11, 2013, between NCB, FSB, as seller, and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser.	(E)

99.8	Primary Servicing Agreement, dated as of September 1, 2013, between Wells Fargo Bank, National Association, as master servicer, and Prudential Asset Resources, Inc., as primary servicer.	(E)