For the monthly distribution period from: October 14, 2021 to November 15, 2021
Commission File Number of issuing entity: 333-226082-01
Central Index Key Number of issuing entity: 0001763207
GS Mortgage Securities Trust 2019-GC38
(Exact name of issuing entity as specified in its charter)
Commission File Number of depositor: 333-226082
Central Index Key Number of depositor: 0001004158
GS Mortgage Securities Corporation II
(Exact name of depositor as specified in its charter)
Central Index Key Number of sponsor (if applicable): 0001541502
Goldman Sachs Mortgage Company
(Exact name of sponsor as specified in its charter)
Central Index Key Number of sponsor (if applicable): 0001701238
Citi Real Estate Funding Inc.
(Exact name of sponsor as specified in its charter)
Leah Nivison (212) 902-1000
(Name and telephone number, including area code, of the person to contact
in connection with this filing)
New York
(State or other jurisdiction of incorporation or organization of the issuing entity)
38-4104391
38-4104392
38-7221258
(I.R.S. Employer Identification No.)
c/o Computershare Trust Company, N.A., as agent for
Wells Fargo Bank, National Association
9062 Old
Annapolis Road
Columbia, MD 21045
(Address of principal executive offices of the issuing entity) (Zip Code)
(410) 884-2000
(Telephone number, including area code)
Not Applicable
(Former name, former address, if changed since last report)
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Title of Class |
Section 12(b) |
Section 12(g) |
Section 15(d) |
Name of Exchange (If Section 12(b)) |
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A-1 |
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X |
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A-2 |
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X |
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A-3 |
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X |
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A-4 |
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X |
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A-AB |
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X |
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X-A |
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X |
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X-B |
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X |
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A-S |
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X |
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B |
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X |
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C |
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X |
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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. Yes X No
Part I - DISTRIBUTION INFORMATION
Item 1. Distribution and Pool Performance Information.
On November 15, 2021 a distribution was made to holders of the certificates issued by GS Mortgage Securities Trust 2019-GC38.
The distribution report is attached as an Exhibit to this Form 10-D, please see Item 10(b), Exhibit 99.1 for the related information.
No assets securitized by GS Mortgage Securities Corporation II (the "Depositor") and held by GS Mortgage Securities Trust 2019-GC38 were the subject of a demand to repurchase for breach of the representations and warranties contained in the underlying transaction documents during the distribution period from October 14, 2021 to November 15, 2021.
The Depositor has filed a Form ABS-15G on February 25, 2021. The CIK number of the Depositor is 0001004158. There is no new activity to report at this time.
Goldman Sachs Mortgage Company ("GSMC"), one of the sponsors, has filed a Form ABS-15G on November 12, 2021. The CIK number of GSMC is 0001541502.
Citi Real Estate Funding Inc. ("CREF"), one of the sponsors, has filed a Form ABS-15G on February 9, 2021. The CIK number of CREF is 0001701238. There is no new activity to report at this time.
Item 1A. Asset-Level Information.
ABS Asset Data File (filed as Exhibit 102 to the registrant's Form ABS-EE filed on November 29, 2021 under Commission File No. 333-226082-01 and incorporated by reference herein).
ABS Asset Related Document (filed as Exhibit 103 to the registrant's Form ABS-EE filed on November 29, 2021 under Commission File No. 333-226082-01 and incorporated by reference herein).
Part II - OTHER INFORMATION
Item 2. Legal Proceedings.
Wells Fargo Bank: In December 2014, Phoenix Light SF Limited and certain related entities and the National Credit Union Administration (NCUA) filed complaints in the United States District Court for the Southern District of New York against Wells Fargo Bank, alleging claims against Wells Fargo Bank in its capacity as trustee for a number of residential mortgage-backed securities trusts. Complaints raising similar allegations have been filed by Commerzbank AG in the Southern District of New York and by IKB International and IKB Deutsche Industriebank in New York state court. In each case, the plaintiffs allege that Wells Fargo Bank, as trustee, caused losses to investors, and plaintiffs assert causes of action based upon, among other things, the trustee’s alleged failure to notify and enforce repurchase obligations of mortgage loan sellers for purported breaches of representations and warranties, notify investors of alleged events of default, and abide by appropriate standards of care following alleged events of default. Wells Fargo Bank previously settled two class action lawsuits with similar allegations that were filed in November 2014 and December 2016 by institutional investors in the Southern District of New York and New York state court, respectively. In addition, Park Royal I LLC and Park Royal II LLC have filed complaints in New York state court alleging Wells Fargo Bank, N.A., as trustee, failed to take appropriate actions upon learning of defective mortgage loan documentation. In March 2021, the Company entered into an agreement to resolve the case filed by the NCUA.
In addition to the foregoing cases, in August 2014 and August 2015 Nomura Credit & Capital Inc. (“Nomura”) and Natixis Real Estate Holdings, LLC (“Natixis”) filed a total of seven third-party complaints against Wells Fargo Bank in New York state court. In the underlying first-party actions, Nomura and Natixis have been sued for alleged breaches of representations and warranties made in connection with residential mortgage-backed securities sponsored by them. In the third-party actions, Nomura and Natixis allege that Wells Fargo Bank, as master servicer, primary servicer or securities administrator, failed to notify Nomura and Natixis of their own breaches, failed to properly oversee the primary servicers, and failed to adhere to accepted servicing practices. Natixis additionally alleges that Wells Fargo Bank failed to perform default oversight duties. Wells Fargo Bank has asserted counterclaims alleging that Nomura and Natixis failed to provide Wells Fargo Bank notice of their representation and warranty breaches.
With respect to each of the foregoing litigations, Wells Fargo Bank believes plaintiffs' claims are without merit and intends to contest the claims vigorously, but there can be no assurances as to the outcome of the litigations or the possible impact of the litigations on Wells Fargo Bank or the related RMBS trusts.
Item 9. Other Information.
Wells Fargo Bank, N.A., in its capacity as Master Servicer for GS Mortgage Securities Trust 2019-GC38, affirms the following amounts in the respective accounts:
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Collection Account | ||
|
Prior Distribution Date |
10/13/2021 |
$0.00 |
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Current Distribution Date |
11/15/2021 |
$0.00 |
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*REO Account | ||
|
Prior Distribution Date |
10/13/2021 |
$0.00 |
|
Current Distribution Date |
11/15/2021 |
$0.00 |
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*As provided by Special Servicer | ||
Wells Fargo Bank, N.A., in its capacity as Certificate Administrator for GS Mortgage Securities Trust 2019-GC38, affirms the following amounts in the respective accounts:
|
Distribution Account | ||
|
Prior Distribution Date |
10/13/2021 |
$5,512.41 |
|
Current Distribution Date |
11/15/2021 |
$5,704.38 |
|
Interest Reserve Account | ||
|
Prior Distribution Date |
10/13/2021 |
$0.00 |
|
Current Distribution Date |
11/15/2021 |
$0.00 |
|
Gain-on-Sale Reserve Account | ||
|
Prior Distribution Date |
10/13/2021 |
$0.00 |
|
Current Distribution Date |
11/15/2021 |
$0.00 |
Item 10. Exhibits.
(a) The following is a list of documents filed as part of this Report on Form 10-D:
(b) The exhibits required to be filed by the Registrant pursuant to this Form are listed above.
SIGNATURES
Pursuant to the requirements 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.
GS Mortgage Securities Corporation II
(Depositor)
/s/ Leah Nivison
Leah Nivison, CEO
Date: November 29, 2021