UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-D
ASSET-BACKED ISSUER
DISTRIBUTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the monthly distribution period from:
October 14, 2021 to November 15, 2021
Commission File Number of issuing entity: 333-207132-04
Central Index Key Number of issuing entity: 0001673255
Citigroup Commercial Mortgage Trust 2016-C1
(Exact name of issuing entity as specified in its charter)
Commission File Number of depositor: 333-207132
Central Index Key Number of depositor: 0001258361
Citigroup Commercial Mortgage Securities Inc.
(Exact name of depositor as specified in its charter)
Citigroup Global Markets Realty Corp.
(Central Index Key Number: 0001541001)
Cantor Commercial Real Estate Lending, L.P.
(Central Index Key Number: 0001558761)
Starwood Mortgage Funding V LLC
(Central Index Key Number: 0001682509)
FCRE REL, LLC
(Central Index Key Number: 0001636352)
(Exact names of sponsors as specified in their respective charters)
Richard Simpson (212) 816-5343
(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)
81-2797579
81-2811365
81-6558297
(I.R.S. Employer Identification No.)
| c/o Citibank, N.A. 388 Greenwich Street, 14th Floor New York, New York |
10013 | |
| (Address of principal executive offices of the issuing entity) | (Zip Code) |
(212) 816-5693
(Telephone number, including area code)
| Title of class |
Registered/reporting pursuant to (check one) |
Name of exchange (If Section 12(b)) | ||||||
| Section 12(b) |
Section 12(g) |
Section 15(d) |
||||||
| A-1 |
☐ | ☐ | ☒ | Not Applicable | ||||
| A-2 |
☐ | ☐ | ☒ | Not Applicable | ||||
| A-3 |
☐ | ☐ | ☒ | Not Applicable | ||||
| A-4 |
☐ | ☐ | ☒ | Not Applicable | ||||
| A-AB |
☐ | ☐ | ☒ | Not Applicable | ||||
| X-A |
☐ | ☐ | ☒ | Not Applicable | ||||
| X-B |
☐ | ☐ | ☒ | Not Applicable | ||||
| A-S |
☐ | ☐ | ☒ | Not Applicable | ||||
| B |
☐ | ☐ | ☒ | Not Applicable | ||||
| EC |
☐ | ☐ | ☒ | Not Applicable | ||||
| C |
☐ | ☐ | ☒ | Not Applicable | ||||
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 ☒ 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 Citigroup Commercial Mortgage Trust 2016-C1.
The distribution report is attached as Exhibit 99.1 to this Form 10-D.
No assets securitized by Citigroup Commercial Mortgage Securities Inc. (the “Depositor”) and held by Citigroup Commercial Mortgage Trust 2016-C1 were the subject of a demand to repurchase or replace for breach of the representations and warranties contained in the underlying transaction documents during the monthly distribution period covered by this distribution report on Form 10-D.
The Depositor most recently filed a Form ABS-15G under Rule 15Ga-1 under the Securities Exchange Act of 1934 (“Rule 15Ga-1”) on February 9, 2021. The CIK number of the Depositor is 0001258361.
Citigroup Global Markets Realty Corp. (“CGMRC”), one of the sponsors, most recently filed a Form ABS-15G under Rule 15Ga-1 on February 9, 2021. The CIK number of CGMRC is 0001541001.
Cantor Commercial Real Estate Lending, L.P. (“CCRE”), one of the sponsors, most recently filed a Form ABS-15G under Rule 15Ga-1 on February 16, 2021. The CIK number of CCRE is 0001558761.
Starwood Mortgage Funding V LLC (“Starwood”), one of the sponsors, most recently filed a Form ABS-15G under Rule 15Ga-1 on January 22, 2021. The CIK number of Starwood is 0001682509.
FCRE REL, LLC (“FCRE”), one of the sponsors, most recently filed a Form ABS-15G under Rule 15Ga-1 on February 2, 2016. The CIK number of FCRE is 0001636352.
Item 1A. Asset-Level Information.
Not applicable
Item 1B. Asset Representations Reviewer and Investor Communication.
Not applicable
PART II – OTHER INFORMATION
Item 2. Legal Proceedings.|
Disclosure from Deutsche Bank Trust Company Americas, as trustee (the “Trustee”): Deutsche Bank Trust Company Americas (“DBTCA”) and Deutsche Bank National Trust Company (“DBNTC”) have been sued by investors in civil litigation concerning their role as trustees of certain residential mortgage-backed securities (“RMBS”) trusts. On June 18, 2014, a group of investors, including funds managed by Blackrock Advisors, LLC, PIMCO-Advisors, L.P., and others, filed an action against DBNTC and DBTCA in New York State Supreme Court alleging that DBNTC and DBTCA failed to perform purported duties, as trustees for 544 private-label RMBS trusts, to enforce breaches of representations and warranties as to mortgage loans held by the trusts and to enforce breaches by servicers of their mortgage loan servicing obligations for the trusts. During the course of the litigation, plaintiffs dismissed the case from New York State Supreme Court and refiled two separate cases, one in the U.S. District Court for the Southern District of New York (the “BlackRock SDNY Case”) and the other in the Superior Court of California, Orange County (the “BlackRock California Case”). Pursuant to a settlement among the parties, the BlackRock SDNY Case was dismissed on December 6, 2018 and the BlackRock California Case was dismissed on January 11, 2019. On September 27, 2017, DBTCA was added as a defendant to a case brought by certain special purpose entities including Phoenix Light SF Limited in the U.S. District Court for the Southern District of New York, in which the plaintiffs previously alleged incorrectly that DBNTC served as trustee for all 43 of the trusts at issue. On September 27, 2017, plaintiffs filed a third amended complaint that names DBTCA as a defendant in addition to DBNTC. DBTCA serves as trustee for one of the 43 trusts at issue. DBNTC serves as trustee for the other 42 trusts at issue. Plaintiffs’ third amended complaint brings claims for violation of the U.S. Trust Indenture Act of 1939 (“TIA”); breach of contract; breach of fiduciary duty; negligence and gross negligence; violation of the New York Streit Act (“Streit Act”); and breach of the covenant of good faith. However, in the third amended complaint, plaintiffs acknowledge that, before DBTCA was added to the case, the court dismissed plaintiffs’ TIA claims, negligence and gross negligence claims, Streit Act claims, claims for breach of the covenant of good faith, and certain theories of plaintiffs’ breach of contract claims, and plaintiffs only include these claims to preserve any rights on appeal. Plaintiffs allege damages of “hundreds of millions of dollars.” On November 13, 2017, DBNTC and DBTCA filed an answer to the third amended complaint. On December 7, 2018, DBNTC and DBTCA filed a motion for summary judgment. Also on December 7, 2018, plaintiffs, jointly with Commerzbank AG (see description of Commerzbank case below), filed a motion for partial summary judgment. As of March 8, 2019, both motions for summary judgment were fully briefed. As of November 14, 2021, they were still awaiting decision by the court. On October 27, 2021, pursuant to a court order permitting DBNTC and DBTCA to file a supplemental motion for summary judgment relating to plaintiffs’ standing, DBNTC and DBTCA filed such a motion, which the parties are currently briefing. Discovery is ongoing. On November 30, 2017, DBTCA was added as a defendant to a case brought by Commerzbank AG (“Commerzbank”) in the U.S. District Court for the Southern District of New York, in which Commerzbank previously alleged incorrectly that DBNTC served as trustee for all 50 of the trusts at issue. On November 30, 2017, Commerzbank filed a second amended complaint that names DBTCA as a defendant in addition to DBNTC. DBTCA serves as trustee for 1 of the 50 trusts at issue. DBNTC serves as trustee for the other 49 trusts at issue. Commerzbank’s second amended complaint brings claims for violation of the TIA; breach of contract; breach of fiduciary duty; negligence; violation of the Streit Act; and breach of the covenant of good faith. However, in the second amended complaint, Commerzbank acknowledges that, before DBTCA was added to the case, the court dismissed Commerzbank’s TIA claims for the trusts governed by pooling and servicing agreements, as well as its Streit Act claims and claims for breach of the covenant of good faith, and Commerzbank only includes these claims to preserve any rights on appeal. The second amended complaint alleges that DBNTC and DBTCA caused Commerzbank to suffer “hundreds of millions of dollars in losses,” but the complaint does not include a demand for money damages in a sum certain. On January 29, 2018, DBNTC and DBTCA filed an answer to the second amended complaint. On December 7, 2018, DBNTC and DBTCA filed a motion for summary judgment. Also on December 7, 2018, Commerzbank, jointly with the Phoenix Light plaintiffs, filed a motion for partial summary judgment. As of March 8, 2019, both motions for summary judgment were fully briefed. As of November 14, 2021, they were still awaiting decision by the court. Discovery is ongoing. On December 30, 2015, IKB International, S.A. in Liquidation and IKB Deutsche Industriebank A.G. (collectively, “IKB”), as an investor in 37 RMBS trusts, filed a summons with notice in the Supreme Court of the State of New York, New York County, against DBNTC and DBTCA as trustees of the trusts. On May 27, 2016, IKB served its complaint asserting claims for breach of contract, breach of fiduciary duty, breach of duty to avoid conflicts of interest, violation of the Streit Act, violation of the TIA, violation of Regulation AB, and violation of Section 9 of the Uniform Commercial Code. IKB alleges that DBNTC and DBTCA are liable for over U.S. $268 million in damages. On October 5, 2016, DBNTC and DBTCA, together with several other trustees defending lawsuits by IKB, filed a joint motion to dismiss. On January 6, 2017, IKB filed a notice of discontinuance, voluntarily dismissing with prejudice all claims as to three trusts. On June 20, 2017, the parties filed a stipulation, voluntarily dismissing with prejudice all claims as to four additional trusts. On January 27, 2021, the court granted in part and denied in part DBNTC and DBTCA’s motion to dismiss. The court granted the motion to dismiss with respect to IKB’s claims for violations of the Streit Act, Regulation AB, and Section 9 of the Uniform Commercial Code, as well as certain aspects of IKB’s claims for breach of contract, breach of fiduciary duty, and violation of the TIA. The court denied the remainder of the motion to dismiss. IKB’s remaining claims for breach of contract, breach of fiduciary duty, breach of duty to avoid conflicts of interest, and violation of the TIA will proceed. On May 10, 2021, DBNTC and DBTCA filed a notice of appeal with the New York Supreme Court Appellate Division, First Department, regarding certain aspects of the court’s order on the motion to dismiss. On May 20, 2021, IKB filed a notice of cross appeal with respect to other aspects of that order. On June 2, 2021, IKB filed a motion for re-argument regarding certain aspects of that order, which the court denied on August 3, 2021. On May 13, 2021, DBNTC and DBTCA filed an answer to the complaint. On October 28, 2021, the parties filed a stipulation, voluntarily dismissing with prejudice all claims as to seven additional trusts. Discovery is ongoing. It is DBTCA’s belief that it has no pending legal proceedings (including, based on DBTCA’s present evaluation, the litigation disclosed in the foregoing paragraphs) that would materially affect its ability to perform its duties as Trustee under the Pooling and Servicing Agreement for this transaction. |
Item 3. Sales of Securities and Use of Proceeds.
None
Item 4. Defaults Upon Senior Securities.
None
Item 5. Submission of Matters to a Vote of Security Holders.
None
Item 6. Significant Obligors of Pool Assets.
The property securing the The Strip mortgage loan constitutes a significant obligor within the meaning of Item 1101(k)(2) of Regulation AB and as disclosed in the Prospectus for Citigroup Commercial Mortgage Trust 2016-C1 filed on June 1, 2016. With respect to the property securing the The Strip mortgage loan, the most recent unaudited net operating income was $6,876,754 for the period from January 01, 2021 through September 30, 2021.
Item 7. Change in Sponsor Interest in Securities.
None
Item 8. Significant Enhancement Provider Information.
None
Item 9. Other Information.
Wells Fargo Bank, National Association, in its capacity as Master Servicer for Citigroup Commercial Mortgage Trust 2016-C1, affirms the following amounts in the respective accounts:
| Collection Account Balance |
||||
| Prior Distribution Date: |
10/13/2021 |
$0.00 | ||
| Current Distribution Date: |
11/15/2021 |
$0.00 | ||
| Loan Combination Custodial Account Balance |
||||
| Prior Distribution Date: |
10/13/2021 |
$0.00 | ||
| Current Distribution Date: |
11/15/2021 |
$0.00 | ||
| *REO Account Balance |
||||
| Prior Distribution Date: |
10/13/2021 |
$0.00 | ||
| Current Distribution Date: |
11/15/2021 |
$0.00 | ||
| *As provided by the Special Servicer |
||||
Citibank, N.A., in its capacity as Certificate Administrator for Citigroup Commercial Mortgage Trust 2016-C1, affirms the following amounts in the respective accounts:
| Distribution Account Balance |
||||
| Prior Distribution Date: |
10/13/2021 |
$0.00 | ||
| Current Distribution Date: |
11/15/2021 |
$0.00 | ||
| Interest Reserve Account Balance |
||||
| Prior Distribution Date: |
10/13/2021 |
$0.00 | ||
| Current Distribution Date: |
11/15/2021 |
$0.00 | ||
| Excess Interest Distribution Account Balance |
||||
| Prior Distribution Date: |
N/A |
N/A | ||
| Current Distribution Date: |
N/A |
N/A | ||
| Excess Liquidation Proceeds Reserve Account Balance |
||||
| Prior Distribution Date: |
10/13/2021 |
$0.00 | ||
| Current Distribution Date: |
11/15/2021 |
$0.00 | ||
| Exchangeable Distribution Account Balance |
||||
| 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 Form 10-D:
(99.1): Monthly report distributed to holders of the certificates issued by Citigroup Commercial Mortgage Trust 2016-C1, relating to the November 15, 2021 distribution.
(b) The exhibits required to be filed by the Registrant pursuant to this Form 10-D are listed above and in the Exhibit Index that immediately precedes the signature page hereof.
EXHIBIT INDEX
| Exhibit Number | Description | |
| Exhibit 99.1 | Monthly report distributed to holders of the certificates issued by Citigroup Commercial Mortgage Trust 2016-C1, relating to the November 15, 2021 distribution. | |
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.
| Citigroup Commercial Mortgage Securities Inc. |
| (Depositor) |
| /s/ Richard Simpson |
| Richard Simpson, President |
Date: November 29, 2021