- The following statement is being issued by GCG regarding the proposed RMBS Settlement.
NOTICE IS HEREBY GIVEN TO THE HOLDERS OF CERTIFICATES, NOTES OR OTHER SECURITIES OF THE RESIDENTIAL MORTGAGE-BACKED SECURITIZATION TRUSTS AND LOAN GROUPS (THE “CERTIFICATEHOLDERS”) IDENTIFIED IN EXHIBIT A HERETO (THE “OCTOBER 1 ACCEPTING TRUSTS”) AND OTHER PERSONS POTENTIALLY INTERESTED IN THE OCTOBER 1 ACCEPTING TRUSTS. THE ACCEPTANCE OF THE SETTLEMENT AGREEMENT COULD MATERIALLY AFFECT THE INTERESTS OF THE CERTIFICATEHOLDERS.
NOTICE IS HEREBY GIVEN TO THE CERTIFICATEHOLDERS BY:
LAW DEBENTURE TRUST COMPANY OF NEW YORK
U.S. BANK NATIONAL ASSOCIATION
WELLS FARGO BANK, NATIONAL ASSOCIATION
WILMINGTON TRUST, NATIONAL ASSOCIATION
EACH, IN ITS CAPACITY AS TRUSTEE, SEPARATE TRUSTEE, AND/OR SUCCESSOR TRUSTEE OF THE OCTOBER 1 ACCEPTING TRUSTS (THE “OCTOBER 1 ACCEPTING TRUSTEES”). CUSIP NUMBERS TO WHICH THIS NOTICE RELATES MAY BE FOUND AT: HTTP://WWW.RMBSTRUSTEESETTLEMENT.COM/LIST_OF_RMBS_TRUSTS.PDF.
Dated: October 14, 2014
This notice (“Notice”) is given to you by the October 1 Accepting Trustees and relates to the RMBS Trust Settlement Agreement entered into as of November 15, 2013 and modified as of July 29, 2014 (the “Settlement” or “Settlement Agreement”), by a group of twenty-one (21) institutional investors and JPMorgan Chase & Co. and its direct and indirect subsidiaries, which is available at: http://www.rmbstrusteesettlement.com/docs/Modified_Proposed_Settlement_Agreement.pdf. Capitalized terms used in this Notice and not otherwise defined have the meanings assigned to them in the Settlement Agreement.
On August 1, 2014, certain of the Accepting Trustees (the “August 1 Accepting Trustees”) accepted the Settlement on behalf of certain residential mortgage-backed securitization trusts and loan groups within such trusts (the “August 1 Accepting Trusts”) for which they respectively serve as trustee, indenture trustee, separate trustee, and/or successor trustee, subject to Final Court Approval. On August 3, 2014, the August 1 Accepting Trustees filed a petition seeking judicial approval of their decision to accept the Settlement on behalf of the August 1 Accepting Trusts and commenced a judicial instruction proceeding pursuant to CPLR § 7701, In the matter of the application of U.S. Bank National Association, et al. (Index No. 652382/2014) (the “Article 77 Proceeding”), in the Supreme Court of the State of New York, County of New York (the “Court”).
On October 1, 2014, the October 1 Accepting Trustees accepted the Settlement on behalf of the October 1 Accepting Trusts, subject to Final Court Approval. Under the terms of the Settlement, the October 1 Accepting Trustees are now Accepting Trustees with respect to the October 1 Accepting Trusts.
On October 2, 2014, the Accepting Trustees (including the August 1 Accepting Trustees and the October 1 Accepting Trustees) filed with the Court an amended petition (“Amended Petition”) adding the October 1 Accepting Trusts (together with the August 1 Accepting Trusts, the “Accepting Trusts”) to the Article 77 Proceeding. In the Article 77 Proceeding, the Accepting Trustees are seeking a judgment that the Accepting Trustees’ acceptance of the Settlement on behalf of the Accepting Trusts was a reasonable and good faith exercise of the Accepting Trustees’ authority under the applicable transaction documents governing the Accepting Trusts, and barring holders of certificates, notes or other securities of the Accepting Trusts from asserting claims against the Accepting Trustees with respect to the Accepting Trustees’ evaluation and acceptance of the Settlement and implementation of the Settlement in accordance with its terms.
The Court has issued an order providing, among other things, that anyone having an interest in the Accepting Trusts (including the October 1 Accepting Trusts) show cause before the Court at IAS Part 60, to be held at the Courthouse, 60 Centre Street, New York, New York, on the 16th day of December, 2014, at 10:00 a.m., or as soon thereafter as counsel may be heard, why an order should not be issued, pursuant to CPLR § 7701, granting judgment in favor of the Accepting Trustees (including the October 1 Accepting Trustees) in their respective capacities as trustees, indenture trustees, separate trustees, and/or successor trustees for the Accepting Trusts (including the October 1 Accepting Trusts), on the Amended Petition. The Court’s order further provides that, except for good cause shown, no person shall be heard and nothing submitted by any person shall be considered by the Court in objection to the Settlement unless a written notice of intention to appear along with a statement of such person’s objection to any matters before the Court and the grounds therefor, as well as all documents such person desires the Court to consider, shall be filed with the Court and served upon counsel for the Accepting Trustees (including the October 1 Accepting Trustees) and counsel for any other petitioner(s) or person who has been granted leave to intervene, on or before November 3, 2014.
Additional details regarding the Article 77 Proceeding, as well as a longer form of this Notice and certain other relevant notices and information, are available at: http://www.rmbstrusteesettlement.com/index.php.
List of October 1 Accepting Trusts
Accepted subject to Final Court Approval in a judicial instruction proceeding as set forth in Section 2.03(c) of the Settlement Agreement.
Unless otherwise indicated, acceptance is with respect to all loan groups or sub-loan groups, if applicable, of a particular trust.
U.S. Bank National Association, as Trustee
BSABS 2007-HE4, Loan Group I only
BSMF 2007-SL1, Group 2 only
JPMAC 2006-HE3, Group 2 only
Wells Fargo Bank, National Association, as Trustee
Law Debenture Trust Company of New York, as Separate Trustee
BSMF 2007-AR1, Loan Group II
Wilmington Trust, National Association
BALTA 2006-5, Group I
BALTA 2006-8, Groups I & II
BALTA 2007-1, Group I
BSAAT 2007-1, Groups I & II
SACO 2006-12, Group I
SAMI 2007-AR7, Groups I & II
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