BMO 2025-5C13 Mortgage Trust 8-K

What Happened

• BMO 2025-5C13 Mortgage Trust announced the closing of a securitization on December 30, 2025. The Depositor issued Commercial Mortgage Pass‑Through Certificates, Series 2025-5C13 under a Pooling and Servicing Agreement and sold Public and Private classes to underwriters and initial purchasers.
• Public certificates with an aggregate initial principal of $484,906,000 were sold to underwriters (including BMO Capital Markets, Citigroup Global Markets, Deutsche Bank Securities and SG Americas), and Private certificates with an aggregate initial principal of $66,908,059 were sold in private placements. Net proceeds to the Depositor were approximately $557,444,905.37 after estimated issuance expenses of about $4,949,173.09.
• The proceeds were used to purchase mortgage loans from several sellers (including Bank of Montreal, 3650 Capital, Citi Real Estate Funding, Greystone, Natixis and others). Legal and tax opinions from Orrick, Herrington & Sutcliffe LLP were provided in connection with the issuance.

Key Details

• Closing date: December 30, 2025. Underwriting Agreement and Prospectus dated Dec 17, 2025 (Prelim Prospectus Dec 12, 2025).
• Public certificates initial principal: $484,906,000; Private certificates initial principal: $66,908,059.
• Net proceeds to Depositor: ≈ $557,444,905.37; estimated issuance expenses: ≈ $4,949,173.09 (including ≈ $484,400 to affiliates).
• Credit risk retention: 3650 Capital (as retaining sponsor) purchased HRR Certificates (Classes E‑RR, F‑RR, G‑RR, J‑RR) with initial balance $51,485,059; HRR fair value ≈ $28,324,688 (5.036%) vs. required retention ≈ $28,119,704 (5.00%).

Why It Matters

• This filing documents the completion of a commercial mortgage-backed securities (CMBS) transaction, the distribution of new certificate classes to public and private investors, and the flow of proceeds used to acquire the referenced mortgage loans. For investors, the filing provides the issuance size, proceeds, key counterparties (underwriters and sellers), and confirmation that the sponsor satisfied regulatory credit‑risk retention rules.
• Retail investors should note the transaction scale, the sponsor’s retention of the prescribed horizontal interest (which aligns with Regulation RR requirements), and that documentation (including legal and tax opinions) was provided. This is material information for anyone evaluating these specific certificates or monitoring CMBS issuance activity.