<PAGE>
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 (date of earliest event reported): February 5, 1997
ICIFC SECURED ASSETS CORP.
(Exact Name of Registrant as Specified in its Charter)
California
(State or Other Jurisdiction of Incorporation)
333-8439 33-071-5871
(Commission File Number) (I.R.S. Employer Identification No.)
20371 Irvine Avenue
Santa Ana Heights, California 92707
(Address of Principal Executive Offices, Including Zip Code)
(714) 556-0122
(Registrant's Telephone Number, Including Area Code)
<PAGE>
Item 5. Other Events
- ------- ------------
Attached as an exhibit are Collateral Term Sheets (as defined in the
no-action letter dated February 17, 1995 issued by the Securities and Exchange
Commission to the Public Securities Association) prepared by ICIFC Secured
Assets Corp. which are hereby filed pursuant to such letter.
2
<PAGE>
Item 7. Financial Statements and Exhibits
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(c) Exhibits
<TABLE>
<CAPTION>
Item 601(a) of
Regulation S-K
Exhibit No. Description
- -------------- -----------
<C> <S>
99.2 Collateral Term Sheets prepared
by ICIFC Secured Assets Corp. in
connection with ICIFC Secured
Assets Corp., Mortgage Pass-
Through Certificates
</TABLE>
3
<PAGE>
Index to Exhibits
-----------------
<TABLE>
<CAPTION>
Exhibit No. Description Page
- -------------- ----------- ----
<C> <S> <C>
99.2 Collateral Term Sheets prepared 6
by ICIFC Secured Assets Corp. in
connection with ICIFC Secured
Assets Corp., Mortgage Pass-
Through Certificates
</TABLE>
4
<PAGE>
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, hereunto duly authorized.
ICIFC SECURED ASSETS CORP.
Date: February 7, 1997 By: /s/ Richard Johnson
----------------------------------------
Name: Richard Johnson
Title: Chief Financial Officer and Secretary
5
<PAGE>
EXHIBIT 99.2
MORGAN STANLEY
Mortgage/Asset Capital Markets February 5, 1997
ICIFC SECURED ASSETS CORP.
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1997-1
$275,000,000
APPROXIMATE
ICI FUNDING CORPORATION
MASTER SERVICER AND SELLER
TRANSACTION HIGHLIGHTS*
-----------------------
<TABLE>
<CAPTION>
RATINGS PAYMENT
PAR AMOUNT S&P/DUFF WINDOW AVG. SUBORDINATION
CLASS (APPROX.) COUPON TYPE & PHELPS (MONTHS) LIFE LEVELS
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------------------------
A-1 $32,243,000 6.70% SEQUENTIAL AAA/AAA 19 0.85 5.75%
- -----------------------------------------------------------------------------------------------------------------------
A-2 66,108,000 9.00 SEQUENTIAL AAA/AAA 69 2.19 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-3 18,993,000 6.85 SEQUENTIAL AAA/AAA 12 2.00 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-4 21,149,000 7.00 SEQUENTIAL AAA/AAA 14 3.00 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-5 15,394,000 7.20 SEQUENTIAL AAA/AAA 11 4.00 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-6 16,343,000 7.30 SEQUENTIAL AAA/AAA 17 5.00 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-7 21,767,000 7.75 SEQUENTIAL AAA/AAA 46 7.00 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-8 5,403,000 7.75 SEQUENTIAL AAA/AAA 38 10.90 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-9 6,539,204 7.75 SEQUENTIAL AAA/AAA 207 16.96 5.75
- -----------------------------------------------------------------------------------------------------------------------
A-10 55,000,000 7.75 NAS AAA/AAA 297 10.73 5.75
- -----------------------------------------------------------------------------------------------------------------------
B-1 6,187,000 7.75 SUBORDINATE AA/AA 357 11.03 3.50
- -----------------------------------------------------------------------------------------------------------------------
B-2 2,750,000 7.75 SUBORDINATE A/A 357 11.03 2.50
- -----------------------------------------------------------------------------------------------------------------------
B-3 2,063,000 7.75 SUBORDINATE BBB/BBB 357 11.03 1.75
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>
* SUBJECT TO CHANGE
MASTER SERVICER: ICI Funding Corporation ("ICIFC")
DEPOSITOR: ICIFC Secured Assets Corp. ("ICIFC")
TRUSTEE: Banker's Trust Company of California, N.A.
MANAGERS: MORGAN STANLEY (LEAD-MANAGER); Bear Stearns
(Co-manager)
EXPECTED SETTLEMENT: March 27, 1997, through DTC
DISTRIBUTION DATES: 25th of each month, beginning April 25, 1997
CREDIT ENHANCEMENT: Senior/Subordinate
UNDERLYING COLLATERAL: $275,000,000 30-year and 15-year fixed rate
mortgage loans originated in accordance with
ICIFC's Progressive Series guidelines
DAY COUNT BASIS: 30/360
PREPAYMENT SPEED: Indexed vector ramping from 4% to 16% CPR
over first 12 months and 16% CPR thereafter
(the "Prepayment Assumption")
OPTIONAL CALL: 10% clean-up call
TAX STATUS: REMIC
ERISA ELIGIBILITY: AAA Senior Certificates are ERISA eligible
SMMEA ELIGIBILITY: All Certificates are SMMEA eligible, except
B-2 and B-3
This information has been prepared by Morgan Stanley & Co. Incorporated in
connection with the sale of these securities by ICIFC, and is based on
information about the mortgage loans provided by or on behalf of ICIFC. Any
information herein regarding the mortgage loans supersedes any prior information
regarding the mortgage loans and is superseded by the information regarding the
mortgage loans set forth in the related Prospectus or Prospectus Supplement.
This information has been provided to you at your request and may not be used or
otherwise disseminated in connection with the offer or sale of these or any
other securities, except in the connection with the initial offer or sale of
these securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS. Certain assumptions may have been made in this analysis which have
resulted in any returns detailed herein. No representation is made that any
returns indicated will be achieved. Additional information is available upon
request. These materials are solely for informational purposes and do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A
DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY ICIFC WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS
AND PROSPECTUS SUPPLEMENT. In the event of any such offering, these materials
shall be deemed superseded, amended and supplemented in their entirety by such
Prospectus and Prospectus Supplement. To Our Readers Worldwide: In addition,
please note that this information has been provided by Morgan Stanley & Co.
Incorporated and approved by Morgan Stanley & Co. International Limited, a
member of the Securities and Futures Authority and Morgan Stanley Japan Ltd. We
recommend that investors obtain the advice of their Morgan Stanley & Co.
International Limited or Morgan Stanley Japan Ltd. representative about the
investments concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY
THE U.K. SECURITIES AND FUTURES AUTHORITY.
<PAGE>
PAYMENT RULES
-------------
I. PAYMENT OF INTEREST: The Available Distribution Amount on the pool
will be paid in the following sequence:
1) Fees of 26.5 bp (including master
servicing and trustee fees).
2) Class certificate coupon payments at their
respective coupon rates. Prepayment Interest
Shortfalls due to full and partial
prepayments are covered to the extent of the
master servicing fee.
II. PAYMENT OF PRINCIPAL: Following the payments of interest above,
principal collections will be paid as follows:
1) With principal:
a) Class A-1 through A-9 Certificates are
paid sequentially until zero.
b) Class A-10 Certificate is a NAS bond. It
receives no principal payments for the
first 59 periods. For the next 24
periods, it receives 50% of its pro-rata
percentage of the senior principal, and
thereafter it receives 100% of its pro-
rata percentage of senior principal.
2) The Subordinate Certificates receive their
pro-rata percentage of scheduled principal
and receive their "shifting interest"
percentage of prepayments. They receive no
prepayments for the first five years, and
thereafter receive 30%, 40%, 60%, 80% and
finally 100% of their pro-rata percentage of
prepayments.
COLLATERAL DESCRIPTION
----------------------
APPROXIMATE COMBINED COLLATERAL CHARACTERISTICS:
POOL BALANCE: $275,000,000
NUMBER OF LOANS: 1,870
AVERAGE BALANCE: Average $147,000; minimum $22,500;
maximum $700,000
WEIGHTED AVERAGE GROSS COUPON: 8.90%
PROPERTY TYPE: 91% SFR and PUD; 5% Condo; 4% 2-4 Family
OWNER OCCUPANCY: 93% Owner; 4% Investor; 3% Second
LOAN PURPOSE: 18% Cashout
DOCUMENTATION: 38% Express; 42% Reduced; 20% Full
LOAN TO VALUE RATIO: 78% Weighted Average LTV
GEOGRAPHIC CONCENTRATION: 37% CA
WEIGHTED AVERAGE REMAINING TERM: 348 months, 3 months weighted average
seasoning
ORIGINAL TERM: 30 year; 95%, 15 year; 5%
This information has been prepared by Morgan Stanley & Co. Incorporated in
connection with the sale of these securities by ICIFC, and is based on
information about the mortgage loans provided by or on behalf of ICIFC. Any
information herein regarding the mortgage loans supersedes any prior information
regarding the mortgage loans and is superseded by the information regarding the
mortgage loans set forth in the related Prospectus or Prospectus Supplement.
This information has been provided to you at your request and may not be used or
otherwise disseminated in connection with the offer or sale of these or any
other securities, except in the connection with the initial offer or sale of
these securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS. Certain assumptions may have been made in this analysis which have
resulted in any returns detailed herein. No representation is made that any
returns indicated will be achieved. Additional information is available upon
request. These materials are solely for informational purposes and do not
constitute an offer to buy or sell or a solicitation of an offer to buy or sell
any security or instrument or to participate in any particular trading strategy.
ANY SUCH OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A
DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY ICIFC WHICH
WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. ANY
DECISION TO INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON
SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In the event of any such offering,
these materials shall be deemed superseded, amended and supplemented in their
entirety by such Prospectus and Prospectus Supplement. To Our Readers Worldwide:
In addition, please note that this information has been provided by Morgan
Stanley & Co. Incorporated and approved by Morgan Stanley & Co. International
Limited, a member of the Securities and Futures Authority and Morgan Stanley
Japan Ltd. We recommend that investors obtain the advice of their Morgan Stanley
& Co. International Limited or Morgan Stanley Japan Ltd. representative about
the investments concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED
BY THE U.K. SECURITIES AND FUTURES AUTHORITY.
