<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
Date of Report (Date of earliest event reported): JANUARY 22, 1997
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BAY VIEW SECURITIZATION CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 333-16233 93-1225376
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
2121 SOUTH EL CAMINO REAL, SAN MATEO, CALIFORNIA 94403
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (415) 573-7300
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N/A
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
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Bay View Securitization Corporation (the "Registrant") has filed with the
Securities and Exchange Commission (the "Commission") a registration statement
under the Securities Act of 1933, as amended, on Form S-3 (the "Registration
Statement") which was declared effective by the Commission on January 21, 1997.
The Registration Statement contains three forms of prospectus supplements and a
prospectus. The form of prospectus supplement entitled Bay View 1997-RA-1 Auto
Trust (the "Prospectus Supplement"), will be used in connection with the
Registrant's issuance, through a trust, of a series of certificates, entitled
Bay View 1997-RA-1 Auto Trust Class A, Class I and Class IC Certificates (the
"Certificates"). The Certificates will represent in the aggregate the entire
beneficial ownership in the Bay View 1997-RA-1 Auto Trust consisting primarily
of a segregated pool of new and used automobile, light truck, motorcycle,
recreational vehicle, vans or van conversion loans having terms to maturity
ranging from 12 months to 84 months.
PaineWebber Incorporated (the "Underwriter") has advised the Registrant
that it has furnished to certain prospective purchasers of Certificates certain
information, herein referred to as "Computational Materials" in written form (a
copy of which is attached hereto as Exhibit 99), which may include a
description of the securities to be offered, the name of the issuer, the size of
the offering, the number of classes, seniority and order of payment. The
Computational Materials also include data tables and term sheet information
relating to the structure of the Certificates and terms of certain classes of
Certificates, and the hypothetical characteristics and hypothetical performance
of certain classes of Certificates under certain assumptions and scenarios.
The Computational Materials have been provided by the Underwriter and were
prepared by the Underwriter at the request of certain prospective investors.
The information in the Computational Materials is preliminary and will be
superseded by the final Prospectus Supplement relating to the Certificates and
by any other information subsequently filed with the Commission. The
Computational Materials may be based on information that differs from the
information set forth in the Prospectus Supplement.
Item 7. Financial Statements and Exhibits
---------------------------------
(a) Not applicable
(b) Not applicable
(c) Exhibits
<TABLE>
<CAPTION>
Exhibit No. Description
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<S> <C>
99 Computational Materials (as defined in
Item 5) that have been provided by PaineWebber
Incorporated to certain prospective purchasers
of the Certificates (as defined in Item 5).
</TABLE>
2
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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.
BAY VIEW SECURITIZATION CORPORATION
Date: January 24, 1997 By: /s/ ROBERT J. FLAX
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Name: Robert J. Flax
Title: Director and Corporate Secretary
<PAGE>
INDEX TO EXHIBITS
Exhibit No. Description
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99 Computational Materials (as defined in Item
5) that have been provided by PaineWebber
Incorporated to certain prospective
purchasers of the Certificates (as defined
in Item 5).
<PAGE>
PRELIMINARY
BACKGROUND INFORMATION
BAY VIEW 1997-RA-1 AUTO TRUST
APPROXIMATE CLASS SIZES
[$200,979,000.00] CLASS A-1 AUTOMOBILE RECEIVABLE BACKED CERTIFICATES
[$52,245,989.48] CLASS A-2 AUTOMOBILE RECEIVABLE BACKED CERTIFICATES
CLASS I INTEREST ONLY AUTOMOBILE RECEIVABLE BACKED CERTIFICATES
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The information included herein is produced and provided exclusively by
PaineWebber Incorporated ("PW") as underwriter for the Bay View 1997-RA-1 Auto
Trust transaction, and not by or as agent for Bay View Securitization
Corporation or any of its affiliates (collectively, the "Depositor"). The
Depositor has not prepared, reviewed or participated in the preparation hereof,
is not responsible for the accuracy hereof and has not authorized the
dissemination hereof. The analysis in this report is accurate to the best of
PW's knowledge and is based on information provided by the Depositor. PW makes
no representations as to the accuracy of such information provided by the
Depositor. All opinions and conclusions in this report reflect PW's judgment as
of this date and are subject to change. All analyses are based on certain
assumptions noted herein and different assumptions could yield substantially
different results. You are cautioned that there is no universally accepted
method for analyzing financial instruments. You should review the assumptions;
there may be differences between these assumptions and your actual business
practices. Further, PW does not guarantee any results and there is no guarantee
as to the liquidity of the instruments involved in this analysis. The decision
to adopt any strategy remains your responsibility. PW (or any of its
affiliates) or their officers, directors, analysts or employees may have
positions in securities, commodities or derivative instruments thereon referred
to herein, and may, as principal or agent, buy or sell such securities,
commodities or derivative instruments. In addition, PW may make a market in the
securities referred to herein. Neither the information nor the opinions
expressed shall be construed to be, or constitute, an offer to sell or buy or a
solicitation of an offer to sell or buy any securities, commodities or
derivative instruments mentioned herein. Finally, PW has not addressed the
legal, accounting and tax implications of the analysis with respect to you and
PW strongly urges you to seek advice from your counsel, accountant and tax
advisor.
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Bay View 1997-RA-1 Auto Trust
PRICING INFORMATION
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<TABLE>
<CAPTION>
Class A-1 A-2 I
<S> <C> <C> <C>
Approximate
Face Amount: [$200,979,000.00] [$52,245,989.48] See Note (1)
Balance Percent: [79.4%] [20.6%] [TBD]
Coupon: [ TBD%] [ TBD%] [ TBD%]
Approximate Price: [ 100%] [ 100%] [ TBD%]
Yield: [ TBD%] [ TBD%] [ TBD%]
Spread: [ +40 Area] [ +40 Area] See Note (1)
Pricing Speed: 1.6% ABS 1.6% ABS 1.6% ABS
Exp Avg Life: [0.994] yrs [3.213] yrs [TBD] yrs
Treasury Benchmark: 5 5/8% Jan '98 3 Year [TBD]
Credit Enhancement: 100% CapMAC 100% CapMAC 100% CapMAC
Rating Agencies: S&P/Moody's S&P/Moody's S&P/Moody's
Expected Rating: AAA/Aaa AAA/Aaa AAA/Aaa
Expected Maturity: June 1999 January 2002 TBD
Investor Settle Date: [01/29/97] [01/29/97] [01/29/97]
Pmt Delay: 14 Days 14 Days 14 Days
Dated Date: 01/29/97 01/29/97 01/29/97
Accrued Interest: None(Flat) None(Flat) None(Flat)
Interest Payment: 30/360 30/360 30/360
Pmt Terms: Monthly Monthly Monthly
Ave Life at 1.0% ABS [1.352] yrs [4.079] yrs [TBD] yrs
Ave Life at 2.0% ABS [0.754 yrs [2.615] yrs [TBD] yrs
Ave Life at 2.5% ABS [0.542] yrs [2.064] yrs [TBD] yrs
</TABLE>
(1) For further written information concerning the Class I Interest Only
Automobile Receivable Backed Certificates, please call the Desk.
THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A
DISCLAIMER, PLEASE CONTACT YOUR PAINEWEBBER INCORPORATED FINANCIAL ADVISOR
IMMEDIATELY.
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Bay View 1997-RA-1 Auto Trust
PRICING INFORMATION
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Issuer: Bay View 1997-RA-1 Auto Trust
Depositor: Bay View Securitization Corporation
Servicer: California Thrift & Loan ("CTL")
Trustee: Bankers Trust Company
Offering: Public shelf offering - the final prospectus and
prospectus supplement will be distributed after
pricing.
Surety Bond Provider: Capital Markets Assurance Corporation ("CapMAC")
Expected Pricing Date: [Thursday, 01/23/97]
Investor Settlement Date: [01/29/97]
Form of Certificates: Book-Entry form, same-day funds through DTC.
Interest Rate: TBD % on Class A-1 Automobile Receivable Backed
Certificates ("the Class A-1 Certificates")
TBD % on Class A-2 Automobile Receivable Backed
Certificates ("the Class A-2 Certificates")
TBD % on Class I Interest Only Automobile
Receivable Backed Certificates ("the Class I
Certificates", together with the Class A-1
Certificates and Class A-2 Certificates, the
"Certificates" )
Prepayment Assumption: 1.6% ABS
Principal Paydown: Principal is allocated sequentially first to the
Class A-1 Certificates until reduced to zero, then to
the Class A-2 Certificates until reduced to zero. The
Class I Certificates will receive no payments of
principal.
Payment Date: The 15th calendar day of each month (or, if any such
date is not a business day, the first business day
thereafter) commencing on February 18, 1997. The
payment delay is 14 days.
Interest Accrual Period: For the initial Payment Date, the initial interest
accrual period on the Certificates will be from
[01/29/97] until [01/30/97]. In future periods,
interest on the Certificates will accrue during the
period commencing on the 1st day of the preceding
month until the last day of the preceding month
(assuming twelve 30 day months).
Reserve Account: A Spread Account with a target of 1.25% will be
established for the benefit of the Certificates.
Collateral Summary: See the Red Herring for collateral tables.
THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A
DISCLAIMER, PLEASE CONTACT YOUR PAINEWEBBER INCORPORATED FINANCIAL ADVISOR
IMMEDIATELY.
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Bay View 1997-RA-1 Auto Trust
PRICING INFORMATION
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<TABLE>
<CAPTION>
Distribution Planned Notional
Date Principal Amount
<S> <C> <C>
Initial 175,746,647.46 Class I Interest Only Auto Receivable
Backed Certificate Planned Notional
Feb-97 165,280,085.41 Principal Schedule
Mar-97 156,693,745.50
Apr-97 147,606,056.15
May-97 138,706,230.51
Jun-97 129,997,514.89
Jul-97 121,483,203.97
Aug-97 113,166,641.44
Sep-97 105,051,220.71
Oct-97 97,140,385.56
Nov-97 89,437,630.88
Dec-97 81,946,503.34
Jan-98 74,670,602.11
Feb-98 67,613,579.58
Mar-98 60,779,142.13
Apr-98 54,362,424.89
May-98 49,349,540.34
Jun-98 45,120,492.38
Jul-98 40,983,967.50
Aug-98 36,941,594.60
Sep-98 32,995,027.60
Oct-98 29,145,945.77
Nov-98 25,396,054.12
Dec-98 21,747,083.75
Jan-99 18,200,792.25
Feb-99 15,451,771.80
Mar-99 13,119,703.27
Apr-99 11,078,468.47
May-99 9,309,440.84
Jun-99 7,591,418.81
Jul-99 5,925,289.77
Aug-99 4,893,403.01
Sep-99 4,176,112.92
Oct-99 3,477,114.81
Nov-99 2,796,733.30
Dec-99 2,135,298.00
Jan-00 1,661,349.09
Feb-00 1,330,075.13
Mar-00 1,007,931.16
April-00 696,642.24
May-00 400,498.46
Jun-00 119,759.40
July-00 0.00
</TABLE>
THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A
DISCLAIMER, PLEASE CONTACT YOUR PAINEWEBBER INCORPORATED FINANCIAL ADVISOR
IMMEDIATELY.
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Bay View 1997-RA-1 Auto Trust
PRICING INFORMATION
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COLLATERAL POOLS FOR SENSITIVITY TABLE OF THE CLASS I CERTIFICATES:
<TABLE>
<CAPTION>
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Rep Line Loan Count Balance Rate WAM W.A. AGE Percent
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<S> <C> <C> <C> <C> <C> <C>
1 3,750 $62,430,164 13.6225% 70 3 24.7%
2 3,598 $56,337,567 13.3280% 64 9 22.2%
3 4,573 $62,260,600 14.1305% 55 18 24.6%
4 4,139 $40,731,776 12.7119% 38 30 16.1%
5 5,046 $31,464,883 12.4088% 24 45 12.4%
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21,106 $253,224,989 13.3846% 54.11 17.58
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</TABLE>
SENSITIVITY OF THE CLASS I CERTIFICATES TO PREPAYMENTS:
<TABLE>
<CAPTION>
Assumed Price = 2.832%
<S> <C> <C> <C> <C>
1.0% 1.60% 2.00% 2.25% 3.00%
ABS ABS ABS ABS ABS
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Yield => 27.673% 6.691% 6.691% 6.691% -5.380%
</TABLE>
THIS PAGE MUST BE ACCOMPANIED BY A DISCLAIMER. IF YOU DID NOT RECEIVE SUCH A
DISCLAIMER, PLEASE CONTACT YOUR PAINEWEBBER INCORPORATED FINANCIAL ADVISOR
IMMEDIATELY.
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