<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) September 21, 1999
HEADLANDS MORTGAGE SECURITIES INC., (as sponsor under the Sale and
Servicing Agreement, dated as of September 1, 1999, providing for the
issuance of Headlands Home Equity Loan Trust 1999-1, Home Equity Loan
Asset-Backed Notes).
Headlands Mortgage Securities Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 333-79833 68-0397342
- --------------------------- ----------- -------------------
State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
700 Larkspur Landing Circle 94939
Suite 240 ----------
Larkspur, California (Zip Code)
- ----------------------------------------
(Address of Principal Executive Offices)
Registrant's telephone number, including area code (415) 925-5442
--------------
<PAGE>
Item 5. Other Events
In connection with the offering of the Home Equity Loan Asset-Backed
Notes, Series 1999-1, Class A-1 and Class A-2 Notes, of which Headlands Home
Equity Loan Trust 1999-1 is the issuer, as described in a Prospectus
Supplement dated as of September __, 1999 to the Prospectus dated as of June
2, 1999, certain "Collateral Term Sheets" within the meanings of the May 20,
1994 Kidder, Peabody No-Action Letter and the February 17, 1995 Public
Securities Association No-Action Letter were furnished to certain prospective
investors (the "Related Computational Materials").
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibit 99.1. Related Computational Materials (as defined in
Item 5 above).
2
<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.
HEADLANDS MORTGAGE
SECURITIES INC.
By: /s/ Kristen Decker
------------------
Name: Kristen Decker
Title: Vice President
Dated: September 21, 1999
3
<PAGE>
Exhibit Index
Exhibit
- -------
99.1. Related Computational Materials (as defined in Item 5 above).
4
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
Preliminary Term Sheet Prepared: September 20, 1999
$268,735,000 (Approximate)
Headlands Home Equity Loan Trust 1999-1
Home Equity Loan Asset-Backed Notes, Series 1999-1
[LOGO]
(Note Insurer)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------
WAL Payment Expected
(Yrs.) Window Spread/ Rating Legal Final
Class Amount (1) Call Call (mos) Benchmark Coupon (S&P/Moody's) Maturity
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
A-1 $211,693,000 2.75 1 - 80 1 M LIBOR [ ] bps AAA/Aaa September 2025
A-2 $57,042,000 2.77 1 - 80 1 M LIBOR [ ] bps AAA/Aaa September 2025
Total $268,735,000
(1) Subject to a plus or minus 10% variance.
</TABLE>
Underwriter: Greenwich Capital Markets, Inc.
Seller & Servicer: Headlands Mortgage Company ("Headlands" or the
"Company").
Sponsor: Headlands Mortgage Securities, Inc.
Note Insurer: Ambac Assurance Corporation.
Indenture Trustee: First National Bank of Chicago.
Owner Trustee: Wilmington Trust Company.
Federal Tax Status: It is anticipated that the Class A-1 and the
Class A-2 Notes (the "Notes") will be treated as
debt instruments for federal income tax purposes.
Registration: The Notes will be available in book-entry form
through DTC.
Expected Pricing Date: On or about September 23, 1999.
Expected Closing Date: On or about September 29, 1999.
Expected Settlement Date: On or about September 29, 1999.
Cut-off Date: The close of business on September 15, 1999.
Greenwich Capital
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1
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
Interest Accrual Period:
The interest accrual period with respect to
the Class A-1 and Class A-2 Notes for a given
Distribution Date will be the period
beginning with the previous Distribution Date
(or, in the case of the first Distribution
Date, the Closing Date) and ending on the day
prior to such Distribution Date (on an
Actual/360 basis).
Distribution Dates: The 15th day of each month (or the next
succeeding business day), beginning October
15, 1999.
Credit Enhancement: Excess Interest, Overcollateralization, Cross
Collateralization, the Reserve Fund and a
surety wrap to be provided by Ambac Assurance
Corporation ("Ambac").
ERISA Eligibility: The Notes are expected to be ERISA eligible.
Prospective investors must review the
Prospectus and Prospectus Supplement and
consult with their professional advisors for
a more detailed description of these matters
prior to investing in the Notes.
SMMEA Treatment: The Notes will not constitute "mortgage
related securities" for purposes of SMMEA.
Optional Termination: 10% optional termination provision. If the
optional termination is not exercised, the
Class A-1 and Class A-2 margin will each
double.
Prepayment Assumption: 40% CPR, 20% Draw Rate on the HELOCs
30% CPR on the Closed-End Seconds.
Mortgage Loans: As of the Cut-off Date, the aggregate
principal balance of the Mortgage Loans will
be approximately $270,767,162, of which: (i)
approximately $213,293,227 will be in Group I
(the "Group I Mortgage Loans") and (ii)
approximately $57,473,935 will be in Group II
(the "Group II Mortgage Loans" and together
with the Group I Mortgage Loans, the
"Mortgage Loans").
Group I Mortgage Loans: The Group I Mortgage Loans will consist of
$186,294,677 of adjustable-rate home equity
revolving credit line loans (the "Group I
HELOCs") made under certain home equity
revolving credit line loan agreements and
$26,998,550 of fixed-rate closed-end second
lien home equity loans (the "Group I
Closed-End Seconds").
Group II Mortgage Loans: The Group II Mortgage Loans will consist of
$52,387,942 adjustable-rate home equity
revolving credit line loans (the "Group II
HELOCs") made under certain home equity
revolving credit line loan agreements and
$5,085,993 of fixed-rate closed-end second
lien home equity loans (the "Group II
Closed-End Seconds").
Group I HELOC
Amortization: Approximately 75.22% of the Group I HELOCs have
5 year draw periods followed by a 10 year
amortization period, while the remaining 24.78%
have a 15 year draw period followed by a 10
year amortization period. Each outstanding
Group I HELOC principal balance is fixed at the
end of the draw period, and then amortized over
the subsequent 10 year period. Each Group I
HELOC interest rate continues to adjust (on the
first of each month) over the life of the loan.
Group I Closed-end
Second Amortization: Fully amortizing and balloons.
Greenwich Capital
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2
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
Group I
HELOC Interest Rates: 100% Prime-based, monthly re-setting Group I
HELOCs. Substantially all of the Group I
HELOCs are teased for 3 months from
origination and adjust thereafter. The
weighted average margin on the Group I HELOCs
as of the Cut-off Date is approximately
3.321%, with the margins ranging from -1.000%
to 7.000%. Substantially all of the Group I
HELOCs have a maximum interest rate of 18% or
higher, with no periodic caps.
Group I Closed-end
Second Interest Rates: 100% Fixed Rate.
Group II HELOC
Amortization: Approximately 71.49% of the Group II HELOCs
have 5 year draw periods followed by a 10
year amortization period, while the remaining
28.51% have a 15 year draw period followed by
a 10 year amortization period. Each
outstanding Group II HELOC principal balance
is fixed at the end of the draw period, and
then amortized over the subsequent 10 year
period. Each Group II HELOC interest rate
continues to adjust (on the first of each
month) over the life of the loan.
Group II Closed-end
Second Amortization: Fully amortizing and balloons.
Group II
HELOC Interest Rates: 100% Prime-based, monthly re-setting Group II
HELOCs. Substantially all of the Group II
HELOCs are teased for 3 months from
origination and adjust thereafter. The
weighted average margin on the Group II
HELOCs as of the Cut-off Date is 2.982%, with
the margins ranging from 0.000% to 6.250%.
Substantially all of the Group II HELOCs have
a maximum interest rate of 18% or higher,
with no periodic caps.
Group II Closed-end
Second Interest Rates: 100% Fixed Rate.
The Trust
Headlands Home Equity
Loan Trust 1999-1: The Headlands Home Equity Loan Trust 1999-1
(the "Trust") will issue the Class A-1 and
Class A-2 Notes. The Class A-1 Notes are
supported by the Group I Mortgage Loans. As
of the Closing Date, the Class A-1 Notes will
represent 99.25% of the mortgage loan balance
of the Group I Mortgage Loans as of the
Cut-off Date. The Class A-2 Notes are
supported by the Group II Mortgage Loans. As
of the Closing Date, the Class A-2 Notes will
represent 99.25% of the mortgage loan balance
of the Group II Mortgage Loans as of the
Cut-off Date.
The property of the Trust, as of the Closing
Date, will consist primarily of the Group I
Mortgage Loans and the Group II Mortgage
Loans, the Surety Policies and the Reserve
Fund.
Greenwich Capital
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3
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
The Notes
Class A-1 Notes: The Class A-1 Notes will initially evidence
approximately 99.25% of the Group I Mortgage
Loan Balance as of the Cut-off Date. The
Class A-1 Notes receive distributions of
principal in the manner described below. The
Class A-1 Notes will receive interest on each
Distribution Date based on a variable rate
described more fully below.
Class A-2 Notes: The Class A-2 Notes will initially evidence
approximately 99.25% of the Group II Mortgage
Loan Balance as of the Cut-off Date. The
Class A-2 Notes receive distributions of
principal in the manner described below. The
Class A-2 Notes will receive interest on each
Distribution Date based on a variable rate
described more fully below.
Credit Enhancement
Credit Enhancement: The Noteholders will have the benefit of the
following credit enhancement;
(a) Excess Interest Collections (described
below);
(b) the Overcollateralization Amount
(described below);
(c) Cross Collateralization (described
below);
(d) the Surety Policies (described below);
(e) the Reserve Fund (described below).
Excess
Interest Collections: For each class of Notes, the related interest
collections minus the sum of (i) the related
Class A Note Interest Paid; (ii) the related
Servicing Fee Paid; (iii) the related Premium
Paid to Ambac and any unreimbursed draws on the
Policy; and (iv) the related Trustee Fees Paid.
Class A-1
Overcollateralization
Amount: The Class A-1 Noteholders will be entitled to
receive distributions of Excess Interest
Collections as principal ("Class A-1
Accelerated Principal Distribution Amounts")
up to 3.50% of the Group I Mortgage Loan
Balance as of the Cut-off Date (the "Class
A-1 Required Overcollateralization Amount").
This distribution of interest as principal
will have the effect of accelerating the
Class A-1 Notes relative to the underlying
Group I Mortgage Loans. On any Distribution
Date, the Class A-1 Overcollateralization
Amount will be the amount by which the Group
I Mortgage Loan Balance exceeds the Class A-1
Note Principal Balance. On any Distribution
Date on which the Group I Mortgage Loan
Balance does not exceed the Class A-1 Note
Principal Balance by the Class A-1 Required
Overcollateralization Amount, Excess Interest
Collections will be distributed as principal
to the Class A-1 Noteholders to increase the
Class A-1 Overcollateralization Amount to the
Class A-1 Required Overcollateralization
Amount.
Greenwich Capital
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4
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
Class A-2
Overcollateralization
Amount: The Class A-2 Noteholders will be entitled to
receive distributions of Excess Interest
Collections as principal ("Class A-2
Accelerated Principal Distribution Amounts")
up to 3.50% of the Group II Mortgage Loan
Balance as of the Cut-off Date (the "Class
A-2 Required Overcollateralization Amount").
This distribution of interest as principal
will have the effect of accelerating the
Class A-2 Notes relative to the underlying
Group II Mortgage Loans. On any Distribution
Date, the Class A-2 Overcollateralization
Amount will be the amount by which the Group
II Mortgage Loan Balance exceeds the Class
A-2 Note Principal Balance. On any
Distribution Date on which the Group II
Mortgage Loan Balance does not exceed the
Class A-2 Note Principal Balance by the Class
A-2 Required Overcollateralization Amount,
Excess Interest Collections will be
distributed as principal to the Class A-2
Noteholders to increase the Class A-2
Overcollateralization Amount to the Class A-2
Required Overcollateralization Amount.
Cross Collateralization: After paying the "OC Deficit" (the amount by
which the Note Principal Balance exceeds the
related Group Mortgage Loan Balance) on the
related class of Notes from the related
Excess Interest Collections, any remaining
amounts will be used (i) to pay accrued and
unpaid interest to the other unrelated class
of Notes; (ii) to pay the OC Deficit on the
unrelated class of Notes (iii) to pay
unreimbursed draws on the Policy with respect
to the unrelated class of Notes; (iv) to
increase the Overcollateralization Amount on
the related mortgage loan group to the
Required Overcollateralization Amount and (v)
to fund the Reserve Fund up to the Reserve
Fund Target Amount.
The Surety Policies: Ambac Assurance Corporation will issue a note
insurance policy with respect to each Class
of Notes which will guarantee timely interest
and ultimate repayment of principal to the
Noteholders.
Reserve Fund: The Reserve Fund will initially be $0 on the
Closing Date and then will be funded on each
Distribution Date up to the Reserve Fund
Target Amount. The "Reserve Fund Target
Amount" will be equal to the sum of (i) the
amount by which the Class A-1
Overcollateralization Amount is less than the
Class A-1 Required Overcollateralization
Amount; and (ii) the amount by which the
Class A-2 Overcollateralization Amount is
less than the Class A-2 Required
Overcollateralization Amount. The Reserve
Fund may be used to fund interest shortfalls
and OC Deficits on both classes of Notes.
Stepdown Date: On or after the Distribution Date occurring
in January 2003, the required targets for the
Class A-1 Overcollateralization and the Class
A-2 Overcollateralization will each be
allowed to step down to 7.00% of the mortgage
loan balance of the related mortgage loan
group as of the end of the related Collection
Period, subject to a floor of 0.50% of the
related group mortgage loan balance as of the
Cut-off Date.
Greenwich Capital
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5
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
Distributions on the Class A-1 and Class A-2 Notes
Principal Distributions
Managed Am. Period: The Managed Amortization Period will begin on
the Closing Date and end on the Distribution
Date occurring in September 2004 or earlier
upon the occurrence of a Rapid Amortization
Event (as described below). During the
Managed Amortization Period, the Class A-1
and Class A-2 Noteholders will receive (a)
the lesser of (i) the related Maximum
Principal Payment (as defined herein) and
(ii) the related Alternative Principal
Payment (as defined herein) minus (b) the
related Overcollateralization Reduction
Amount (as defined herein). The related
"Overcollateralization Reduction Amount" is
the amount by which the related
Overcollateralization Amount exceeds the
related Required Overcollateralization
Amount. The "Maximum Principal Payment" is
equal to 100% of the related principal
collections for such Distribution Date. The
"Alternative Principal Payment" is equal to
the amount (not less than zero) of related
principal collections for such Distribution
Date less the aggregate of related additional
draws on existing Trust HELOCs created during
such Distribution Date.
Rapid Am. Period: Commencing no later than the Distribution
Date occurring in October 2004 (or earlier,
upon the occurrence of a Rapid Amortization
Event (as described below)), the Class A-1
and Class A-2 Noteholders will receive (a)
the lesser of (i) the related Maximum
Principal Payment and (ii) the then
outstanding related Note Principal Balance
minus (b) the related Overcollateralization
Reduction Amount.
Rapid Am. Event: Any of the following events described below:
a) failure on the part of the
Company, the Servicer or the
Sponsor (i) to make a payment or
deposit required under the Sale
and Servicing Agreement or the
Insurance Agreement within two
Business Days after notification
that such payment or deposit is
required to be made or (ii) to
observe or perform in any material
respect any other covenants or
agreements of the Company, the
Servicer or of the Sponsor set
forth in the Sale and Servicing
Agreement or the Insurance
Agreement or the Indenture, which
failure continues unremedied for a
period of 60 days after written
notice;
b) any representation or warranty
made by the Company, the Servicer
or the Sponsor in the Sale and
Servicing Agreement or the
Insurance Agreement or the
Indenture proves to have been
incorrect in any material respect
when made and continues to be
incorrect in any material respect
for a period of 60 days after
written notice and as a result of
which the interests of the
Noteholders or the Insurer are
materially and adversely affected;
provided, however, that a Rapid
Amortization Event shall not be
deemed to occur if the Company,
the Servicer or the Sponsor has
purchased the related Mortgage
Loan or Mortgage Loans if
applicable during such period (or
within an additional 60 days with
the consent of the Indenture
Trustee and the Insurer) in
accordance with the provisions of
the Indenture;
Greenwich Capital
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6
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
c) the occurrence of certain events
of bankruptcy, insolvency or
receivership relating to the
Company, the Sponsor or relating
to the Trust;
d) the Trust becomes subject to
regulation by the Securities and
Exchange Commission as an
investment company within the
meaning of the Investment Company
Act of 1940, as amended;
e) the aggregate of all draws related
to the Class A-1 and Class A-2
Notes under the Policy exceeds 1%
of the sum of the Group I Mortgage
Loan Balance and Group II Mortgage
Loan Balance as of the Cut-off
Date;
f) the default in payment of any
interest, principal, or any
installment of principal on a
Class A-1 Note or Class A-2 Note
when the same becomes due and
payable, if such default shall
continue for a period of five
days;
g) a Servicer Termination Delinquency
Rate Trigger or Servicer
Termination Loss Trigger, as those
terms are defined in the Insurance
Agreement, has occurred and is
continuing.
Interest Distributions
Interest Distributions: Interest will be distributed on the Class A-1
Noteholders at a rate equal to the lesser of
(a) One Month LIBOR plus a margin of [ ]
basis points based on the actual number of
days elapsed since the prior Distribution
Date (or in the case of the first
Distribution Date, from the Closing Date) and
(b) the related Maximum Rate. Interest will
be distributed on the Class A-2 Noteholders
at a rate equal to the lesser of (a) One
Month LIBOR plus a margin of [ ] basis points
based on the actual number of days elapsed
since the prior Distribution Date (or in the
case of the first Distribution Date, from the
Closing Date) and (b) the related Maximum
Rate. The margin on each Class of Notes will
double if the optional termination is not
exercised.
The "Maximum Rate" is equal to the lesser of
(x) the weighted average of the loan rates
minus (i) the Servicing Fee Rate, (ii) the
Insurance Premium Fee Rate; (iii) a spread
carveout of 0.50% per annum and (iv) the
Indenture and Owner Trustee Fee Rates (the
spread carveout and the three fees in total
are expected to be approximately 1.19%) and
(y) [15.50%]. Should the Noteholders receive
an interest amount based on clause (b) above
(creating a "Deferred Interest Amount"),
future remaining interest amounts to be
distributed will first be allocated to
Noteholders accrued interest due and any
overdue accrued interest (with interest),
then Deferred Interest (with interest). In no
event are Deferred Interest Amounts rated by
the Rating Agencies or guaranteed under the
Policy.
Greenwich Capital
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7
<PAGE>
This information is furnished to you solely by Greenwich Capital Markets,
Inc. and not by the Issuer of the securities or any of its affiliates.
Greenwich Capital Markets, Inc. is acting as Underwriter and not acting
as Agent for the Issuer or its affiliates in connection with the proposed
transaction.
This Preliminary Term Sheet is provided for information purposes only,
and does not constitute an offer to sell, nor a solicitation of an offer
to buy, the referenced securities. It does not purport to be
all-inclusive or to contain all of the information that a prospective
investor may require to make a full analysis of the transaction. All
amounts are approximate and subject to change. The information contained
herein supersedes information contained in any prior term sheet for this
transaction. In addition, the information contained herein may be
superseded by information contained in term sheets circulated after the
date hereof and is qualified in its entirety by information contained in
the Prospectus and Prospectus Supplement for this transaction. An
offering may be made only through the delivery of the Prospectus and
Prospectus Supplement.
The Seller and Servicer
The Company was incorporated in California and commenced its mortgage banking
business in 1986. On February 10, 1998 the Company sold 8 million shares
offered at $12 per share through an initial pubic offering (Symbol "HDLD"
listed on the Nasdaq).
Prior to July 1, 1993, the Company's originated mortgage loans were funded by,
and in the name of, First California Mortgage Company ("FCMC"). On July 1,
1993, the Company began originating mortgage loans in its own name as an
authorized seller/servicer with FCMC acting as subservicer for the Company
with respect to newly originated mortgage loans. By February 1994, the
Company's Servicing Center became operational, and all of the servicing
functions were transferred from FCMC to the Servicing Center by June, 1994.
The Company has 11 wholesale branches and a network of approximately 5,060
mortgage brokers. In addition, the Company initiated its correspondent and
retail lending divisions in 1994 to access new mortgage loan origination
markets.
On December 8, 1998, Greenpoint Financial Corp. reached a definitive agreement
to acquire the Company in a stock transaction worth about $473 million. On
March 30, 1999, Greenpoint Financial Corp. completed the acquisition of
Headlands Mortgage Company. The acquisition was accounted for as a tax-free
pooling of interests, with 0.62 shares of Greenpont Financial Corp. stock
being exchanged for each share of Headlands stock. Headlands currently
operates as a unit of Greenpoint Bank.
GreenPoint Financial Corp. (NYSE: GPT) is a leading national specialty home
finance company with three principal subsidiaries. GreenPoint Mortgage, a
national mortgage banking company headquartered in Charlotte, is a leading
national lender in no-documentation residential mortgages. GreenPoint Credit,
headquartered in San Diego, is the second largest lender nationally in the
manufactured housing finance industry. GreenPoint Bank, a New York State
chartered savings bank, has $10.9 billion in deposits in 73 branches serving
more than 400,000 households in the Greater New York City area.
Greenwich Capital
- ------------------------------------------------------------------------------
8
<PAGE>
COMPUTATIONAL MATERIALS DISCLAIMER
The attached tables and other statistical analyses (the "Computational
Materials") are privileged and intended for use by the addressee only. These
Computational Materials have been prepared by Greenwich Capital Markets, Inc.
in reliance upon information furnished by the issuer of the securities and its
affiliates. These Computational Materials are furnished to you solely by
Greenwich Capital Markets, Inc. and not by the issuer of the securities. They
may not be provided to any third party other than the addressee's legal, tax,
financial and/or accounting advisors for the purposes of evaluating said
material.
Numerous assumptions were used in preparing the Computational Materials which
may or may not be reflected therein. As such, no assurance can be given as to
the Computational Materials' accuracy, appropriateness or completeness in any
particular context; nor as to whether the Computational Materials and/or the
assumptions upon which they are based reflect present market conditions or
future market performance. These Computational Materials should not be
construed as either projections or predictions or as legal, tax, financial or
accounting advice.
Any weighted average lives, yields and principal payment periods shown in the
Computational Materials are based on prepayments assumptions, and changes in
such prepayment assumptions may dramatically affect such weighted average
lives, yields and principal payment periods. In addition, it is possible that
prepayments on the underlying assets will occur at rates slower or faster than
the rates shown in the attached Computational Materials. Furthermore, unless
otherwise provided, the Computational Materials assume no losses on the
underlying assets and no interest shortfall. The specific characteristics of
the securities may differ from those shown in the Computational Materials due
to differences between the actual underlying assets and the hypothetical
underlying assets used in preparing the Computational Materials. The principal
amount and designation of any security described in the Computational
Materials are subject to change prior to issuance. Neither Greenwich Capital
Markets, Inc. nor any of its affiliates makes any representation or warranty
as to the actual rate or timing of payments on any of the underlying assets or
the payments or yield on the securities.
Although a registration statement (including the Prospectus) relating to the
securities discussed in this communication has been filed with the Securities
and Exchange Commission and is effective, the final prospectus supplement
relating to the securities discussed in this communication has not been filed
with Securities and Exchange Commission. This communication shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of the securities discussed in this communication in any
state in which such offer, solicitation or sale would be unlawful prior to
registration or qualification of such securities under the securities laws of
any such state. Prospective purchasers are referred to the final prospectus
supplement relating to the securities discussed in this communication for
definitive Computational Materials and any matter discussed in this
communication. Once available, a final prospectus and prospectus supplement
may be obtained by contacting the Greenwich Capital Markets, Inc. Trading Desk
at (203) 625-6160.
Please be advised that the securities described herein may not be appropriate
for all investors. Potential investors must be willing to assume, among other
things, market price volatility, prepayment, yield curve and interest rate
risks. Investors should make every effort to consider the risks of these
securities.
If you have received this communication in error, please notify the sending
party immediately by telephone and return the original to such party by mail.
9
<PAGE>
CLASS A-1
Settlement 09/29/99
Class Balance $211,693,000
Accrued Date 09/29/99
Next Pymt Date 10/15/99
Accrued Int Days 0
Cleanup Call No
Draw Rate 20%
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
Flat HELOCS 20% CPR 30% CPR 40% CPR 45% CPR 50% CPR
Price 2nds 10% CPR 20% CPR 30% CPR 40% CPR 50% CPR
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
100-00 0.353 0.361 0.364 0.366 0.369
- ------------------------------------------------------------------------------------------------------------------------
WAL (yr) 8.48 4.71 2.91 2.32 1.87
MDUR (yr) 6.25 3.77 2.47 2.01 1.65
First Prin Pay 10/15/99 10/15/99 10/15/99 10/15/99 10/15/99
Last Prin Pay 11/15/16 11/15/16 05/15/12 06/15/10 12/15/08
- ------------------------------------------------------------------------------------------------------------------------
CLASS A-1
Settlement 09/29/99
Class Balance $211,693,000
Accrued Date 09/29/99
Next Pymt Date 10/15/99
Accrued Int Days 0
Cleanup Call Yes
Draw Rate 20%
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------
Flat HELOCS 20% CPR 30% CPR 40% CPR 45% CPR 50% CPR
Price 2nds 10% CPR 20% CPR 30% CPR 40% CPR 50% CPR
- -------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
100-00 0.350 0.350 0.350 0.350 0.350
- -------------------------------------------------------------------------------------------------------------------------
WAL (yr) 8.33 4.47 2.75 2.18 1.74
MDUR (yr) 6.19 3.65 2.36 1.92 1.56
First Prin Pay 10/15/99 10/15/99 10/15/99 10/15/99 10/15/99
Last Prin Pay 09/15/14 03/15/09 05/15/06 05/15/05 06/15/04
- -------------------------------------------------------------------------------------------------------------------------
</TABLE>
"Full Price" = "Flat Price" + Accrued Interest.
Duration and related sensitivities are calculated at midpoint price.
Maturity and Last Principal Pay Dates may be distorted by the use of
collateral pool WAMs.
This information is furnished to you solely by Greenwich Capital Markets, Inc.
("GCM") and not by the Issuer of the securities or any of its affiliates. GCM
is acting as underwriter and not as Agent for the issuer or its affiliates in
connection with the proposed transaction.
10
<PAGE>
CLASS A-2
Settlement 09/29/99
Class Balance $57,042,000
Accrued Date 09/29/99
Next Pymt Date 10/15/99
Accrued Int Days 0
Cleanup Call No
Draw Rate 20%
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
Flat HELOCS 20% CPR 30% CPR 40% CPR 45% CPR 50% CPR
Price 2nds 10% CPR 20% CPR 30% CPR 40% CPR 50% CPR
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
100-00 0.374 0.382 0.385 0.386 0.389
- ------------------------------------------------------------------------------------------------------------------------
WAL (yr) 8.63 4.76 2.94 2.35 1.90
MDUR (yr) 6.34 3.80 2.48 2.03 1.68
First Prin Pay 10/15/99 10/15/99 10/15/99 10/15/99 10/15/99
Last Prin Pay 03/15/17 03/15/17 06/15/12 06/15/10 12/15/08
- ------------------------------------------------------------------------------------------------------------------------
CLASS A-2
Settlement 09/29/99
Class Balance $57,042,000
Accrued Date 09/29/99
Next Pymt Date 10/15/99
Accrued Int Days 0
Cleanup Call Yes
Draw Rate 20%
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
Flat HELOCS 20% CPR 30% CPR 40% CPR 45% CPR 50% CPR
Price 2nds 10% CPR 20% CPR 30% CPR 40% CPR 50% CPR
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
100-00 0.370 0.370 0.370 0.370 0.370
- ------------------------------------------------------------------------------------------------------------------------
WAL (yr) 8.46 4.52 2.77 2.21 1.78
MDUR (yr) 6.28 3.68 2.38 1.94 1.59
First Prin Pay 10/15/99 10/15/99 10/15/99 10/15/99 10/15/99
Last Prin Pay 10/15/14 03/15/09 05/15/06 06/15/05 07/15/04
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
"Full Price" = "Flat Price" + Accrued Interest.
Duration and related sensitivities are calculated at midpoint price.
Maturity and Last Principal Pay Dates may be distorted by the use of
collateral pool WAMs.
This information is furnished to you solely by Greenwich Capital Markets, Inc.
("GCM") and not by the Issuer of the securities or any of its affiliates. GCM
is acting as underwriter and not as Agent for the issuer or its affiliates in
connection with the proposed transaction.
11
<PAGE>
HEADLANDS HOME EQUITY LOAN TRUST 1999-1
09/15/99 Balances
POOL: Conforming
LOAN TYPE: Closed-end Seconds& HELOCS
TOTAL CURRENT BALANCE: $ 213,293,227.33
TOTAL FIRST MORT BALANCE:$ 1,356,097,210.54
NUMBER OF LOANS: 5,842
AVERAGE CURRENT BALANCE:$ 37,651.06 RANGE: $0.00 - $ 180,000.00
AVERAGE FIRST MORT BALANCE:$ 234,011.60 RANGE: $0.00 - $ 1,980,000.00
AVERAGE COLLATERAL VALUE:$ 337,236.59 RANGE: $13,000.00 - $ 3,500,000.00
WEIGHTED AVERAGE GROSS COUPON:8.7958 % RANGE: 5.8750 - 14.2500 %
WEIGHTED AVERAGE MARGIN (HELOC ONLY): 3.3209 % RANGE: -1.0000 - 7.0000 %
WEIGHTED AVERAGE MAX INT RATE (HELOC ONLY):18.0003 % RANGE:18.0000 - 24.0000 %
WEIGHTED AVERAGE NEXT RESET (HELOC ONLY): 3 mths RANGE: 2 - 7 mths
WEIGHTED AVERAGE COMBINED LTV:86.30 % RANGE: 4.55 - 100.00 %
WEIGHTED AVERAGE FICO SCORE: 694.39 RANGE: 0.00 - 819.00
WEIGHTED AVERAGE ORIGINAL TERM: 205.66 mths RANGE:180.00 - 300.00 mths
WEIGHTED AVERAGE DRAW TERM (HELOC ONLY): 89.74 mths RANGE: 60.00 - 180.00 mths
WEIGHTED AVERAGE REMAINING TERM: 202.37 mths RANGE:163.00 - 300.00 mths
WEIGHTED AVERAGE SEASONING: 3.29 mths RANGE: 0.00 - 21.00 mths
TOP STATE CONCENTRATIONS($):78.43 % California, 3.24 % Washington,2.65 % Oregon
MAXIMUM ZIP CODE CONCENTRATION ($): 0.83 % 94941 (Muir Woods, CA)
FIRST PAY DATE: Feb 25, 1998 - Oct 25, 1999
MATURE DATE: Apr 25, 2013 - Aug 25, 2024
RATE ADJ. DATE (HELOC ONLY): Oct 25, 1999 - Mar 01, 2000
CURRENT
PRINCIPAL BALANCE PCT($) # OF LOANS PCT(#)
LOAN TYPE:
HELOCS 186,294,677.36 87.34 5,125 87.73
Closed-end Seconds 26,998,549.97 12.66 717 12.27
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
12
<PAGE>
CURRENT BALANCE:
Less Than = 0.00 0.00 0.00 177 3.03
0.01 - 10,000.00 2,370,463.19 1.11 465 7.96
10,000.01 - 20,000.00 14,766,792.84 6.92 951 16.28
20,000.01 - 30,000.00 29,528,653.80 13.84 1,170 20.03
30,000.01 - 40,000.00 33,684,038.50 15.79 961 16.45
40,000.01 - 50,000.00 43,625,196.66 20.45 942 16.12
50,000.01 - 60,000.00 17,010,496.98 7.98 306 5.24
60,000.01 - 70,000.00 15,480,659.30 7.26 238 4.07
70,000.01 - 80,000.00 14,997,828.82 7.03 199 3.41
80,000.01 - 90,000.00 10,669,042.09 5.00 125 2.14
90,000.01 - 100,000.00 23,752,158.36 11.14 244 4.18
> 100,000.00 7,407,896.79 3.47 64 1.10
COLLATERAL VALUE:
13,000 - 100,000 3,589,177.54 1.68 226 3.87
100,001 - 200,000 36,910,630.24 17.31 1,510 25.85
200,001 - 300,000 51,215,345.84 24.01 1,512 25.88
300,001 - 400,000 43,104,793.32 20.21 1,054 18.04
400,001 - 500,000 27,500,069.94 12.89 605 10.36
500,001 - 600,000 18,220,540.76 8.54 369 6.32
600,001 - 700,000 10,998,489.01 5.16 194 3.32
700,001 - 800,000 8,751,989.21 4.10 139 2.38
800,001 - 900,000 4,383,721.51 2.06 79 1.35
900,001 - 1,000,000 2,602,521.05 1.22 51 0.87
1,000,001 - 1,100,000 1,211,836.09 0.57 18 0.31
1,100,001 - 1,200,000 1,408,385.91 0.66 22 0.38
1,200,001 - 1,300,000 1,332,540.60 0.62 21 0.36
1,300,001 - 1,400,000 571,567.42 0.27 9 0.15
1,400,001 - 1,500,000 357,963.13 0.17 11 0.19
Greater Than 1,500,000 1,133,655.76 0.53 22 0.38
LOAN RATE:
5.88 - 6.00 97,990,373.06 45.94 2,710 46.39
6.51 - 7.00 919,299.19 0.43 25 0.43
7.51 - 8.00 635,562.28 0.30 22 0.38
8.01 - 8.50 2,066,207.19 0.97 74 1.27
8.51 - 9.00 4,443,299.17 2.08 125 2.14
9.01 - 9.50 4,802,813.22 2.25 133 2.28
9.51 - 10.00 6,507,297.46 3.05 188 3.22
10.01 - 10.50 12,870,522.12 6.03 321 5.49
10.51 - 11.00 11,532,731.79 5.41 316 5.41
11.01 - 11.50 18,462,554.84 8.66 561 9.60
11.51 - 12.00 16,849,695.59 7.90 409 7.00
12.01 - 12.50 17,321,661.68 8.12 479 8.20
12.51 - 13.00 15,850,343.98 7.43 401 6.86
13.01 - 13.50 2,552,951.32 1.20 63 1.08
13.51 - 14.00 315,355.12 0.15 11 0.19
14.01 - 14.25 172,559.32 0.08 4 0.07
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
13
<PAGE>
MARGIN (HELOC ONLY):
Less Than = 0.50 8,527,631.84 4.58 328 6.40
0.51 - 1.00 9,449,614.71 5.07 300 5.85
1.01 - 1.50 5,835,304.32 3.13 164 3.20
1.51 - 2.00 7,885,878.50 4.23 246 4.80
2.01 - 2.50 22,594,723.65 12.13 553 10.79
2.51 - 3.00 15,525,879.58 8.33 423 8.25
3.01 - 3.50 24,109,662.72 12.94 741 14.46
3.51 - 4.00 23,943,415.37 12.85 628 12.25
4.01 - 4.50 31,393,668.58 16.85 855 16.68
4.51 - 5.00 30,117,622.64 16.17 730 14.24
5.01 - 5.50 5,476,512.35 2.94 121 2.36
5.51 - 6.00 1,144,303.05 0.61 31 0.60
6.01 - 6.50 152,161.02 0.08 3 0.06
6.51 - 7.00 138,299.03 0.07 2 0.04
MAX INT RATE (HELOC ONLY):
18.00 186,283,859.98 99.99 5,124 99.98
24.00 10,817.38 0.01 1 0.02
NEXT RESET (HELOC ONLY):
2 103,954,142.42 55.80 2,816 54.95
3 26,605,389.61 14.28 728 14.20
4 37,267,704.10 20.00 1,027 20.04
5 18,331,923.24 9.84 551 10.75
6 109,817.99 0.06 2 0.04
7 25,700.00 0.01 1 0.02
COMBINED LTV:
Less Than = 10.00 157,557.41 0.07 3 0.05
10.01 - 20.00 326,461.90 0.15 11 0.19
20.01 - 30.00 588,734.91 0.28 18 0.31
30.01 - 40.00 1,385,430.43 0.65 39 0.67
40.01 - 50.00 1,479,547.08 0.69 46 0.79
50.01 - 60.00 3,775,401.30 1.77 107 1.83
60.01 - 70.00 8,441,334.99 3.96 226 3.87
70.01 - 80.00 38,256,143.78 17.94 934 15.99
80.01 - 90.00 86,820,555.78 40.70 2,587 44.28
90.01 - 100.00 72,062,059.75 33.79 1,871 32.03
FICO SCORE:
Less Than = 0 591,007.72 0.28 19 0.33
551 - 600 589,051.56 0.28 15 0.26
601 - 650 25,058,700.20 11.75 701 12.00
651 - 700 102,495,018.53 48.05 2,626 44.95
701 - 750 63,741,225.53 29.88 1,814 31.05
751 - 800 20,236,464.06 9.49 652 11.16
801 - 819 581,759.73 0.27 15 0.26
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
14
<PAGE>
ORIGINAL TERM:
180 167,691,980.52 78.62 4,476 76.62
300 45,601,246.81 21.38 1,366 23.38
DRAW TERM (HELOC ONLY):
60 140,131,322.50 75.22 3,738 72.94
180 46,163,354.86 24.78 1,387 27.06
REMAINING TERM:
163 - 164 9,694.85 0.00 1 0.02
165 - 170 757,224.31 0.36 25 0.43
171 - 176 63,686,428.60 29.86 1,698 29.07
177 - 182 103,238,632.76 48.40 2,752 47.11
279 - 284 50,226.04 0.02 1 0.02
285 - 290 368,723.05 0.17 18 0.31
291 - 296 19,854,160.66 9.31 566 9.69
297 - 300 25,328,137.06 11.87 781 13.37
SEASONING:
Less Than = 0 22,102,876.92 10.36 577 9.88
1 - 3 106,463,892.90 49.91 2,956 50.60
4 - 6 53,679,546.78 25.17 1,428 24.44
7 - 9 29,861,042.48 14.00 836 14.31
10 - 12 1,054,304.15 0.49 41 0.70
13 - 15 71,643.21 0.03 2 0.03
16 - 18 9,694.85 0.00 1 0.02
19 - 21 50,226.04 0.02 1 0.02
DELINQUENT:
Current 212,992,631.72 99.86 5,837 99.91
Delinquent:30 Days 300,595.61 0.14 5 0.09
INDEX:
Prime Rate 186,294,677.36 87.34 5,125 87.73
Fixed Rate 26,998,549.97 12.66 717 12.27
AMORTIZATION:
Fully Amortizing 201,473,573.22 94.46 5,566 95.28
Balloon 11,819,654.11 5.54 276 4.72
PROPERTY TYPE:
Single Family 150,669,714.75 70.64 4,131 70.71
PUD 31,607,779.86 14.82 789 13.51
Condominium 16,929,857.00 7.94 528 9.04
2 Units 8,789,171.49 4.12 244 4.18
3 Units 3,067,057.23 1.44 76 1.30
4 Units 2,229,647.00 1.05 74 1.27
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
15
<PAGE>
PURPOSE:
Cash Out Refinance 151,667,427.95 71.11 4,028 68.95
Purchase 50,348,564.46 23.61 1,466 25.09
Rate/Term Refinance 11,277,234.92 5.29 348 5.96
OCCUPANCY:
Primary 205,627,273.29 96.41 5,551 95.02
Non-owner 6,793,644.91 3.19 263 4.50
Second Home 872,309.13 0.41 28 0.48
DOCUMENTATION:
Full Documentation 97,978,402.24 45.94 2,807 48.05
No Employment/Income 96,231,432.04 45.12 2,525 43.22
EZ Documentation 9,954,308.07 4.67 267 4.57
No Ratio 9,129,084.98 4.28 243 4.16
STATE:
Arizona 4,944,878.92 2.32 171 2.93
California 167,277,899.18 78.43 4,348 74.43
Colorado 4,099,306.07 1.92 138 2.36
Connecticut 87,529.31 0.04 6 0.10
Delaware 198,008.02 0.09 2 0.03
District of Columbia 242,824.19 0.11 5 0.09
Florida 2,341,697.59 1.10 96 1.64
Georgia 729,019.70 0.34 25 0.43
Idaho 1,418,071.14 0.66 51 0.87
Illinois 528,599.60 0.25 14 0.24
Kansas 30,908.68 0.01 2 0.03
Kentucky 89,843.38 0.04 3 0.05
Louisiana 14,232.29 0.01 1 0.02
Maine 24,470.94 0.01 1 0.02
Maryland 1,688,986.80 0.79 51 0.87
Massachusetts 2,322,104.61 1.09 79 1.35
Michigan 241,922.23 0.11 9 0.15
Minnesota 28,950.34 0.01 1 0.02
Missouri 40,000.00 0.02 1 0.02
Montana 521,452.07 0.24 15 0.26
Nevada 3,122,978.47 1.46 108 1.85
New Hampshire 95,634.60 0.04 4 0.07
New Jersey 986,263.09 0.46 29 0.50
New Mexico 1,099,613.41 0.52 50 0.86
New York 584,655.63 0.27 15 0.26
North Carolina 85,926.20 0.04 3 0.05
Ohio 15,696.08 0.01 1 0.02
Oregon 5,656,890.08 2.65 168 2.88
Pennsylvania 479,757.39 0.22 16 0.27
Rhode Island 69,734.42 0.03 3 0.05
South Carolina 146,339.40 0.07 5 0.09
Tennessee 48,125.89 0.02 1 0.02
Utah 3,690,013.64 1.73 137 2.35
Virginia 3,238,021.13 1.52 84 1.44
Washington 6,916,014.39 3.24 192 3.29
Wyoming 186,858.45 0.09 7 0.12
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
16
<PAGE>
HEADLANDS HOME EQUITY LOAN TRUST 1999-1
09/15/99 Balances
POOL: Non Conforming
LOAN TYPE:Closed-end Seconds& HELOCS
TOTAL CURRENT BALANCE:$ 57,473,934.61
TOTAL FIRST MORT BALANCE:$ 203,762,185.60
NUMBER OF LOANS: 504
AVERAGE CURRENT BALANCE: $ 114,718.43 RANGE: $ 0.00 - $ 496,354.47
AVERAGE FIRST MORT BALANCE:$ 410,810.86 RANGE: $ 0.00 - $ 3,878,886.00
AVERAGE COLLATERAL VALUE: $ 685,958.52 RANGE: $ 57,353.00 - $5,650,000.00
WEIGHTED AVERAGE GROSS COUPON: 8.2448 % RANGE: 5.8750 - 13.7500 %
WEIGHTED AVERAGE MARGIN (HELOC ONLY): 2.9818 % RANGE:0.0000 - 6.2500 %
WEIGHTED AVERAGE MAX INT RATE (HELOC ONLY):18.0000 % RANGE:18.0000 -18.0000 %
WEIGHTED AVERAGE NEXT RESET (HELOC ONLY): 3 months RANGE: 2 - 5 months
WEIGHTED AVERAGE COMBINED LTV: 79.36 % RANGE: 27.78 - 100.00 %
WEIGHTED AVERAGE FICO SCORE: 700.28 RANGE: 0.00 - 796.00
WEIGHTED AVERAGE ORIGINAL TERM: 210.44 mths RANGE:180.00 - 300.00 mths
WEIGHTED AVERAGE DRAW TERM (HELOC ONLY): 94.21 mths RANGE: 60.00 - 180.00 mths
WEIGHTED AVERAGE REMAINING TERM: 207.45 mths RANGE:169.00 - 299.00 mths
WEIGHTED AVERAGE SEASONING: 2.99 mths RANGE: 0.00 - 11.00 mths
TOP STATE CONCENTRATIONS($):89.96%California,1.28 % Massachusetts,
1.03% Colorado
MAXIMUM ZIP CODE CONCENTRATION ($):3.49 % 90210 (Beverly Hills, CA)
FIRST PAY DATE: Nov 25, 1998 - Oct 25, 1999
MATURE DATE: Sep 25, 2013 - Aug 25, 2024
RATE ADJ. DATE (HELOC ONLY): Oct 25, 1999 - Jan 25, 2000
CURRENT
PRINCIPAL BALANCE PCT($) # OF LOANS PCT(#)
LOAN TYPE:
HELOCS 52,387,942.01 91.15 451 89.48
Closed-end Seconds 5,085,992.60 8.85 53 10.52
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
17
<PAGE>
CURRENT BALANCE:
Less Than = 0.00 0.00 0.00 3 0.60
0.01 - 10,000.00 44,432.04 0.08 12 2.38
10,000.01 - 20,000.00 260,775.78 0.45 16 3.17
20,000.01 - 30,000.00 1,010,927.79 1.76 39 7.74
30,000.01 - 40,000.00 1,230,219.73 2.14 35 6.94
40,000.01 - 50,000.00 2,487,585.32 4.33 54 10.71
50,000.01 - 60,000.00 1,568,812.66 2.73 28 5.56
60,000.01 - 70,000.00 1,759,407.11 3.06 27 5.36
70,000.01 - 80,000.00 1,644,284.80 2.86 22 4.37
80,000.01 - 90,000.00 1,546,886.69 2.69 18 3.57
90,000.01 - 100,000.00 1,646,251.43 2.86 17 3.37
Greater Than 100,000.00 44,274,351.26 77.03 233 46.23
COLLATERAL VALUE:
57,353 - 100,000 48,750.00 0.08 1 0.20
100,001 - 200,000 21,500.00 0.04 1 0.20
200,001 - 300,000 5,446,115.80 9.48 114 22.62
300,001 - 400,000 7,593,534.39 13.21 132 26.19
400,001 - 500,000 4,045,025.51 7.04 41 8.13
500,001 - 600,000 3,303,582.06 5.75 23 4.56
600,001 - 700,000 4,441,305.57 7.73 32 6.35
700,001 - 800,000 3,841,755.24 6.68 24 4.76
800,001 - 900,000 4,213,737.26 7.33 23 4.56
900,001 - 1,000,000 3,634,098.95 6.32 19 3.77
1,000,001 - 1,100,000 2,172,925.37 3.78 12 2.38
1,100,001 - 1,200,000 2,716,033.68 4.73 13 2.58
1,200,001 - 1,300,000 3,563,093.38 6.20 17 3.37
1,300,001 - 1,400,000 1,644,627.43 2.86 8 1.59
1,400,001 - 1,500,000 1,548,732.86 2.69 7 1.39
Greater Than 1,500,000 9,239,117.11 16.08 37 7.34
LOAN RATE:
5.88 - 6.00 30,891,759.81 53.75 239 47.42
6.51 - 7.00 532,410.03 0.93 3 0.60
7.51 - 8.00 68,148.65 0.12 1 0.20
8.01 - 8.50 713,032.15 1.24 14 2.78
8.51 - 9.00 871,385.88 1.52 11 2.18
9.01 - 9.50 1,640,282.07 2.85 15 2.98
9.51 - 10.00 1,258,164.05 2.19 19 3.77
10.01 - 10.50 3,804,835.27 6.62 33 6.55
10.51 - 11.00 5,209,882.16 9.06 41 8.13
11.01 - 11.50 3,686,400.65 6.41 36 7.14
11.51 - 12.00 3,342,249.65 5.82 39 7.74
12.01 - 12.50 2,158,832.59 3.76 24 4.76
12.51 - 13.00 2,830,125.99 4.92 24 4.76
13.01 - 13.50 403,663.15 0.70 4 0.79
13.51 - 13.75 62,762.51 0.11 1 0.20
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
18
<PAGE>
MARGIN (HELOC ONLY):
Less Than = 0.50 2,307,720.63 4.41 34 7.54
0.51 - 1.00 2,966,227.35 5.66 24 5.32
1.01 - 1.50 1,766,008.93 3.37 17 3.77
1.51 - 2.00 4,932,422.27 9.42 42 9.31
2.01 - 2.50 10,475,089.72 20.00 70 15.52
2.51 - 3.00 7,930,770.06 15.14 58 12.86
3.01 - 3.50 5,150,974.72 9.83 44 9.76
3.51 - 4.00 4,922,411.73 9.40 55 12.20
4.01 - 4.50 4,819,896.00 9.20 44 9.76
4.51 - 5.00 5,402,917.46 10.31 51 11.31
5.01 - 5.50 917,018.21 1.75 9 2.00
5.51 - 6.00 510,445.50 0.97 2 0.44
6.01 - 6.25 286,039.43 0.55 1 0.22
MAX INT RATE (HELOC ONLY):
18.00 52,387,942.01 100.00 451 100.00
NEXT RESET (HELOC ONLY):
2 27,673,605.15 52.82 249 55.21
3 7,535,150.81 14.38 66 14.63
4 12,343,365.33 23.56 96 21.29
5 4,835,820.72 9.23 40 8.87
COMBINED LTV:
27.78 - 30.00 207,012.87 0.36 1 0.20
30.01 - 40.00 469,618.49 0.82 2 0.40
40.01 - 50.00 1,497,955.98 2.61 9 1.79
50.01 - 60.00 3,346,639.30 5.82 19 3.77
60.01 - 70.00 7,191,563.20 12.51 52 10.32
70.01 - 80.00 20,037,765.51 34.86 144 28.57
80.01 - 90.00 14,074,412.63 24.49 154 30.56
90.01 - 100.00 10,648,966.63 18.53 123 24.40
FICO SCORE:
Less Than = 0 217,307.63 0.38 4 0.79
601 - 650 5,327,575.95 9.27 45 8.93
651 - 700 24,874,141.53 43.28 219 43.45
701 - 750 19,193,393.67 33.39 165 32.74
751 - 796 7,861,515.83 13.68 71 14.09
ORIGINAL TERM:
180 42,896,932.08 74.64 362 71.83
300 14,577,002.53 25.36 142 28.17
DRAW TERM (HELOC ONLY):
60 37,450,869.80 71.49 303 67.18
180 14,937,072.21 28.51 148 32.82
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
19
<PAGE>
REMAINING TERM:
169 - 170 0.00 0.00 1 0.20
171 - 176 16,782,577.33 29.20 145 28.77
177 - 182 26,114,354.75 45.44 216 42.86
285 - 290 48,519.96 0.08 1 0.20
291 - 296 4,529,678.81 7.88 54 10.71
297 - 299 9,998,803.76 17.40 87 17.26
SEASONING:
Less Than = 0 3,917,450.00 6.82 40 7.94
1 - 3 32,195,708.51 56.02 263 52.18
4 - 6 17,555,591.44 30.55 151 29.96
7 - 9 3,756,664.70 6.54 48 9.52
10 - 11 48,519.96 0.08 2 0.40
DELINQUENT:
Current 57,473,934.61 100.00 504 100.00
INDEX:
Prime Rate 52,387,942.01 91.15 451 89.48
Fixed Rate 5,085,992.60 8.85 53 10.52
AMORTIZATION:
Fully Amortizing 54,421,638.42 94.69 477 94.64
Balloon 3,052,296.19 5.31 27 5.36
PROPERTY TYPE:
Single Family 43,400,287.23 75.51 374 74.21
PUD 9,239,301.21 16.08 81 16.07
Condominium 1,882,269.25 3.27 25 4.96
2 Units 1,007,869.46 1.75 8 1.59
4 Units 1,003,195.55 1.75 6 1.19
3 Units 941,011.91 1.64 10 1.98
PURPOSE:
Cash Out Refinance 47,775,365.97 83.13 408 80.95
Purchase 6,880,330.36 11.97 67 13.29
Rate/Term Refinance 2,818,238.28 4.90 29 5.75
OCCUPANCY:
Primary 55,137,396.04 95.93 471 93.45
Non-owner 1,901,503.11 3.31 29 5.75
Second Home 435,035.46 0.76 4 0.79
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
20
<PAGE>
DOCUMENTATION:
No Employment/Income 27,991,999.38 48.70 195 38.69
Full Documentation 26,228,647.49 45.64 278 55.16
No Ratio 2,513,045.17 4.37 22 4.37
EZ Documentation 740,242.57 1.29 9 1.79
STATE:
Arizona 562,325.71 0.98 5 0.99
California 51,705,440.47 89.96 455 90.28
Colorado 592,936.92 1.03 3 0.60
Delaware 174,115.15 0.30 1 0.20
District of Columbia 158,000.00 0.27 1 0.20
Florida 223,897.05 0.39 3 0.60
Georgia 260,293.01 0.45 3 0.60
Idaho 442,372.75 0.77 1 0.20
Maryland 41,876.06 0.07 1 0.20
Massachusetts 737,883.69 1.28 5 0.99
Nevada 371,118.15 0.65 2 0.40
New Jersey 306,814.91 0.53 3 0.60
New Mexico 371,180.97 0.65 2 0.40
New York 197,140.52 0.34 1 0.20
Oregon 588,193.36 1.02 5 0.99
Utah 167,206.13 0.29 4 0.79
Washington 573,139.76 1.00 9 1.79
The information contained herein has been prepared solely for the use of
Greenwich Capital Markets, Inc. and has not been independently verified by
Greenwich Capital Markets, Inc. Accordingly, Greenwich Capital Markets, Inc.
makes no express or implied representations or warranties of any kind and
expressly disclaims all liability for any use or misuse of the contents
hereof. Greenwich Capital Markets, Inc. assumes no responsibility for the
accuracy of any material contained herein.
The information contained herein will be superseded by the description of the
mortgage loans contained in the prospectus supplement. Such information
supersedes the information in all prior collateral term sheets, if any.
21
