SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 - Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
or
( ) TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition Period from ____to____
Commission File No. 333-06929-04
UACSC 1997-A Auto Trust
(Issuer with Respect to Registered Securitization)
UAC Securitization Corporation
(Exact name of registrant as specified in its charter)
New York 35-1937340
- --------------------------------------------------------------------------------
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification Number)
UAC Securitization
Corporation
250 Shadeland Avenue, Suite 210A
Indianapolis, Indiana 46219
- --------------------------------------------------------------------------------
(address of principal (zip code)
executive offices)
UAC Securitization Corporation
Registrant's telephone number including area code (317) 231-6466
--------------
Securities registered pursuant to Section 12 (b) of the Act: None
----
Securities registered pursuant to Section 12 (g) of the Act: None
----
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1937
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
DOCUMENTS INCORPORATED BY REFERENCE: None
<PAGE>
PART I
Item 1. Financial Statements
This Report on Form 10-Q is being filed in respect of UACSC 1997-A Auto
Trust as issuer of securities registered in Registration Statement No.
333-06929-04 on Form S-3 under the Securities Act of 1933, as amended (declared
effective on July 18, 1996). Because UACSC 1997-A Auto Trust has simply issued
Certificates representing fractional undivided interests in the Trust's assets
consisting of a specific portfolio of retail installment sale contracts in new
and used automobiles and light trucks, and because Registrant UAC Securitization
Corporation is not a Guarantor of any of the payments due from the Trust to
Certificateholders that are required to be made monthly, there is included in
response to this item only the regular monthly report form which the Trustee is
required to include with each monthly distribution of trust assets to
Certificateholders setting forth for the prior calendar month, and cumulatively,
all of the relevant financial information required by Certificateholders.
Accordingly, the UACSC 1997-A AUTO TRUST MONTHLY SERVICER'S CERTIFICATE
REPORT for the months ending February 28, 1997, and March 31, 1997, are included
herewith, as exhibits 99-1, and 99-2, respectively.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
The Trust conducts no business other than receiving payments on the
receivables and making payments to Certificateholders and to Union Acceptance
Corporation as Servicer as the Registrant with respect to their interests in the
Trust assets. The traditional form of income statement and balance sheet and
comparative presentation for prior periods would add no relevant information to
that supplied in the required monthly reports and would not be material.
Because of the narrowly proscribed and limited activities of the Trust, the
information called for by Item 303 of Regulation S-K would not add relevant
information to that provided in the Monthly Service's Certificate Reports
attached hereto in response to Item 1.
PART II.
Item 6. Exhibits and Reports on Form 8-K.
The Trusts filed a report on Form 8-K on February 18, 1997 with repect to
the definitive Pooling and Servicing Agreement of the Trust and the Consent of
KPMG Peat Marwick LLP to the inclusion of its Audit Report in the Prospectus
Supplement. The following exhibits are included in this form 10-Q:
Exhibit 99-1 Servicer's Certificate Report of February 28, 1997
Exhibit 99-2 Servicer's Certificate Report of March 31, 1997
<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 thereunto duly authorized.
UACSC 1997-A AUTO TRUST
By: Union Acceptance Corporation, in its
capacity as Servicer
By: /s/Rick A. Brown
------------------------------
Rick A. Brown
Vice President, Treasurer
and Chief Financial Officer
Date: May 13, 1997
<PAGE>
Exhibit 99-1
UACSC 97-A
UNION ACCEPTANCE CORPORATION
(Servicer)
MONTH ENDING 02/28/97
<TABLE>
<CAPTION>
PRINCIPAL BALANCE RECONCILIATION D O L L A R S NUMBERS
CLASS A-1 CLASS A-2 CLASS A-3 TOTAL CLASS A's
-------------- -------------- ------------- -------------- ------
<S> <C> <C> <C> <C> <C>
Original Principal Balance 167,000,000.00 107,000,000.00 19,347,947.22 293,347,947.22 20,702
Beginning Period Principal Balance 167,000,000.00 107,000,000.00 19,347,947.22 293,347,947.22 20,702
Principal Collections - Scheduled Payments 2,854,503.37 0.00 0.00 2,854,503.37
Principal Collections - Payoffs 6,853,330.24 0.00 0.00 6,853,330.24 487
Principal Withdrawal from Payahead 0.00 0.00 0.00 0.00
Gross Principal Charge Offs 5,814.77 0.00 0.00 5,814.77
Repurchases 0.00 0.00 0.00 0.00
Ending Balance 157,286,351.62 107,000,000.00 19,347,947.22 283,634,298.84 20,215
============== ============== ============= ============== ======
Certificate Factor 0.9418344 1.0000000 1.0000000 0.9668869
Pass Through Rate 6.130% 6.375% 6.480% 6.242%
CASH FLOW RECONCILIATION
Principal Wired 9,754,155.20
Interest Wired 1,309,267.41
Withdrawal from Payahead Account 0.00
Repurchases (Principal and Interest) 0.00
Charge Off Recoveries 0.00
Interest Advances 22,081.05
Certificate Account Interest Earned 11,492.14
Spread Account Withdrawal 0.00
Class A Surety Bond Draw for Class I Interest 0.00
Class A Surety Bond Draw for Class A
Principal or Interest 0.00
Total Cash Flow 11,096,995.80
==============
TRUSTEE DISTRIBUTION (03/10/97)
Total Cash Flow 11,096,995.80
Unrecovered Advances on Defaulted Receivables 0.00
Servicing Fee (Due and Unpaid) 0.00
Interest to Class A-1 Certificateholders 369,673.06
Interest to Class A-2 Certificateholders 246,322.92
Interest to Class A-3 Certificateholders 45,274.20
Interest to Class I Certificateholders 218,942.84
Principal to Class A-1 Certificateholders 9,713,648.38
Principal to Class A-2 Certificateholders 0.00
Principal to Class A-3 Certificateholders 0.00
Surety Bond Premium 33,538.38
Interest Advance Recoveries from Payments 0.00
Unreimbursed draws on Class A's Surety Bond
for Class I Interest 0.00
Unreimbursed draws on Class A's Surety Bond
for Class A Principal or Interest 0.00
Deposit to Payahead 51,558.53
Certificate Account Interest to Servicer 11,492.14
Payahead Account Interest to Servicer 0.00
Excess 406,546.51
Net Cash 0.00
==============
Monthly Servicing Fee and the Spread Amount 1,601,419.30
==============
Servicing Fee Retained from Interest Collections 105,931.20
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SPREAD ACCOUNT RECONCILIATION
<S> <C>
Original Balance 0.00
Beginning Balance 0.00
Trustee Distribution of Excess 406,546.51
Interest Earned 0.00
Spread Account Draws 0.00
Reimbursement for Prior Spread Account Draws 0.00
Distribution of Funds to Servicer 0.00
Ending Balance 406,546.51
==============
Required Balance 3,666,849.34
FIRST LOSS PROTECTION AMOUNT RECONCILIATION
Original Balance 14,667,397.36
Beginning Balance 14,667,397.36
Reduction Due to Spread Account (406,546.51)
Reduction Due to Principal Reduction (485,682.42)
Ending Balance 13,775,168.43
==============
First Loss Protection Required Amount 13,775,168.43
First Loss Protection Fee % 2.00%
First Loss Protection Fee 20,970.24
SURETY BOND RECONCILIATION
Original Balance 293,347,947.22
Beginning Balance 293,347,947.22
Draws 0.00
Reimbursement of Prior Draws 0.00
Ending Balance 293,347,947.22
==============
Adjusted Ending Balance Based
Upon Required Balance 283,922,299.43
==============
Required Balance 283,922,299.43
PAYAHEAD RECONCILIATION
Beginning Balance 0.00
Deposit 51,558.54
Payahead Interest 0.00
Withdrawal 0.00
Ending Balance 51,558.54
==============
</TABLE>
<PAGE>
Exhibit 99-2
UACSC 97-A
UNION ACCEPTANCE CORPORATION
(Servicer)
MONTH ENDING 03/31/97
<TABLE>
<CAPTION>
PRINCIPAL BALANCE RECONCILIATION D O L L A R S NUMBERS
CLASS A-1 CLASS A-2 CLASS A-3 TOTAL CLASS A's
-------------- -------------- ------------- -------------- ------
<S> <C> <C> <C> <C> <C>
Original Principal Balance 167,000,000.00 107,000,000.00 19,347,947.22 293,347,947.22 20,702
Beginning Period Principal Balance 157,286,351.62 107,000,000.00 19,347,947.22 283,634,298.84 20,215
Principal Collections - Scheduled Payments 3,511,576.10 0.00 0.00 3,511,576.10
Principal Collections - Payoffs 4,868,853.45 0.00 0.00 4,868,853.45 376
Principal Withdrawal from Payahead 5,208.23 0.00 0.00 5,208.23
Gross Principal Charge Offs 42,975.07 0.00 0.00 42,975.07 4
Repurchases 4,009.17 0.00 0.00 4,009.17 1
Ending Balance 148,853,729.60 107,000,000.00 19,347,947.22 275,201,676.82 19,834
============== ============== ============= ============== ======
Certificate Factor 0.8913397 1.0000000 1.0000000 0.9381408
Pass Through Rate 6.130% 6.375% 6.480% 6.242%
CASH FLOW RECONCILIATION
Principal Wired 8,448,092.34
Interest Wired 2,980,394.72
Withdrawal from Payahead Account 8,074.86
Repurchases (Principal and Interest) 4,061.00
Charge Off Recoveries 0.00
Interest Advances 42,452.02
Certificate Account Interest Earned 34,639.27
Spread Account Withdrawal 0.00
Class A Surety Bond Draw for
Class I Interest 0.00
Class A Surety Bond Draw for
Class A Principal or Interest 0.00
Total Cash Flow 11,517,714.21
==============
TRUSTEE DISTRIBUTION (04/09/97)
Total Cash Flow 11,517,714.21
Unrecovered Advances on Defaulted Receivables 446.47
Servicing Fee (Due and Unpaid) 0.00
Interest to Class A-1 Certificateholders 803,471.11
Interest to Class A-2 Certificateholders 568,437.50
Interest to Class A-3 Certificateholders 104,478.91
Interest to Class I Certificateholders 487,898.30
Principal to Class A-1 Certificateholders 8,432,622.02
Principal to Class A-2 Certificateholders 0.00
Principal to Class A-3 Certificateholders 0.00
Surety Bond Premium 35,546.88
Interest Advance Recoveries from Payments 12,316.48
Unreimbursed draws on Class A's Surety Bond
for Class I Interest 0.00
Unreimbursed draws on Class A's Surety Bond
for Class A Principal or Interest 0.00
Deposit to Payahead 76,590.92
Certificate Account Interest to Servicer 34,639.27
Payahead Account Interest to Servicer 156.89
Excess 961,109.46
Net Cash 0.00
==============
Monthly Servicing Fee and the Spread Amount 1,741,385.56
==============
Servicing Fee Retained from Interest Collections 236,361.92
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SPREAD ACCOUNT RECONCILIATION
<S> <C>
Original Balance 0.00
Beginning Balance 406,546.51
Trustee Distribution of Excess 961,109.46
Interest Earned 1,237.16
Spread Account Draws 0.00
Reimbursement for Prior Spread Account Draws 0.00
Distribution of Funds to Servicer 0.00
Ending Balance 1,368,893.13
==============
Required Balance 3,666,849.34
FIRST LOSS PROTECTION AMOUNT RECONCILIATION
Original Balance 14,667,397.36
Beginning Balance 13,775,168.43
Reduction Due to Spread Account (962,346.62)
Reduction Due to Principal Reduction (421,631.10)
Ending Balance 12,391,190.71
==============
First Loss Protection Required Amount 12,391,190.71
First Loss Protection Fee % 2.00%
First Loss Protection Fee 21,340.38
SURETY BOND RECONCILIATION
Original Balance 293,347,947.22
Beginning Balance 283,922,299.43
Draws 0.00
Reimbursement of Prior Draws 0.00
Ending Balance 283,922,299.43
==============
Adjusted Ending Balance Based
Upon Required Balance 275,360,515.02
==============
Required Balance 275,360,515.02
PAYAHEAD RECONCILIATION
Beginning Balance 51,558.54
Deposit 76,590.92
Payahead Interest 156.89
Withdrawal 8,074.86
Ending Balance 120,231.49
==============
</TABLE>