<PAGE>
1999
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Mark One)
/x/ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1999
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 333-30207
Heller Funding Corporation
(on behalf of Heller Equipment Asset Receivables Trust 1999-1)
(Exact name of registrant as specified in its charter)
Delaware 36-4165546
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
500 West Monroe Street, Chicago, Illinois 60661
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 441-7246
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
1934 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 .
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ].
Aggregate market value of voting stock held by non-affiliates: None.
Number of shares of Common Stock outstanding at December 31, 1999: None
Documents incorporated by reference: None.
<PAGE>
PART I
ITEM 1. BUSINESS
Not applicable.
ITEM 2. PROPERTIES
The property of Heller Equipment Asset Receivables Trust 1999-1, a limited
purpose Delaware business trust (the "Trust"), consists primarily of (a) a pool
of contracts originated or acquired by Heller Financial, Inc. or its wholly-
owned subsidiary, Heller Financial Leasing, Inc., consisting of (i) conditional
sale agreements, promissory notes with related security agreements, finance
leases, installment payment agreements, and similar types of financing
agreements with end-users of printing, pre-press, machine tool, plastics,
computer hardware, computer software, restaurant, transportation, energy
related, medical, and industrial equipment, certain computer software and
related support and consulting services, together with certain rights of Heller
Financial, Inc. or Heller Financial Leasing, Inc. under finance program
agreements and assignments with vendors of financed equipment, as well as a
security interest in the equipment, and (ii) limited recourse contractual
payment obligations (which may take the form of promissory notes) payable by
vendors and secured by the vendor's interest in end-user contracts originated by
such vendor, and by the equipment related to such end-user contracts, and (b)
collections on such contracts due or received after April 1, 1999 or, in the
case of additional contracts or substitute contracts, their applicable cutoff
dates.
ITEM 3. LEGAL PROCEEDINGS
There are no material pending legal proceedings with respect to the Trust
or the Registrant.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
Not applicable.
ITEM 6. SELECTED FINANCIAL DATA
Not applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Not applicable.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Not applicable.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Not applicable.
ITEM 11. EXECUTIVE COMPENSATION
Not applicable.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Not applicable.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Trust has no directors or officers, and neither the Trust nor the
Registrant is aware of any person or entity that beneficially owns in excess of
5% of any series of Notes.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) Exhibits:
99.1 Annual Summary Statement
99.2 Annual Statement of Compliance
(b) Reports on Form 8-K
The Registrant has filed Current Reports on Form 8-K with the
Securities and Exchange Commission dated May 13, 1999, June 14, 1999, July 13,
1999, August 13, 1999, September 13, 1999, October 13, 1999, November 15, 1999
and December 13, 1999.
(c) See (a) above.
(d) Not applicable.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: March 30, 2000
--------------
HELLER FUNDING CORPORATION
By: /s/ Lauralee E. Martin
-------------------------------------
Lauralee E. Martin
Title: President (principal executive
officer) and Director
By: /s/ Lawrence G. Hund
-------------------------------------
Lawrence G. Hund
Title: Treasurer (principal financial and
accounting officer)
By: /s/ Anthony O'B. Beirne
-------------------------------------
Anthony O'B. Beirne
Title: Vice President, Secretary and Director
By: /s/ David J. Friedman
-------------------------------------
David J. Friedman
Title: Director
<PAGE>
EXHIBIT INDEX
Exhibit
Number Document Description
- ------ --------------------
99.1 Annual Summary Statement
99.2 Annual Statement of Compliance
<PAGE>
<TABLE>
<CAPTION>
Exhibit 99.1
Heller Equipment Asset Receivables Trust 1999-1
- -----------------------------------------------------------------------------------------------
Heller Financial, Inc.
Annual Summary Statement - Collections and Distribution
For the year ended
January 31, 2000 December 31, 1999
------------------
Available Amounts
- -----------------
<S> <C>
Scheduled Payments plus Payaheads, net of Excluded Amounts 107,169,753.11
Prepayment Amounts 25,820,916.06
Recoveries 244,074.41
Investment Earnings on Collection Account and Reserve Fund 194,511.25
Late Charges 62,412.97
Servicer Advances 8,279,833.51
Total Available Amounts 141,771,501.31
---------------------- --------------
Payments on Distribution Date
- -----------------------------
Trustee Fees (only applicable pursuant to an Event of Default) 0.00
Unreimbursed Servicer Advances to the Servicer 0.00
Servicing Fee, if Heller Financial, Inc. is not the Servicer 0.00
Interest due to Class A-1 Notes 2,689,088.86
Interest due to Class A-2 Notes 2,562,343.86
Interest due to Class A-3 Notes 5,436,173.35
Interest due to Class A-4 Notes 1,286,947.47
Interest due to Class B Notes 410,889.99
Interest due to Class C Notes 364,859.02
Interest due to Class D Notes 258,959.51
Class A-1 Principal Payment Amount 127,596,117.38
Class A-2 Principal Payment Amount 0.00
Class A-3 Principal Payment Amount 0.00
Class A-4 Principal Payment Amount 0.00
Class B Principal Payment Amount 0.00
Class C Principal Payment Amount 0.00
Class D Principal Payment Amount 0.00
Additional Principal to Class A-2 Notes 0.00
Additional Principal to Class A-3 Notes 0.00
Additional Principal to Class A-4 Notes 0.00
Additional Principal to Class B Notes 0.00
Additional Principal to Class C Notes 0.00
Additional Principal to Class D Notes 0.00
Servicing Fee, if Heller Financial, Inc. is the Servicer 487,413.16
Deposit to the Reserve Fund 678,708.71
Excess to Certificateholder 0.00
Total distributions to Noteholders and Certificateholders 141,771,501.31
--------------------------------------------------------- --------------
</TABLE>
<PAGE>
Heller Equipment Asset Receivables Trust 1999-1
- -------------------------------------------------------------------------------
Heller Financial, Inc.
Annual Summary Statement - Collections and Distribution
<TABLE>
<CAPTION>
For the year ended
December 31, 1999
------------------
<S> <C>
Class A-1 Maturity Date 05/14/03
(i) Opening Class A-1 principal balance 130,040,761.00
Class A-1 Principal Payment Amount due (lesser of (i) or (iv)) 129,443,068.11
Class A-1 Principal Payment Amount distribution 127,596,117.38
Class A-1 Principal Balance after current distribution 2,444,643.62
Class A-2 Principal Schedule
- ----------------------------
Opening Class A-2 principal balance 66,680,434.00
Class A-2 Principal Payment Amount distribution 0.00
Class A-2 principal balance after current distribution 66,680,434.00
Class A-3 Principal Schedule
- ----------------------------
Opening Class A-3 principal balance 135,293,633.00
Class A-3 Principal Payment Amount distribution 0.00
Class A-3 principal balance after current distribution 135,293,633.00
Class A-4 Principal Schedule
- ----------------------------
Opening Class A-4 principal balance 31,345,216.00
Class A-4 Principal Payment Amount distribution 0.00
Class A-4 principal balance after current distribution 31,345,216.00
Class B Principal Schedule
- --------------------------
Opening Class B principal balance 9,663,831.00
Class B Principal Payment Amount distribution 0.00
Class B principal balance after current distribution 9,663,831.00
Class C Principal Schedule
- --------------------------
Opening Class C principal balance 7,731,065.00
Class C Principal Payment Amount distribution 0.00
Class C principal balance after current distribution 7,731,065.00
Class D Principal Schedule
- --------------------------
Opening Class D principal balance 3,865,532.00
Class D Principal Payment Amount distribution 0.00
Class D principal balance after current distribution 3,865,532.00
0.00
Servicing Fee Schedule, if Heller Financial, Inc. is the Servicer
- -----------------------------------------------------------------
Total Servicing Fee due and accrued ( (iii) + (iv) ) 992,558.54
Servicing Fee carried forward 505,145.38
0.00
Servicing Fee distributed 487,413.16
Reserve Fund Schedule
- ---------------------
ADCB as of the end of the Collection Period 257,116,450.22
Required Reserve Amount (ending ADCB * 0.70%) 1,799,815.15
Initial Reserve Fund balance 386,553.00
Deposit to Reserve Fund - excess funds 678,708.71
Interim Reserve Fund Balance 1,065,261.71
Current period draw on Reserve Fund for Reserve Interest Payments 0.00
Current period draw on Reserve Fund for Reserve Principal Payments 0.00
Excess to Certificateholder 0.00
Ending Reserve Fund balance 1,065,261.71
Reserve Fund balance as a percentage of ADCB as of the end of the
Collection Period 0.41%
</TABLE>
<PAGE>
Heller Equipment Asset Receivables Trust 1999-1
- -----------------------------------------------
Heller Financial, Inc. For the year ended
Annual Summary Statement - Note Factors December 31, 1999
------------------
Class A-1
---------
Class A-1 principal balance 2,444,643.62
Initial Class A-1 principal balance 130,040,761.00
Note factor 0.018799057
Class A-2
---------
Class A-2 principal balance 66,680,434.00
Initial Class A-2 principal balance 66,680,434.00
Note factor 1.000000000
Class A-3
---------
Class A-3 principal balance 135,293,633.00
Initial Class A-3 principal balance 135,293,633.00
Note factor 1.000000000
Class A-4
---------
Class A-4 principal balance 31,345,216.00
Initial Class A-4 principal balance 31,345,216.00
Note factor 1.000000000
Class B
-------
Class B principal balance 9,663,831.00
Initial Class B principal balance 9,663,831.00
Note factor 1.000000000
Class C
-------
Class C principal balance 7,731,065.00
Initial Class C principal balance 7,731,065.00
Note factor 1.000000000
Class D
-------
Class D principal balance 3,865,532.00
Initial Class D principal balance 3,865,532.00
Note factor 1.000000000
Heller Financial, Inc. is the Servicer (Yes/No) Yes
An Event of Default has occurred (Yes/No) No
10% Substitution Limit Calculation
- ----------------------------------
ADCB as of the Cut-off Date: 386,553,237.98
Cumulative DCB of Substitute Contracts
replacing materially modified contracts 0.00
Percentage of Substitute Contracts
replacing materially modified contracts 0.00%
Percentage of Substitute Contracts
replacing modified contracts exceeds 10% (Yes/No) No
5% Skipped Payment Limit Calculation
- ------------------------------------
The percent of contracts with Skipped
Payment modifications 0.00%
The DCB of Skipped Payment modifications
exceeds 5% of the initial ADCB (Yes/No) No
Any Skipped Payments have been deferred
later than January 1, 2006 N/A
<PAGE>
Heller Equipment Asset Receivables Trust 1999-1
- --------------------------------------------------------------------------------
Heller Financial, Inc.
Annual Summary Statement - Pool Data
<TABLE>
<CAPTION>
For the year ended
December 31, 1999
------------------
<S> <C>
Pool Data
- ---------
ADCB as of the first day of the Collection Period 386,553,237.98
ADCB as of the last day of the Collection Period 257,116,450.22
DCB as of the first day of the Collection Period
of Contracts that became Defaulted Contracts 2,811,695.61
Number of Contracts that became Defaulted
Contracts during the period 20
DCB of Contracts as of the last day of the
Collection Period that became Prepaid Contracts 25,573,203.49
Number of Prepaid Contracts as of the last
day of the Collection Period 78
DCB of Contracts as of the last day of the
Collection Period that were added as Substitute Contracts 4,494,740.59
Number of Substitute Contracts as of the last
day of the Collection Period 5
DCB of Contracts as of the last day of the
Collection Period that became Warranty Contracts 0.00
Number of Warranty Contracts as of the last
day of the Collection Period 0
Recoveries collected relating to Defaulted
Contracts as of the last day of the Collection Period 0.00
Cumulative Servicer Advances paid by the Servicer 8,279,833.51
Cumulative reimbursed Servicer Advances 6,802,151.62
</TABLE>
<TABLE>
<CAPTION>
Delinquencies and Losses Dollars Percent
- ------------------------ ------- -------
<S> <C> <C>
Current 244,642,664.30 95.15%
31-60 days past due 8,151,417.63 3.17%
61-90 days past due 3,270,038.27 1.27%
Over 90 days past due 1,052,330.02 0.41%
-------------- ------
Total 257,116,450.22 100.00%
31+ days past due 12,473,785.92 4.85%
(i) Cumulative ADCB of Defaulted Contracts
(cumulative gross losses to date) 2,811,695.61
(ii) Cumulative Recoveries realized on
Defaulted Contracts 244,074.41
Cumulative net losses to date ( (i) - (ii) ) 2,567,621.20
Cumulative net losses as a percentage of
the initial ADCB 0.66%
</TABLE>
<PAGE>
Exhibit No. 99.2
Annual Statement of Compliance
Heller Financial, Inc.
The undersigned, a duly authorized representative of Heller Financial, Inc., as
Servicer pursuant to the Sale and Servicing Agreement dated as of April 1, 1999,
among Heller Equipment Asset Receivables Trust 1999-1, as Issuer, Heller Funding
Corporation, as Trust Depositor, Heller Financial, Inc., as Servicer, and
Norwest Bank Minnesota, National Association, as Indenture Trustee, does hereby
certify that:
1. Capitalized terms used in this Annual Statement as to Compliance have
their respective meanings set forth in the Sale and Servicing
Agreement.
2. Heller Financial, Inc. is as of the date hereof the Servicer under the
Sale and Servicing Agreement.
3. The undersigned is duly authorized pursuant to execute and deliver
this Annual Statement of Compliance.
4. This Statement is delivered pursuant to Section 9.05 of the Sale and
Servicing Agreement.
5. A review of the activities of the Servicer during the year ended
December 31, 1999 and of its performance under the Sale and Servicing
Agreement was made under the undersigned's supervision.
6. Based on such review, to the best of the undersigned's knowledge, the
Servicer has performed or has caused to be performed in all material
respects all of its obligations under the Sale and Servicing Agreement
and no Servicer Default has occurred or is continuing.
In Witness Whereof, I have affixed my signature hereto this 31st day of
January 2000.
By: /s/ Carol J. Radtke
----------------------------------
Printed Name: Carol J. Radtke
Title: Assistant Vice President
