<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 report): September 23, 1999
GREENPOINT CREDIT CORP.
- --------------------------------------------------------------------------------
(exact name of registrant as specified in charter)
DELAWARE
- --------------------------------------------------------------------------------
(state or other jurisdiction of incorporation)
333-80437
- --------------------------------------------------------------------------------
(commission file number)
13-4002891
- --------------------------------------------------------------------------------
(I.R.S. Employer Identification Number)
10089 Willow Creek Road
San Diego, California 92131
(619) 530-9394
- --------------------------------------------------------------------------------
(address and telephone number of registrant's
principal executive offices)
<PAGE>
Item 1. CHANGES IN CONTROL OF REGISTRANT.
Not applicable.
Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
Not applicable.
Item 3. BANKRUPTCY OR RECEIVERSHIP.
Not applicable.
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not applicable.
Item 5. OTHER EVENTS
FILING OF OPINION AND CONSENT OF COUNSEL, CONSENT OF ACCOUNTANTS AND
CERTAIN COMPUTATIONAL MATERIALS.*
In connection with the offering of GreenPoint Credit Manufactured
Housing Contract Trust Pass-Through Certificates, Series 1999-4 (the "Publicly
Offered Certificates"), Orrick, Herrington & Sutcliffe LLP ("Orrick") will
deliver its opinion relating to certain tax matters and which contains Orrick's
consent to use of their name in the Prospectus Supplement, dated September 23,
1999 (the "Prospectus Supplement," and together with the related Prospectus,
dated September 23, 1999, the "Prospectus"), of the Registrant relating to the
Publicly Offered Certificates and filed pursuant to Rule 424(b). The opinion of
Orrick is attached hereto as Exhibit 8.1.
PricewaterhouseCoopers LLP has consented to the use of their name in
the "Experts" section of the Prospectus Supplement. The consent of
PricewaterhouseCoopers LLP is attached hereto as Exhibit 23.1.
Salomon Smith Barney Inc., as the underwriter of the Publicly Offered
Certificates, has prepared certain materials (the "External Computational
Materials") for distribution to potential investors in the offering of the
Publicly Offered Certificates. For purposes of this Form 8-K, External
Computational Materials shall mean computer generated materials of charts
displaying, with respect to the Publicly Offered Certificates, any of the
following: yield, average life, duration, expected maturity, interest rate
sensitivity, loss sensitivity, cash flow characteristics, background information
regarding the loans, the proposed structure, decrement tables, or similar
information (tabular or otherwise) of a statistical mathematical, tabular or
computational nature. Certain of the External Computational Materials prepared
by Salomon Smith Barney Inc. are attached hereto as Exhibit 99.1.
*Terms used herein without definition shall have the meanings assigned to them
in the Prospectus.
<PAGE>
Item 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS.
Not applicable.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibit Numbers:
The following are filed herewith. The exhibit numbers correspond with
Item 601(b) of Regulation S-K.
8.1 Opinion of Orrick, Herrington & Sutcliffe LLP with respect to tax
matters.
23.1 Consent of PricewaterhouseCoopers LLP.
99.1 External Computational Materials prepared by Salomon Smith Barney Inc.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
GREENPOINT CREDIT CORP.
By: /s/ Charles O. Ryan
-----------------------------
Name: Charles O. Ryan
Title: Vice President
Dated: September 24, 1999
San Diego, California
<PAGE>
EXHIBIT INDEX
Exhibit Numbers
- ---------------
8.1 Opinion of Orrick, Herrington & Sutcliffe LLP with respect to
tax matters.
23.1 Consent of PricewaterhouseCoopers LLP.
99.1 External Computational Materials prepared by Salomon Smith
Barney Inc.
<PAGE>
Exhibit 8.1
September 27, 1999
GreenPoint Credit Corp.
10089 Willow Creek Road
San Diego, California 92131
Re: GreenPoint Manufactured Housing Contract Trust
Pass-Through Certificates, Series 1999-4
Ladies and Gentlemen:
We are serving as special tax counsel to GreenPoint Credit Corp. (the
"Registrant") in connection with the sale by the Registrant of the GreenPoint
Manufactured Housing Contract Trust Pass-Through Certificates, Series 1999-4
Class A-1 Certificates, Class A-2 Certificates and Class R Certificates
(collectively, the "Certificates"). For purposes of this opinion, capitalized
terms used but not defined herein have the meanings ascribed to them in the
Agreement (as defined below).
The Certificates will be issued on the Closing Date pursuant to a Pooling
and Servicing Agreement dated as of September 1, 1999 (the "Agreement") between
GreenPoint Credit Corp., as Seller and Servicer and Bank One, National
Association, as Trustee. The Certificates will represent undivided interests in
a trust fund (the "Trust Fund") consisting primarily of a pool of manufactured
housing installment sale contracts and installment loan agreements
(collectively, the "Contracts") which the Registrant will convey to the Trustee,
as trustee for the Trust Fund, on the Closing Date pursuant to the Agreement.
In connection with this opinion, we have examined and relied upon the
following documents:
1. the Agreement;
2. the registration statement on Form S-3 (No. 333-80437) filed by the
Registrant, relating to the Class A-1 Certificates and Class A-2 Certificates
(the "Registration Statement") as filed with the Securities and Exchange
Commission (the "Commission") in accordance with the provisions of the
Securities Act of 1933, as amended, and the rules and regulations of the
Commission thereunder (collectively, the "Act"); and
3. the base prospectus and the prospectus supplement, in each case
relating to the Class A-1 Certificates and Class A-2 Certificates (such
prospectus and prospectus supplement being hereinafter collectively referred to
as the "Prospectus").
<PAGE>
GreenPoint Credit Corp.
September 27, 1999
Page 2
In such examination, we have assumed the genuineness of all signatures and
the authenticity of all items submitted to us as originals and the conformity
with originals of all items submitted to us as copies. In making our examination
of documents executed by entities other than the Registrant, we have assumed
that each other entity has the power and authority to execute and deliver, and
to perform and observe the provisions of such documents, and the due
authorization by each such entity of all requisite action and the due execution
and delivery of such documents by each such entity. To the extent we have
deemed necessary and proper, we have relied upon the representations and
warranties as to facts relating to the Registrant, the Contracts, and other
matters contained in the Agreement.
The opinions expressed herein are based upon current statutes, rules,
regulations, cases and official interpretive opinions, and cover certain items
that are not directly or definitively addressed by such authorities.
Based upon and subject to the foregoing, we are of the opinion that:
1. The statements contained in the Prospectus under the heading "Federal
Income Tax Consequences," to the extent they constitute matters of law or legal
conclusions with respect thereto, are correct in all material respects, under
the assumptions stated therein and under applicable law as in effect on the date
of the Prospectus Supplement.
2. Assuming (i) the making of a valid election and (ii) compliance with
the Agreement, (a) the Trust Fund will be classified for federal income tax
purposes as a "real estate mortgage investment conduit" ("REMIC") within the
meaning of Section 860D of the Internal Revenue Code of 1986 (the "Code"), (b)
the Class A-1 Certificates and Class A-2 Certificates will be treated
collectively as the "regular interests" in such REMIC for federal income tax
purposes and will be treated as debt instruments for purposes of chapter 1 of
the Code (generally relating to the calculation of a Certificateholder's federal
income tax liability) (c) the Class R Certificate will be treated as the single
class of "residual interest" in such REMIC for federal income tax purposes, and
(d) the REMIC represented by the Trust Fund will not be subject to federal
income tax as a separate entity except for (i) the tax on "prohibited
transactions" imposed by section 860F of the Code, (ii) the tax on
"contributions after startup date" imposed by section 860G(d) of the Code and
(iii) the tax on "income from foreclosure property" imposed by section 860G(c)
of the Code.
<PAGE>
GreenPoint Credit Corp.
September 27, 1999
Page 3
We express no opinion herein except as to the matters set forth above.
This opinion is furnished to you solely for use in connection with the issuance
and sale of the Certificates. We hereby consent to the filing of this letter as
an exhibit to a Current Report on Form 8-K filed by you in connection with the
Trust Fund. In giving such consent, we do not admit and we hereby disclaim that
we come within the category of persons whose consent is required under Section 7
of the Securities Act of 1933, as amended, or the rules and regulations of the
Commission thereunder, nor do we admit that we are experts with respect to any
part of the Registration Statement within the meaning of the term "experts" as
used in the Securities Act of 1933, as amended, or the rules and regulations of
the Commission thereunder.
Very truly yours,
/s/ Orrick, Herrington & Sutcliffe LLP
Orrick, Herrington & Sutcliffe LLP
<PAGE>
Exhibit 23.1
[PRICEWATERHOUSECOOPERS LETTERHEAD]
PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, New York 10036
Telephone: (212) 596-8000
Facsimile: (212) 596-8910
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Prospectus Supplement of
GreenPoint Credit Corp. relating to Manufactured Housing Contact Trust Pass-
Through Certificates, Series 1999-4, of our report dated February 2, 1999, on
our audits of the consolidated financial statements of MBIA Insurance
Corporation and Subsidiaries as of December 31, 1998 and 1997 and for each of
the three years in the period ended December 31, 1998. We also consent to the
reference to our Firm under the caption "Experts".
/s/ PricewaterhouseCoopers LLP
Pricewaterhouse Coopers LLP
September 20, 1999
<PAGE>
Exhibit 99.1
$99,985,071
(Approximate)
GreenPoint Credit
Manufactured Housing Contract Trust
Pass-Through Certificates, Series 1999-4
GreenPoint Credit Corp.
Servicer and Seller
MBIA Guaranty
$49,985,071 Floating Rate Class A-1 Certificates
$50,000,000 Auction Rate Class A-2 Certificates
Computational Materials
Neither the Issuer nor any of its affiliates make any representations as to the
accuracy or completeness of the information herein. The information herein is
preliminary, and will be superseded by the applicable Prospectus Supplement and
by any other information subsequently filed with the Securities and Exchange
Commission. The information herein addresses only certain aspects of the
applicable certificates' characteristics and thus does not provide a complete
assessment of the certificates. As such, the information may not reflect the
impact of all structural characteristics of the certificates. The assumptions
underlying the information, including structure and collateral, may be modified
from time to time to reflect changed circumstances. The attached term sheet is
not intended to be a Prospectus and any investment decision with respect to the
certificates should be made by you based solely upon all of the information
contained in the final Prospectus and Prospectus Supplement. Under no
circumstances shall the information presented constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the certificates
in any jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of such
jurisdiction. The certificates may not be sold nor may an offer to buy be
accepted prior to the delivery of a final Prospectus and Prospectus Supplement
relating to the certificates. All information described herein is preliminary,
limited in nature and subject to completion or amendment. No representation is
made that the above referenced certificates will actually perform as described
in any scenario presented. Neither the Issuer nor the Servicer has prepared,
reviewed or participated in the preparation hereof, is not responsible for the
accuracy hereof and has not authorized its dissemination. A final Prospectus
and Prospectus Supplement may be obtained by contacting Salomon Smith Barney's
Syndicate Desk at (212) 723-6171.
<PAGE>
<TABLE>
- ----------------------------------------------------------------------------------------------------------
<S> <C>
Class A Certificates: $49,985,071 Class A-1 Certificates, Variable Rate (Senior Sequential)
$50,000,000 Class A-2 Certificates, Auction Rate (Senior Sequential)
- ----------------------------------------------------------------------------------------------------------
</TABLE>
Title of Securities: GreenPoint Credit Manufactured Housing Contract
Trust Pass-Through Certificates, Series 1999-4
(together, the "Certificates").
Description of Transaction: This MBIA-wrapped transaction has one class of
floating rate certificates (Class A-1) and one class
of auction rate certificates (Class A-2) and is
supported by a contract pool which consists of
actuarial and simple interest manufactured housing
installment sales contracts, installment loan
agreements and certain other assets.
Contract Pool: The initial contract pool consists of approximately
1,931 contracts with an aggregate scheduled
principal balance as of August 31, 1999 of
approximately $84,101,569.09. An additional 391
contracts having an aggregate original principal
balance of approximately $15,883,502.73 will be sold
to the Trust on the Closing Date.
Trustee: Bank One, National Association
Auction Agent: Bankers Trust Company.
Broker-Dealer: Salomon Smith Barney.
Seller and Servicer: GreenPoint Credit Corp.
Cut-Off Date: With respect to any contract, the later of (a) end
of business on August 31, 1999, or (b) the date such
contract was originated.
Pricing Date(1): Class A-1: September 23/24, 1999. Class A-2:
September 23/24, 1999.
Closing Date(1): September 29, 1999.
Form of Certificates: Book entry form, same day funds (through DTC,
Euroclear and Cedelbank).
Prepayment Pricing Speed: 250% MHP.
Optional Redemption: 10% clean-up call.
Payment Date - Class A-1: The 15/th/ day of each month or, if such day is not
a business day, the next succeeding business day,
beginning on October 15, 1999.
Payment Date - Class A-2: The 20/th/ day of each month or, if such day is not
a business day, the next succeeding business day,
beginning on October 20, 1999.
Servicing Fee: 100 basis points per annum.
- -----------------------------
(1) Subject to change.
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
1
<PAGE>
Interest Accrual Period: With respect to each distribution date, the Class A-
1 Certificates and the Class A-2 Certificates will
accrue interest at a rate equal to the product of
(i) the actual number of days during the interest
period divided by 360 and (ii) the applicable pass-
through rate on the principal balance thereof
immediately prior to such distribution date. The
interest period for the certificates is the period
from the applicable preceding distribution date (or
from the closing date with respect to the first
distribution date) through the day prior to the
distribution date.
Pass-Through Rates: The Class A-1 Pass-Through Rate will be adjusted
each month, based on changes in the London Interbank
Offered Rate for one-month U.S. dollar deposits.
The Class A-2 Pass-Through Rate will be adjusted
each month as specified by the auction procedures as
described in Annex II and III in the prospectus
supplement.
Principal Distribution: On each distribution date, principal received on the
contracts will be distributed to the Class A-1
Certificates until the outstanding principal balance
thereof has been reduced to zero. Thereafter,
principal received on the contracts will be
distributed to the Class A-2 Certificates until the
outstanding principal balance thereof has been
reduced to zero.
Certificate Ratings: AAA by Standard & Poor's; Aaa by Moody's.
Certificate Insurer: MBIA Insurance Corporation ("MBIA"). MBIA's claims-
paying ability is rated AAA/Aaa by Standard and
Poor's and Moody's. Timely interest and principal
payments on the Certificates will be guaranteed by
MBIA. Payments of Net Funds Cap Carryover Amounts
are not guaranteed by MBIA.
ERISA Considerations: Subject to certain considerations discussed in the
prospectus supplement, the Class A-1 and Class A-2
Certificates are ERISA eligible.
Taxation: REMIC for federal income tax purposes.
Legal Investment: The Certificates will be SMMEA eligible.
Prospectus: The Certificates are being offered pursuant to a
Prospectus supplemented by a Prospectus Supplement
(together, the "Prospectus"). Complete information
with respect to the Certificates and the collateral
securing them is contained in the Prospectus. The
information herein is qualified in its entirety by
the information appearing in the Prospectus. To the
extent that anything herein is inconsistent with the
Prospectus, the Prospectus shall govern in all
respects. Sales of the Certificates may not be
consummated unless the purchaser has rece ived the
Prospectus.
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
2
<PAGE>
Distributions of Principal and Interest
Amounts distributable to holders of the Certificates shall be allocated on each
Payment Date in the following order of priority:
1. to pay interest on the Class A-1 and Class A-2 Certificates, pro rata based
on the amount of interest to which they are entitled;
2. to pay principal of the Class A-1 Certificates until the Class A-1 Principal
Balance is reduced to zero; then to pay principal of the Class A-2
Certificates until the Class A-2 Principal Balance is reduced to zero;
3. to make deposits, if required, to the Special Account as established under
and required by the Insurance Agreement;
4. to pay any applicable Net Funds Cap Carryover Amounts to the Class A-1
Certificateholders and the Class A-2 Certificateholders pro rata on the
basis of the Class A-1 Net Funds Cap Carryover Amount and Class A-2 Net
Funds Cap Carryover Amount, respectively; and,
5. to pay any remaining available funds to the holder of the Class R
Certificate.
The Initial Contract Pool
The information herein regarding the collateral represents the initial Contract
Pool as of the Cut-off Date. On the Closing Date, Contracts in addition to
those described in the immediately following table will be sold to the Trust.
The information herein will be superseded by the information regarding the
collateral set forth in the Prospectus.
Characteristics of GreenPoint Manufactured Housing Collateral
<TABLE>
<CAPTION>
GPC 99-4
------------------------------------ -----------------------------
<S> <C>
Principal Amount ($MM) $84,101,569.09 (1)
Number of Loans 1,931
Average Loan Balance $43,553
Wtd. Avg. Rem. Term 323 months
Wtd. Avg. Seasoning 0.81 months
Wtd. Avg. APR 9.802%
Wtd. Avg. LTV 89.04%
Percent LTV>90.5 % (by $) 28.7%
% New Contracts (by $) 80.3%
Top 5 States 14.7% SC
7.22% TX
6.79% MI
5.71% MO
5.29% KY
Wtd. Avg. Periodic Cap 2.00%
Wtd. Avg. Lifetime Cap 14.796%
Index 1-year CMT
Wtd. Avg. Margin 5.699%
</TABLE>
The Additional Contract Pool
The additional collateral of approximately $15,883,502.73 will include
approximately $7,240,601 of 12 Month LIBOR indexed collateral with the following
approximate characteristics.
<TABLE>
<S> <C>
Wtd. Avg. APR 10.073 %
Wtd. Avg. Periodic Cap 2.000 %
Wtd. Avg. Lifetime Cap 15.073 %
Wtd. Avg. Margin 5.724%
Index 12 Month LIBOR
</TABLE>
- -------------------------------
/1/ Initial pool balance. Total balance will equal approximately $99,985,071.82.
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
3
<PAGE>
The Initial Contract Pool
The information herein regarding the collateral represents the initial Contract
Pool as of the Cut-off Date. On the Closing Date, Contracts in addition to those
described in the immediately following table will be sold to the Trust The
information herein will be superseded by the information regarding the
collateral set forth in the Prospectus.
Geographical Distribution of Manufactured Homes
<TABLE>
<CAPTION>
Count Scheduled Balance
% by Balance
- ----------------------------------------------------------------------------
<S> <C> <C> <C>
Alabama 44 $1,705,992.15 2.03%
Arizona 94 $4,254,940.22 5.06%
Arkansas 20 $696,360.79 0.83%
California 6 $476,669.90 0.57%
Colorado 15 $769,989.32 0.92%
Delaware 1 $64,336.50 0.08%
Florida 27 $1,761,379.90 2.09%
Georgia 49 $2,359,595.03 2.81%
Idaho 12 $571,800.00 0.68%
Illinois 31 $1,296,346.92 1.54%
Indiana 61 $3,159,364.06 3.76%
Iowa 96 $3,516,474.87 4.18%
Kansas 45 $1,841,387.71 2.19%
Kentucky 106 $4,446,906.18 5.29%
Louisiana 42 $1,581,837.33 1.88%
Maine 1 $25,260.00 0.03%
Maryland 9 $388,506.38 0.46%
Michigan 122 $5,713,953.56 6.79%
Minnesota 87 $3,305,227.22 3.93%
Mississippi 29 $1,141,485.96 1.36%
Missouri 118 $4,805,910.10 5.71%
Montana 6 $339,356.03 0.40%
Nebraska 2 $103,485.17 0.12%
Nevada 5 $239,347.93 0.28%
New Hampshire 1 $18,560.48 0.02%
New Mexico 9 $548,150.01 0.65%
New York 2 $137,798.53 0.16%
North Carolina 70 $3,432,964.41 4.08%
North Dakota 11 $422,788.99 0.50%
Ohio 52 $1,772,563.50 2.11%
Oklahoma 7 $246,860.77 0.29%
Oregon 91 $4,038,525.05 4.80%
Pennsylvania 19 $895,830.81 1.07%
South Carolina 281 $12,365,022.78 14.70%
South Dakota 36 $1,558,639.12 1.85%
Tennessee 50 $2,105,677.51 2.50%
Texas 145 $6,072,553.40 7.22%
Utah 3 $107,922.54 0.13%
Vermont 1 $103,406.30 0.12%
Virginia 14 $801,946.84 0.95%
Washington 28 $1,394,009.41 1.66%
West Virginia 11 $401,115.14 0.48%
Wisconsin 65 $2,775,622.04 3.30%
Wyoming 7 $335,698.23 0.40%
- ----------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
4
<PAGE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
5
<PAGE>
The Initial Contract Pool
The information herein regarding the collateral represents the initial Contract
Pool as of the Cut-off Date. On the Closing Date, Contracts in addition to those
described in the immediately following table will be sold to the Trust. The
information herein will be superseded by the information regarding the
collateral set forth in the Prospectus.
Distribution of Original Principal Balances
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- -------------------------------------------------------------------------------
<S> <C> <C> <C>
0 - 5,000 2 $8,642.09 0.01%
5,001 - 7,500 6 $37,637.21 0.04%
7,501 - 10,000 12 $101,009.04 0.12%
10,001 - 12,500 21 $228,684.48 0.27%
12,501 - 15,000 25 $347,395.43 0.41%
15,001 - 17,500 30 $486,525.49 0.58%
17,501 - 20,000 50 $928,529.57 1.10%
20,001 - 22,500 60 $1,274,467.43 1.52%
22,501 - 25,000 88 $2,085,182.54 2.48%
25,001 - 27,500 106 $2,766,053.99 3.29%
27,501 - 30,000 96 $2,748,266.46 3.27%
30,001 - 32,500 110 $3,435,002.84 4.08%
32,501 - 35,000 121 $4,086,802.66 4.86%
35,001 - 40,000 249 $9,330,734.99 11.09%
40,001 - 45,000 199 $8,453,890.40 10.05%
45,001 - 50,000 159 $7,586,127.87 9.02%
50,001 - 55,000 165 $8,663,322.68 10.30%
55,001 - 60,000 111 $6,369,233.79 7.57%
60,001 - 65,000 73 $4,548,201.39 5.41%
65,001 - 70,000 57 $3,842,461.39 4.57%
70,001 - 75,000 45 $3,251,972.42 3.87%
75,001 - 80,000 38 $2,931,310.33 3.49%
80,001 - 85,000 23 $1,899,221.64 2.26%
85,001 - 167,804 85 $8,690,892.96 10.33%
- --------------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
Distribution of Original Loan-to-Value Ratios
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
0.01 - 50.49 12 $195,859.06 0.23%
50.50 - 60.49 16 $612,821.47 0.73%
60.50 - 70.49 29 $1,074,218.42 1.28%
70.50 - 80.49 174 $7,236,818.45 8.60%
80.50 - 85.49 106 $5,249,296.72 6.24%
85.50 - 90.49 1,048 $45,594,085.40 54.21%
90.50 - 95.49 512 $22,764,879.83 27.07%
95.50 - 99.44 34 $1,373,589.74 1.63%
- --------------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
6
<PAGE>
The Initial Contract Pool
The information herein regarding the collateral represents the initial Contract
Pool as of the Cut-off Date. On the Closing Date, Contracts in addition to those
described in the immediately following table will be sold to the Trust. The
information herein will be superseded by the information regarding the
collateral set forth in the Prospectus.
Distribution of Contract Rates
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
5.75 - 5.99 2 $229,398.08 0.27%
6.00 - 6.24 2 $171,157.27 0.20%
6.25 - 6.49 1 $84,734.56 0.10%
6.50 - 6.74 6 $611,134.14 0.73%
6.75 - 6.99 12 $1,110,311.76 1.32%
7.00 - 7.24 21 $1,768,500.87 2.10%
7.25 - 7.49 22 $1,731,452.87 2.06%
7.50 - 7.74 17 $1,207,762.14 1.44%
7.75 - 7.99 23 $1,758,250.99 2.09%
8.00 - 8.24 33 $2,423,051.83 2.88%
8.25 - 8.49 46 $3,427,965.56 4.08%
8.50 - 8.74 59 $3,618,176.29 4.30%
8.75 - 8.99 56 $3,021,048.05 3.59%
9.00 - 9.24 62 $3,070,911.51 3.65%
9.25 - 9.49 78 $3,843,502.24 4.57%
9.50 - 9.74 193 $9,050,655.98 10.76%
9.75 - 9.99 154 $6,823,443.73 8.11%
10.00 - 10.24 149 $6,934,213.82 8.25%
10.25 - 10.49 179 $6,853,586.35 8.15%
10.50 - 10.74 84 $3,011,610.90 3.58%
10.75 - 10.99 169 $6,244,386.35 7.42%
11.00 - 11.24 65 $2,592,286.25 3.08%
11.25 - 11.49 78 $3,025,337.86 3.60%
11.50 - 11.74 62 $2,066,982.62 2.46%
11.75 - 11.99 85 $2,298,453.87 2.73%
12.00 - 12.24 58 $1,817,848.93 2.16%
12.25 - 12.49 62 $1,530,372.31 1.82%
12.50 - 12.74 28 $917,906.01 1.09%
12.75 - 12.99 20 $475,992.06 0.57%
13.00 - 13.24 29 $656,774.38 0.78%
13.25 - 13.49 12 $304,060.04 0.36%
13.50 - 13.74 35 $753,213.12 0.90%
13.75 - 13.99 17 $399,833.23 0.48%
14.00 - 14.24 5 $109,099.42 0.13%
14.25 - 14.49 7 $158,153.70 0.19%
- --------------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
7
<PAGE>
The Initial Contract Pool
The information herein regarding the collateral represents the initial Contract
Pool as of the Cut-off Date. On the Closing Date, Contracts in addition to those
described in the immediately following table will be sold to the Trust. The
information herein will be superseded by the information regarding the
collateral set forth in the Prospectus.
Distribution of Remaining Months to Maturity
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
31 - 60 14 $136,241.25 0.16%
61 - 90 7 $90,182.83 0.11%
91 - 120 38 $631,030.41 0.75%
121 - 150 13 $199,421.62 0.24%
151 - 180 128 $2,599,868.78 3.09%
211 - 240 435 $14,064,440.04 16.72%
241 - 270 2 $60,329.40 0.07%
271 - 300 204 $8,702,461.83 10.35%
301 - 360 1,090 $57,617,592.93 68.51%
- --------------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
Distribution of Maximum Cap
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
10.51 - 11.00 7 $727,840.48 0.87%
11.01 - 11.50 5 $476,266.53 0.57%
11.51 - 12.00 36 $3,019,880.89 3.59%
12.01 - 12.50 38 $2,860,480.24 3.40%
12.51 - 13.00 53 $4,011,286.37 4.77%
13.01 - 13.50 105 $7,046,141.85 8.38%
13.51 - 14.00 118 $6,091,959.56 7.24%
14.01 - 14.50 271 $12,894,158.22 15.33%
14.51 - 15.00 303 $13,757,657.55 16.36%
15.01 - 15.50 263 $9,865,197.25 11.73%
15.51 - 16.00 233 $8,809,970.10 10.48%
16.01 - 16.50 141 $5,119,022.98 6.09%
16.51 - 17.00 143 $4,116,302.80 4.89%
17.01 - 17.50 90 $2,448,278.32 2.91%
17.51 - 18.00 49 $1,132,766.44 1.35%
18.01 - 18.50 47 $1,057,273.16 1.26%
18.51 - 19.00 22 $508,932.65 0.61%
19.01 - 19.50 7 $158,153.70 0.19%
- --------------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
8
<PAGE>
The Initial Contract Pool
The information herein regarding the collateral represents the initial Contract
Pool as of the Cut-off Date. On the Closing Date, Contracts in addition to those
described in the immediately following table will be sold to the Trust. The
information herein will be superseded by the information regarding the
collateral set forth in the Prospectus.
Distribution of Gross Margins
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
1.51 - 2.00 7 $727,840.48 0.87%
2.01 - 2.50 5 $476,266.53 0.57%
2.51 - 3.00 36 $3,019,880.89 3.59%
3.01 - 3.50 38 $2,839,851.00 3.38%
3.51 - 4.00 51 $3,910,025.24 4.65%
4.01 - 4.50 109 $7,315,391.22 8.70%
4.51 - 5.00 123 $5,907,363.06 7.02%
5.01 - 5.50 308 $15,000,544.29 17.84%
5.51 - 6.00 372 $15,654,470.12 18.61%
6.01 - 6.50 256 $9,521,847.49 11.32%
6.51 - 7.00 151 $5,656,847.41 6.73%
7.01 - 7.50 173 $5,799,947.93 6.90%
7.51 - 8.00 129 $3,851,236.02 4.58%
8.01 - 10.00 173 $4,420,057.41 5.26%
- --------------------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
Distribution of Next Adjustment Date
<TABLE>
<CAPTION>
Count Scheduled Balance % by Balance
- ---------------------------------------------------------------------
<S> <C> <C> <C>
Sep-99 1 $92,868.74 0.11%
Oct-99 1 $65,030.00 0.08%
Nov-99 7 $526,755.78 0.63%
Dec-99 9 $680,662.07 0.81%
Jan-00 22 $1,565,098.83 1.86%
Feb-00 32 $2,609,829.14 3.10%
Mar-00 37 $2,860,913.18 3.40%
Apr-00 31 $2,529,909.71 3.01%
May-00 330 $14,041,763.98 16.70%
Jun-00 423 $17,996,397.92 21.40%
Jul-00 338 $13,598,951.06 16.17%
Aug-00 377 $15,045,425.81 17.89%
Sep-00 159 $6,431,698.57 7.65%
Oct-01 1 $37,973.67 0.05%
Jan-02 1 $19,081.89 0.02%
Feb-02 1 $30,396.23 0.04%
Mar-02 5 $238,797.67 0.28%
Apr-02 2 $87,952.81 0.10%
May-02 42 $1,657,035.39 1.97%
Jun-02 45 $1,654,340.34 1.97%
Jul-02 31 $1,132,218.36 1.35%
Aug-02 28 $869,373.74 1.03%
Sep-02 8 $329,094.20 0.39%
- ----------------------------------------------------------------------
Total 1,931 $84,101,569.09 100.00%
</TABLE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
9
<PAGE>
Weighted Average Life Sensitivity Tables
Settlement date: 09/29/99
First Payment Date: Class A-1: 10/15/99 Class A- 10/20/99
2:
Balance Class A-1: Class A-
49,985,071.00 2: 50,000,000.00
1YR CMT 5.234
12MO LIBOR 6.050
<TABLE>
<CAPTION>
- --------------------------------
Class A1
- --------------------------------
<S> <C> <C> <C> <C> <C> <C>
MHP: 0% 150% 200% 250% 300% 350%
WAL: 14.12 3.26 2.54 2.08 1.77 1.54
First Payment (months): 1 1 1 1 1 1
Last Payment (months): 252 84 65 53 45 39
Maturity: Sep-20 Sep-06 Feb-05 Feb-04 Jun-03 Dec-02
- ------------------------------------------------------------------------------
<CAPTION>
- --------------------------------
Class A2
- --------------------------------
MHP: 0% 150% 200% 250% 300% 350%
To 10% Call
- -----------
WAL: 24.17 13.45 10.80 8.88 7.47 6.42
First Payment (months): 252 84 65 53 45 39
Last Payment (months): 313 231 192 160 135 116
Maturity: Oct-25 Dec-18 Sep-15 Jan-13 Dec-10 May-09
- ------------------------------------------------------------------------------
<CAPTION>
- --------------------------------
Class A2
- --------------------------------
MHP: 0% 150% 200% 250% 300% 350%
To Maturity
- -----------
WAL: 24.31 14.14 11.62 9.72 8.28 7.16
First Payment (months): 252 84 65 53 45 39
Last Payment (months): 349 349 349 349 349 349
Maturity: Oct-28 Oct-28 Oct-28 Oct-28 Oct-28 Oct-28
- -------------------------------------------------------------------------------
</TABLE>
This page must be accompanied by the disclaimer included on the cover of these
materials. If you did not receive such a disclaimer please contact your Salomon
Smith Barney Financial Advisor immediately.
10
