SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
December 8, 1999
AMRESCO Residential Securities Corporation (as Depositor under the Pooling and
Servicing Agreement, dated as of September 1, 1999, providing for the issuance
of AMRESCO Residential Securities Corporation Mortgage Loan Trust, Series
1999-1)
AMRESCO Residential Securities Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 333-30759 75-2620414
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State or Other Jurisdiction (Commission (I.R.S. Employer
Of Incorporation) File Number) Identification No.)
700 North Pearl Street
Suite 2400, LB #342
Dallas, Texas 75201
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(Address of Principal Executive (Zip Code)
Offices)
Registrant's telephone number, including area code: (214) 953-7700
No Change
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(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 2. Acquisition or Disposition of Assets
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On December 8, 1999, AMRESCO Residential Securities Corporation Mortgage
Loan Trust 1999-1 acquired $1,339,523.18 of Subsequent Mortgage Loans pursuant
to the terms of the Pooling and Servicing Agreement dated as of September 1,
1999, among AMRESCO Residential Capital Markets, Inc., AMRESCO Residential
Mortgage Corporation, as Originator (the "Originator"), AMRESCO Residential
Securities Corporation, as Depositor (the "Depositor"), Ocwen Federal Bank
FSB, as Servicer, Finance America, LLC, as Seller (the "Seller"), and Norwest
Bank Minnesota, National Association, in its capacity as Trustee (the
"Trustee") and a Subsequent Transfer Agreement dated as of December 8, 1999
(the "Subsequent Transfer Agreement"), among the Depositor, the Originator,
the Seller, and the Trustee. The Subsequent Mortgage Loans possess the
characteristics required by the Prospectus dated October 18, 1999, and the
Prospectus Supplement dated October 18, 1999 (the "Prospectus Supplement").
The Prospectus Supplement was filed pursuant to Rule 424(b)(5) of the Act on
October 22, 1999. The Schedule of Subsequent Mortgage Loans is attached to the
Subsequent Transfer Agreement.
<PAGE>
Item 7. Financial Statements; Pro Forma Financial Information and
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Exhibits
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
4.1 Subsequent Transfer Agreement, dated as of December 8,
1999, among AMRESCO Residential Securities Corporation, as
Depositor, AMRESCO Residential Mortgage Corporation, as
Originator, Finance America, LLC, as Seller, and Norwest
Bank Minnesota, National Association, as Trustee.
<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.
AMRESCO RESIDENTIAL SECURITIES CORPORATION
By: /s/ Janice M. Cott
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Name: Janice M. Cott
Title: Vice President
Dated: December 10, 1999
<PAGE>
EXHIBIT INDEX
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Exhibit No. Description Page No.
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4.1 Subsequent Transfer Agreement, dated as of 7
December 8, 1999, among AMRESCO Residential
Securities Corporation, as Depositor, AMRESCO
Residential Mortgage Corporation, as Originator,
Finance America, LLC, as Seller, and Norwest Bank
Minnesota, National Association, as Trustee.
<PAGE>
EXHIBIT 4.1 SUBSEQUENT TRANSFER AGREEMENT
<PAGE>
SUBSEQUENT TRANSFER AGREEMENT
AMRESCO Residential Mortgage Corporation (the "Originator"), Finance
America, LLC (the "Seller"), AMRESCO Residential Securities Corporation (the
"Depositor") and Norwest Bank Minnesota, National Association, as Trustee (the
"Trustee") under the Pooling and Servicing Agreement (as defined below)
relating to AMRESCO Residential Securities Corporation Mortgage Loan Trust
1999-1 pursuant to the Pooling and Servicing Agreement dated as of September
1, 1999 (the "Pooling and Servicing Agreement"), among the Depositor, the
Originator, the Seller, Ocwen Federal Bank FSB, as Servicer, AMRESCO
Residential Capital Markets, Inc., and the Trustee, each hereby confirm their
understanding with respect to the sale by the Originator and the purchase by
the Seller, the sale by the Seller and the purchase by the Depositor, and the
sale by the Depositor and the purchase by the Trustee, of those Subsequent
Mortgage Loans (the "Subsequent Mortgage Loans") listed on the attached
Schedule of Subsequent Mortgage Loans.
Section 1. Conveyance of Subsequent Mortgage Loans. As of December 8,
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1999 (the "Subsequent Transfer Date"), the Originator hereby bargains, sells,
conveys, assigns and transfers to the Seller; the Seller, in turn, hereby
bargains, sells, conveys, assigns and transfers to the Depositor; and the
Depositor, in turn, hereby bargains, sells, conveys, assigns and transfers to
the Trustee, without recourse (except as otherwise explicitly provided for in
the Pooling and Servicing Agreement), for the exclusive benefit of the Owners
of the Certificates, each of their respective rights, title and interest in
and to any and all benefits accruing from the Subsequent Mortgage Loans (other
than any principal and interest payments due thereon on or prior to November
30, 1999, whether or not received) (such date, the "Subsequent Cut-Off Date")
which the Originator is causing to be delivered to the Seller; the Seller, in
turn, is causing to be delivered to the Depositor; and the Depositor, in turn,
is hereby causing to be delivered to the Trustee (and all substitutions
therefor as provided for by Sections 3.06, 3.07, 3.08 and 3.09 of the Pooling
and Servicing Agreement), together with the related Subsequent Mortgage Loan
documents and each of the Originator's, the Seller's, and the Depositor's
respective interest in any Property which secured the Subsequent Mortgage
Loan, and all payments thereon and proceeds of the conversion, voluntary or
involuntary, of the foregoing (including, but not by way of limitation, all
proceeds of any mortgage insurance, hazard insurance and title insurance
policy relating to the Subsequent Mortgage Loans, cash proceeds, accounts,
accounts receivable, notes, drafts, acceptances, chattel paper, checks,
deposit accounts, rights to payment of any and every kind, and other forms of
obligations and receivables which at any time constitute all or part of or are
included in the proceeds of any of the foregoing). The Depositor shall deliver
the original Mortgage or mortgage assignment with evidence of recording
thereon (except as otherwise provided by the Pooling and Servicing Agreement)
and other required documentation in accordance with the terms set forth in
Sections 3.06, 3.07, 3.08 and 3.09 of the Pooling and Servicing Agreement.
The costs relating to the delivery of the documents specified in this
Subsequent Transfer Agreement and the Pooling and Servicing Agreement shall be
borne by the Seller.
Section 2. Reaffirmation of Representations and Warranties. The
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Originator hereby affirms the representations and warranties set forth in the
Pooling and Servicing Agreement made by it that relate to it and the
Subsequent Mortgage Loans as of the date hereof. The Depositor hereby delivers
notice and confirms that each of the conditions set forth in Section 3.09(b)
and 3.09(c) to the Pooling and Servicing Agreement are satisfied as of the
date hereof.
Section 3. Release from Pre-Funding Account. Pursuant to Section 3.09(a)
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of the Pooling and Servicing Agreement, the Depositor hereby instructs the
Trustee to withdraw one-hundred percent of the aggregate principal balances of
the Subsequent Mortgage Loans so transferred from the Pre-Funding Account,
$1,339,523.18 pursuant to this Subsequent Transfer Agreement and to include
$1,339,523.18 of the Subsequent Mortgage Loans listed in the Schedule attached
hereto and to pay such amount to the Originator pursuant to wire transfer
instructions provided by it to the Trustee.
All terms and conditions of the Pooling and Servicing Agreement are
hereby ratified, confirmed and incorporated herein, provided that in the event
of any conflict the provisions of this Subsequent Transfer Agreement shall
control over the conflicting provisions of the Pooling and Servicing
Agreement.
Terms capitalized herein and not defined herein shall have their
respective meanings as set forth in the Pooling and Servicing Agreement.
<PAGE>
IN WITNESS WHEREOF, this Subsequent Transfer Agreement is executed as of
the 8th day of December, 1999.
AMRESCO RESIDENTIAL MORTGAGE CORPORATION,
as Originator
By: /s/ Janice M. Cott
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Name: Janice M. Cott
Title: Senior Vice President
FINANCE AMERICA, LLC, as Seller
By: /s/ Graham A. Fleming
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Name: Graham A. Fleming
Title: President
AMRESCO RESIDENTIAL SECURITIES CORPORATION,
as Depositor
By: /s/ Janice M. Cott
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Name: Janice M. Cott
Title: Vice President
NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION,
as Trustee under the
Pooling and Servicing Agreement
By: /s/ Peter J. Masterman
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Name: Peter J. Masterman
Title: Vice President
<PAGE>
SCHEDULE OF SUBSEQUENT MORTGAGE LOANS
<PAGE>
<TABLE>
Prefund 3 Mortgage Schedule for Security 1999-1
Closed on 12/08/99
<CAPTION>
LOAN_NO_ORIGINATOR LOAN_NO_OCWEN FULL_ADDRESS CITY STATE ZIP_CODE
<S> <C> <C> <C> <C> <C>
0011427812 0035027663 239 SPENCER RD ROCHESTER NY 14609
0035093996 0035093996 27669 MEDFORD WAY SUN CITY CA 92586
0035096312 0035096312 13745 MARY DR CHICAGO IL 60643
0035086636 0035086636 3444-4 LIVINGSTON STREET NEW ORLEANS LA 70118
0035093640 0035093640 1922 NEWPORT AVENUE TOLEDO OH 43613
0035104173 0035104173 3962 DOZIER AVENUE LOS ANGELES CA 90063
0035122522 0035122522 2804 ACORN DRIVE VIOLET LA 70092
0035124726 0035124726 4168 EAST 144TH STREET CLEVELAND OH 44128
0035132349 0035132349 4882 EAST 97TH STREET GARFIELD HTS OH 44125
0035133842 0035133842 403 GREEN ST WHITE HALL AR 71602
0035109875 0035109875 3301 NORTH 60TH STREET OMAHA NE 68104
0035131812 0035131812 37 B BATTERY WALK CT COLUMBIA SC 29212
0035134592 0035134592 16122 ORANGE STREET HESPERIA CA 92345
0035129261 0035129261 108 TABOR RAMP RD WESTMINSTER SC 29693
0035129071 0035129071 1250 WEST 9TH STREET ERIE PA 16506
0035093152 0035093152 2981 NW 173RD TERRACE MIAMI FL 33056
0035084854 0035084854 25375 PEEKSKILL SOUTHFIELD MI 48034
(table continued)
LOAN_NO_ORIGINATOR PROPERTY_TYPE MATURITY_DT ORIGINAL_TERM OCCUPANCY_STATUS_FLG Int Rate
0011427812 Single Family Dwelling 10/01/2029 360 Primary Single Family 11
0035093996 Single Family Dwelling 11/01/2029 360 Primary Single Family 10.625
0035096312 Single Family Dwelling 11/01/2029 360 Primary Single Family 8.5
0035086636 2-4 Family Dwelling 12/01/2029 360 2-4 Family Owner Occ 11.75
0035093640 Single Family Dwelling 11/01/2029 360 Primary Single Family 9.875
0035104173 Single Family Dwelling 11/01/2029 360 Primary Single Family 8.875
0035122522 Single Family Dwelling 11/01/2029 360 Primary Single Family 9.25
0035124726 Single Family Dwelling 12/01/2029 360 Primary Single Family 9.75
0035132349 Single Family Dwelling 12/01/2029 360 Primary Single Family 11
0035133842 Single Family Dwelling 12/01/2029 360 Primary Single Family 11.75
0035109875 Single Family Dwelling 11/01/2029 360 Primary Single Family 10.375
0035131812 Condo 12/01/2029 360 Primary Single Family 10
0035134592 Single Family Dwelling 12/01/2029 360 Primary Single Family 9.875
0035129261 Manufactured Housing 11/01/2029 360 Primary Single Family 9.625
0035129071 Single Family Dwelling 12/01/2029 360 SFR Investment 8.625
0035093152 Single Family Dwelling 11/01/2014 180 Primary Single Family 10.25
0035084854 Single Family Dwelling 12/01/2029 360 Primary Single Family 7.75
(table continued)
LOAN_NO_ORIGINATOR P&I PtD Due Date Prin Balance LTV
0011427812 582.82 11/01/1999 12/01/99 61,178.18 85
0035093996 652.87 11/01/1999 12/01/99 70,650.00 90
0035096312 1922.28 11/01/1999 12/01/99 250,000.00 76.45
0035086636 565.27 12/01/1999 01/01/00 56,000.00 80
0035093640 698.11 11/01/1999 12/01/99 80,395.00 85.52
0035104173 1072.53 11/01/1999 12/01/99 134,800.00 87.53
0035122522 740.41 11/01/1999 12/01/99 90,000.00 75
0035124726 438.17 12/01/1999 01/01/00 51,000.00 82.25
0035132349 849.95 12/01/1999 01/01/00 89,250.00 85
0035133842 363.39 12/01/1999 01/01/00 36,000.00 90
0035109875 380.27 11/01/1999 12/01/99 42,000.00 75
0035131812 458.09 12/01/1999 01/01/00 52,200.00 90
0035134592 338.66 12/01/1999 01/01/00 39,000.00 50
0035129261 614.12 11/01/1999 12/01/99 72,250.00 85
0035129071 326.67 12/01/1999 01/01/00 42,000.00 43.75
0035093152 517.73 11/01/1999 12/01/99 47,500.00 48.96
0035084854 897.66 12/01/1999 01/01/00 125,300.00 70
1,339,523.18
</TABLE>