<PAGE> 1
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 earliest event reported): May 22, 2000
WFS Financial Auto Loans, Inc.
------------------------------
(Exact name of co-registrant as specified in charter)
California 333-95233 33-0149603
- ---------------------------- --------------- -------------------
(State or other jurisdiction (Commission (IRS employer
of incorporation) file number) identification no.)
23 Pasteur, Irvine, California 92618
------------------------------------
(Address of principal executive offices)(Zip code)
Registrant's telephone number, including area code: (949) 727-1000
WFS Receivables Corporation
---------------------------
(Exact name of co-registrant as specified in charter)
California 333-95233 33-0885464
- ---------------------------- ------------ -------------------
(State or other jurisdiction (Commission (IRS employer
of incorporation) file number) identification no.)
6655 West Sahara Avenue, Las Vegas, Nevada 89102
------------------------------------------------
(Address of principal executive offices)(Zip code)
Registrant's telephone number, including area code: (702) 247-1442
This filing relates to Registration Statement No. 333-95233
<PAGE> 2
ITEM 5. OTHER EVENTS
In connection with the proposed offering of WFS Financial 2000-B Owner
Trust Auto Receivable Backed Notes, Class A-1, Class A-2, Class A-3 and Class
A-4, attached as Exhibit 99.1 are certain computational materials prepared by
WFS Financial Auto Loans, Inc. and WFS Receivables Corporation, co-registrants,
that are required to be filed pursuant to the no-action letter dated May 20,
1994 issued by the staff of the Securities and Exchange Commission (the "SEC")
to Kidder, Peabody Acceptance Corporation-1, and the no-action letter dated
February 15, 1995 issued by the staff of the SEC to the Public Securities
Association.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Exhibit 99.1
2
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
co-registrants have each duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
WFS FINANCIAL AUTO LOAN, INC.
Date: May 23, 2000 /s/ LEE A. WHATCOTT
----------------------------------------
Lee A. Whatcott, Chief Financial Officer
WFS RECEIVABLES CORPORATION
Date: May 23, 2000 /s/ LEE A. WHATCOTT
----------------------------------------
Lee A. Whatcott, Chief Financial Officer
3
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INDEX TO EXHIBITS
Exhibit No. Description Page
- ----------- ----------- ----
99.1 WFS Financial 2000-B Owner Trust Structural and ____
Collateral Materials
4
<PAGE> 1
WFS FINANCIAL 2000-B OWNER TRUST
WFS FINANCIAL INC
SERVICER
TERM SHEET DATED MAY 22, 2000
SUBJECT TO REVISION
The information contained herein will be superceded by information
contained in the final prospectus supplement.
THE PARTIES:
The Issuer................. WFS Financial 2000-B Owner Trust ("Trust")
Sellers.................... WFS Financial Auto Loans, Inc. ("WFAL")
WFS Receivables Corporation ("WFSRC")
Master Servicer............ WFS Financial Inc ("WFS")
The Insurer................ Financial Security Assurance, Inc. ("Financial
Security")
Indenture Trustee.......... Bankers Trust Company
Owner Trustee.............. Chase Manhattan Bank Delaware
IMPORTANT DATES:
Statistical Calculation
Date....................... April 30, 2000, the date used in preparing the
statistical information in this term sheet
Cut-Off Date............... May 1, 2000
Closing Date............... Expected to be May 31, 2000
Distribution Dates......... Payments of interest will be made on the Notes on
each February 20, May 20, August 20 and November
20, commencing on August 20, 2000
Final Scheduled
Distribution Dates......... If not paid earlier, the full outstanding principal
balance of the Class A-1 Notes will be paid on May
20, 2001 (the "Class A-1 Final Scheduled
Distribution Date"), of the Class A-2 Notes will be
paid on May 20, 2003 (the "Class A-2 Final
Scheduled Distribution Date"), of the Class A-3
Notes will be paid on November 20, 2004 (the "Class
A-3 Final Scheduled Distribution Date"), and of the
Class A-4 Notes will be paid on February 20, 2006
(the "Class A-4 Final Scheduled Distribution
Date").
THE SECURITIES:
The Class A Notes.......... The WFS Financial 2000-B Owner Trust Auto
Receivable Backed Class A Notes will represent
obligations of the Trust secured by the assets of
the Trust. The Class A Notes being publicly offered
hereby in the aggregate amount of $945,000,000 will
be issued in
1
<PAGE> 2
four classes and will bear fixed interest at the
rates and calculated in the manner described below
under the caption "The Terms of the Class A Notes".
The Class B Notes.......... The Trust will issue $55,000,000 of Class B Notes,
which are not being offered hereby, to an affiliate
of the Sellers and of the Master Servicer. All
payments in respect of the Class B Notes issued by
the Trust will be subordinated to payments on the
Class A Notes. The Class B Notes will have a Final
Scheduled Distribution Date of February 20, 2008.
The Certificates........... The Trust will issue Certificates, which are not
being offered hereby to the Sellers. All payments
in respect of any Certificates issued by the Trust
will be subordinated to payments on the Class A
Notes and the Class B Notes.
THE TERMS OF THE CLASS A NOTES
<TABLE>
<CAPTION>
CLASS A-1 CLASS A-2 CLASS A-3 CLASS A-4
NOTES NOTES NOTES NOTES
-------------- -------------- ------------------ ------------------
<S> <C> <C> <C> <C>
Principal Amount................. $ 182,000,000 $ 273,000,000 $ 324,000,000 $ 166,000,000
Interest Rate Per Annum.......... % % % %
Interest Accrual Method.......... actual/360 30/360 30/360 30/360
Distribution Dates............... * * * *
Final Scheduled Distribution
Date........................... May 20, 2001 May 20, 2003 November 20, 2004 February 20, 2006
Anticipated Ratings (Moody's/
Standard & Poor's)**........... P-1/A-1+ Aaa/AAA Aaa/AAA Aaa/AAA
</TABLE>
- -------------------------
* Payments of interest and principal on the Class A Notes will be made on
February 20, May 20, August 20 and November 20 of each year, or the first
business day thereafter, beginning on August 20, 2000. Principal will be paid
sequentially to the earliest maturing class until paid in full.
** It is a condition to the offering of the Class A Notes that these ratings be
obtained from Moody's Investors Services, Inc. ("Moody's") and Standard &
Poor's, a division of the McGraw-Hill Companies, Inc. ("Standard & Poor's"
and, together with Moody's, the "Rating Agencies"). However, a Rating Agency
in its discretion may lower or withdraw its rating in the future.
INTEREST CALCULATION
Interest on each class of the Class A Notes will accrue at the interest
rate applicable to that class from each Distribution Date to the day preceding
the next Distribution Date (or from the Closing Date with respect to the first
Distribution Date).
Interest on the Class A-1 Notes will be calculated on a daily basis, based
upon the actual number of days elapsed and a 360-day year.
Interest on the Class A-2, Class A-3 and Class A-4 Notes will be calculated
on the basis of a 360-day year consisting of twelve 30-day months.
PRIORITY OF PRINCIPAL PAYMENTS OF THE CLASS A NOTES
Principal of the Class A Notes will be paid on each payment date in the
following order:
to the Class A-1 Notes until the Class A-1 Notes are paid in full;
to the Class A-2 Notes until the Class A-2 Notes are paid in full;
2
<PAGE> 3
to the Class A-3 Notes until the Class A-3 Notes are paid in full; and
to the Class A-4 Notes until the Class A-4 Notes are paid in full.
The amount of principal distributed on each Distribution Date will
generally be the amount of principal paid on the Contracts and the unpaid
balance of liquidated Contracts received during the three month period ending on
the last day of the month preceding the month in which a Distribution Date
occurs. If not paid sooner, each class of Class A Notes will be paid in full on
its Final Scheduled Distribution Date.
THE TRUST PROPERTY:
General.................... The trust property will include:
- a pool of retail installment sales contracts and
a limited number of installment loans originated
by WFS, all of which are secured by new or used
automobiles or light duty trucks;
- the funds in the Spread Account; and
- an insurance policy written by Financial Security
guaranteeing all payments of principal and
interest to be made to holders of the Class A
Notes.
THE CONTRACTS
On or before the Closing Date, WFS will sell and assign the Contracts, each
of which is an installment sales contract or installment loan secured by a new
or used automobile or light duty truck (the "Financed Vehicle"), to WFAL and
WFAL will divide the Contracts into two pools. One pool containing Contracts
representing approximately 100% of the Cut-Off Date Aggregate Scheduled Balance
will be sold and assigned by WFAL to WFSRC and on the Closing Date will be
transferred and assigned by WFSRC to the Trust. WFAL will sell the other pool
containing one or more Contracts representing less than 0.01% of the Cut-Off
Date Aggregate Scheduled Balance directly to the Trust on the Closing Date. The
Trust will be established by the sale and assignment of Contracts by WFAL and
the transfer and assignment of Contracts by WFSRC to the Trust on the Closing
Date.
- The Trust receives the right to payments due under the Contracts on and
after the Cut-off Date.
- The Contracts are secured by first liens on the Financed Vehicles
purchased under each Contract.
- The Contracts will have an expected weighted average annual percentage
rate of approximately 14.81% and an expected weighted average remaining
maturity of approximately 59.4 months.
- Approximately 10.1% of the aggregate principal amount of the Contracts
will be "Rule of 78's Contracts" and approximately 89.9% will be "Simple
Interest Contracts".
THE SPREAD ACCOUNT
The Spread Account is a segregated trust account in the name of the
Indenture Trustee that will afford you some limited protection against losses on
the Contracts. The Spread Account will be part of the Trust. It will be created
with an initial deposit by WFAL of $30,000,000 (the "Spread
3
<PAGE> 4
Account Initial Deposit"). On any Distribution Date, the funds that are
available from the Spread Account will be distributed to you to cover any
shortfalls in interest and principal required to be paid on the Class A Notes.
The funds in the Spread Account will be supplemented on each Distribution Date
by any funds in the collection account remaining after making all of the
payments necessary on that Distribution Date. The funds in the Spread Account
will be supplemented until they are at least equal to 6% or 9% of the sum of the
remaining principal balance of the Simple Interest Contracts and the present
value of the remaining scheduled payments of the monthly principal and interest
due on the Rule of 78's Contracts. The rate to be applied will depend upon loss
and delinquency triggers.
If on the last day of any month or on any payment date the amount on
deposit in the Spread Account is greater than the amount required to be in that
account on that date, the excess cash will be distributed first to Financial
Security, to the extent of any unreimbursed amounts due to it, then to WFAL
until WFAL has received an amount equal to the Spread Account Initial Deposit
less $100,000, then to the holders of the Class B Notes to pay interest on the
Class B Notes (including all accrued and unpaid interest) and principal on the
Class B Notes, until the Class B Notes are paid in full and then to the Sellers
(or such other holders of the Certificates). You will have no further rights to
any such excess cash.
THE CLASS A NOTE POLICY
On the Closing Date, Financial Security will issue a financial guaranty
insurance policy for the benefit of the Holders of the Class A Notes (the "Class
A Note Policy"). Under the Class A Note Policy, Financial Security will
unconditionally and irrevocably guarantee the payments of interest and principal
due on the Class A Notes during the term of the Class A Note Policy. The Class B
Notes will not have the benefit of the Class A Note Policy.
If, based upon a report due to the Indenture Trustee five days prior to a
Distribution Date, it appears that insufficient funds will be available to pay
to the Holders of the Class A Notes on that Distribution Date the full amount of
the payment which will then be due to them, that shortfall will be paid first by
drawing upon funds in the Spread Account and thereafter by a claim upon the
Class A Note Policy. To the extent any claim is made upon the Class A Note
Policy, it is anticipated that the amount of that claim will be distributed on
that Distribution Date or immediately thereafter.
THE CONTRACTS POOL:
Each Contract is a retail installment sales contract secured by a Financed
Vehicle originated by a new or used car dealer located in California or one of
the other 42 states listed below or an installment loan secured by a Financed
Vehicle. Most of the Contracts were purchased by WFS; however, a limited number
of Contracts, no more than 4% of the Cut-Off Date Aggregate Scheduled Balance,
are installment loans originated by WFS directly to consumers or by other
independent auto finance companies which loans were then sold to WFS. Except as
otherwise noted, all references herein to Contracts include installment loans.
4
<PAGE> 5
WFS will select the Contracts from its portfolio of fixed-interest rate
contracts. The Contracts were underwritten and purchased or originated by WFS in
the ordinary course of its business operations.
<TABLE>
<CAPTION>
CONTRACTS
IN THE TRUST(1)
-----------------
<S> <C>
Outstanding Principal Balance(2)............................ $1,000,008,996.84
Minimum................................................... $ 549.60
Maximum................................................... $ 57,740.97
Average................................................... $ 13,848.05
Number of Contracts......................................... 72,213
Percentage of New Vehicles(2)............................. 23.51%
Percentage of Used Vehicles(2)............................ 76.49%
Financed Vehicles(2)
Percentage of Automobiles................................. 48.28%
Percentage of Light Duty Trucks........................... 51.72%
Percentage of Rule of 78's Contracts(2)..................... 10.14%
Percentage of Simple Interest Contracts(2).................. 89.86%
Annual Percentage Rate ("APR")(2)
Minimum................................................... 5.69%
Maximum................................................... 30.00%
Weighted Average.......................................... 14.81%
Remaining Maturities(2)
Minimum................................................... 4 Months
Maximum................................................... 84 Months
Weighted Average.......................................... 59.4 Months
Original Maturities
Minimum................................................... 12 Months
Maximum................................................... 84 Months
Weighted Average.......................................... 63.1 Months
Percent over 60 Months.................................... 44.3%
</TABLE>
- -------------------------
(1) Less than 0.01% of these Contracts by Cut-Off Date Aggregate Scheduled
Balance, will be sold to the Trust by WFAL. All other Contracts will be
transferred to the Trust by WFSRC.
(2) Information as of April 30, 2000. While the characteristics of the Contracts
included in the Contracts Pool at the Closing Date may differ somewhat from
the information disclosed above, we anticipate that the variations will not
be significant.
Each of the Contracts is fully amortizing and provides for level payments
over its term, with the portions of principal and interest of each such level
payment being determined on the basis of the Rule of 78's or the simple interest
(actual number of days) method. The amortization of the Rule of 78's Contracts
will result in the outstanding principal balance on each of those Contract being
in excess of the Scheduled Balance of that Contract. For purposes of the Trust,
all Rule of 78's Contracts are amortized on an actuarial basis to prevent
shortfalls of principal payments on the Notes. As amortization on an actuarial
basis produces a faster amortization than does application of the Rule of 78's,
there will not be a shortfall of principal in any event, including as a result
of prepayments or timely payment to maturity of a Rule of 78's Contract.
5
<PAGE> 6
The information concerning the Contracts presented herein is based upon a
pool of retail installment sales contracts and installment loans originated
through April 30, 2000.
DISTRIBUTION OF CONTRACTS BY APR(1)(2)
<TABLE>
<CAPTION>
PERCENTAGE OF
AGGREGATE AGGREGATE
NUMBER OF PRINCIPAL PRINCIPAL
CONTRACT APR CONTRACTS BALANCE BALANCES(3)
------------ --------- ----------------- -------------
<S> <C> <C> <C>
5.000% to 5.999%............................ 8 $ 90,313.08 0.01%
6.000% to 6.999%............................ 47 707,573.64 0.07
7.000% to 7.999%............................ 586 9,953,690.79 1.00
8.000% to 8.999%............................ 2,176 35,599,752.72 3.56
9.000% to 9.999%............................ 4,044 66,363,138.00 6.64
10.000% to 10.999%.......................... 4,846 79,640,271.14 7.96
11.000% to 11.999%.......................... 4,652 75,598,052.73 7.56
12.000% to 12.999%.......................... 6,204 97,802,799.20 9.78
13.000% to 13.999%.......................... 5,513 86,333,412.10 8.63
14.000% to 14.999%.......................... 6,404 95,377,595.40 9.54
15.000% to 15.999%.......................... 6,109 86,716,974.79 8.67
16.000% to 16.999%.......................... 5,657 77,194,233.30 7.72
17.000% to 17.999%.......................... 5,131 66,634,025.60 6.66
18.000% to 18.999%.......................... 5,267 65,808,945.08 6.58
19.000% to 19.999%.......................... 3,753 44,491,542.71 4.45
20.000% to 20.999%.......................... 6,090 62,482,688.49 6.25
21.000% to 21.999%.......................... 3,145 27,392,544.50 2.74
22.000% to 22.999%.......................... 767 7,843,926.75 0.78
23.000% to 23.999%.......................... 441 4,204,393.00 0.42
24.000% to 24.999%.......................... 617 4,847,713.81 0.48
25.000% to 25.999%.......................... 339 2,499,280.52 0.25
26.000% to 26.999%.......................... 104 752,951.96 0.08
27.000% to 27.999%.......................... 28 189,638.12 0.02
28.000% to 28.999%.......................... 30 206,697.75 0.02
29.000% to 29.999%.......................... 251 1,250,383.68 0.13
30.000% and over............................ 4 26,457.98 (4)
------ ----------------- ------
Total..................................... 72,213 $1,000,008,996.84 100.00%
====== ================= ======
</TABLE>
- -------------------------
(1) Information as of April 30, 2000. While the characteristics of the Contracts
included in the Contracts Pool at the Closing date may differ somewhat from
the information disclosed above, we anticipate that the variations will not
be significant.
(2) Less than 0.01% of these Contracts by Cut-Off Date Aggregate Scheduled
Balance, will be sold to the Trust by WFAL. All other Contracts will be
transferred to the Trust by WFSRC.
(3) Percentages may not add to 100.00% due to rounding.
(4) Less than 0.01%.
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GEOGRAPHIC CONCENTRATION OF THE CONTRACTS(1)(2)
<TABLE>
<CAPTION>
PERCENTAGE OF
AGGREGATE AGGREGATE
NUMBER OF PRINCIPAL PRINCIPAL
STATE(3) CONTRACTS BALANCE BALANCES(4)
-------- --------- ----------------- -------------
<S> <C> <C> <C>
California..................... 31,645 $ 417,682,072.18 41.77%
Arizona........................ 4,141 57,198,746.55 5.72
Washington..................... 3,839 48,582,807.50 4.86
Texas.......................... 3,038 44,810,894.03 4.48
Florida........................ 2,731 43,650,061.29 4.36
Oregon......................... 3,006 36,713,318.05 3.67
Ohio........................... 2,547 33,964,387.11 3.40
Colorado....................... 2,012 28,233,609.87 2.82
Nevada......................... 1,567 24,145,200.74 2.41
North Carolina................. 1,469 22,991,450.87 2.30
Virginia....................... 1,283 21,181,688.09 2.12
South Carolina................. 1,234 19,144,274.92 1.91
Illinois....................... 1,206 18,086,063.20 1.81
Utah........................... 1,285 17,668,283.55 1.77
Tennessee...................... 918 15,595,819.43 1.56
Missouri....................... 1,035 15,091,295.62 1.51
Georgia........................ 847 14,118,457.77 1.41
Alabama........................ 841 13,375,580.13 1.34
Idaho.......................... 843 10,282,836.94 1.03
Michigan....................... 677 9,731,402.76 0.97
Pennsylvania................... 657 8,686,573.20 0.87
Maryland....................... 498 8,157,233.96 0.82
Kentucky....................... 542 7,609,434.65 0.76
New Jersey..................... 514 7,528,623.09 0.75
Wisconsin...................... 518 6,750,766.73 0.68
Indiana........................ 453 6,635,693.48 0.66
Massachusetts.................. 463 6,616,144.92 0.66
Kansas......................... 325 5,637,319.60 0.56
Delaware....................... 299 4,441,063.27 0.44
Mississippi.................... 260 4,127,520.15 0.41
Connecticut.................... 289 3,862,680.04 0.39
Oklahoma....................... 248 3,618,064.38 0.36
West Virginia.................. 193 3,156,701.52 0.32
New Mexico..................... 261 3,092,946.44 0.31
Iowa........................... 155 2,590,922.94 0.26
Wyoming........................ 90 1,407,660.42 0.14
New Hampshire.................. 73 945,974.22 0.09
Rhode Island................... 70 931,167.91 0.09
Minnesota...................... 56 795,518.97 0.08
Nebraska....................... 35 506,140.41 0.05
Hawaii......................... 27 362,396.20 0.04
Maine.......................... 12 170,428.59 0.02
New York....................... 11 129,771.15 0.01
------ ----------------- ------
Total.......................... 72,213 $1,000,008,996.84 100.00%
</TABLE>
- -------------------------
(1) Information as of April 30, 2000. While the characteristics of the Contracts
included in the Contracts Pool at the Closing Date may differ somewhat from
the information disclosed above, we anticipate that the variations will not
be significant.
(2) Less than 0.01% of these Contracts by Cut-Off Date Aggregate Scheduled
Balance, will be sold to the Trust by WFAL. All other Contracts will be
transferred to the Trust by WFSRC.
(3) Based upon the state in which the new or used car dealer which originated a
Contract is located, or in the case of an installment loan, the state in
which the office of the lender which originated the loan is located.
(4) Percentage may not add to 100.00% due to rounding.
WEIGHTED AVERAGE LIVES OF THE CLASS A NOTES:
Prepayments on contracts can be measured relative to a payment standard or
model. The model used in this term sheet, the Absolute Prepayment Model ("ABS"),
represents an assumed rate of prepayment each month relative to the original
number of contracts in a pool of contracts. ABS further assumes that all the
contracts in question are the same size and amortize at the same rate and that
each contract in each month of its life will either be paid as scheduled or be
paid in full.
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<PAGE> 8
For example, in a pool of contracts originally containing 10,000 contracts, a 1%
ABS rate means that 100 contracts prepay each month. ABS does not purport to be
an historical description of prepayment experience or a prediction of the
anticipated rate of prepayment of any pool of contracts, including the
Contracts.
As the rate of payment of principal of each class of Class A Notes will
depend on the rate of payment (including prepayments) of the principal balance
of the Contracts, final payment of any class of Class A Notes could occur
significantly earlier than its Final Scheduled Distribution Date. Reinvestment
risk associated with early payment of the Class A Notes of any class will be
borne exclusively by the holders of those Class A Notes.
The table captioned "Percentage of Initial Class A Note Balance at Various
ABS Percentages" (the "ABS Table") has been prepared on the basis of the
characteristics of the Contracts described under "The Contracts Pool". The ABS
Table assumes that:
- the Contracts prepay in full at the specified constant percentage of ABS
monthly, with no defaults, losses or repurchases,
- the monthly principal and interest payment on each Contract is scheduled
to be made and is made on the last day of each month and each month has
30 days,
- payments are made on the Class A Notes on each Distribution Date (and
each such date is assumed to be the twentieth day of each applicable
month),
- WFSRC does not exercise its Optional Repurchase right, and
- the Sellers exercise their Optional Purchase on the earliest Distribution
Date on which such option may be exercised.
The ABS Table indicates the projected weighted average life of each class
of Class A Notes and sets forth the percentage of the initial principal amount
of each class of Class A Notes that is projected to be outstanding after each of
the Distribution Dates shown at various constant ABS percentages.
The ABS Table also assumes that the Contracts have been aggregated into
hypothetical pools with all of the Contracts within each such pool having the
following characteristics and that the level scheduled payment for each of the
pools (which is based on the Aggregate Scheduled Balance, APR, original term to
maturity and remaining term to maturity as of the assumed Cut-Off Date) will be
such that each pool will be fully amortized by the end of its remaining term to
maturity.
<TABLE>
<CAPTION>
REMAINING ORIGINAL
AGGREGATE TERM TERM
PRINCIPAL TO MATURITY TO MATURITY
SUBPOOLS BALANCE APR (IN MONTHS) (IN MONTHS)
-------- ----------------- ------- ----------- -----------
<S> <C> <C> <C> <C>
1.................................... $ 7,372,821.67 17.723% 34 34
2.................................... 14,425,221.50 18.081 32 34
3.................................... 9,172,869.04 18.151 25 34
4.................................... 22,404,642.70 17.263 47 47
5.................................... 45,982,460.00 17.365 45 47
6.................................... 30,101,702.52 17.064 38 47
7.................................... 102,754,591.06 15.649 60 60
8.................................... 195,643,723.79 15.651 57 60
9.................................... 128,945,259.85 15.298 51 60
10.................................... 100,597,948.00 13.732 71 71
11.................................... 177,133,469.46 13.655 69 71
12.................................... 123,704,588.56 13.073 62 71
13.................................... 8,606,075.41 11.883 83 83
14.................................... 18,288,074.50 11.877 80 83
15.................................... 14,875,548.78 11.544 74 83
-----------------
Total................................ $1,000,008,996.84
=================
</TABLE>
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<PAGE> 9
The actual characteristics and performance of the Contracts will differ
from the assumptions used in preparing the ABS Table. The assumptions used are
hypothetical and have been provided only to give a general sense of how the
principal cash flows might behave under varying prepayment scenarios. For
example, it is very unlikely that the Contracts will prepay at a constant ABS
rate until maturity or that all of the Contracts will prepay at the same ABS
rate. Moreover, the diverse terms of Contracts within each of the hypothetical
pools could produce slower or faster principal distributions than indicated in
the ABS Table at the various constant percentages of ABS specified, even if the
original and remaining terms to maturity of the Contracts are as assumed. Any
difference between those assumptions and the actual characteristics and
performance of the Contracts, or actual prepayment experience, will affect the
percentages of initial amounts outstanding over time and the weighted average
lives of each class of Class A Notes.
PERCENTAGE OF INITIAL CLASS A NOTE BALANCE AT VARIOUS ABS PERCENTAGES
<TABLE>
<CAPTION>
CLASS A-1 NOTES CLASS A-2 NOTES CLASS A-3 NOTES
------------------------- ------------------------- -------------------------
DISTRIBUTION DATE 0.0% 1.0% 1.8% 2.5% 0.0% 1.0% 1.8% 2.5% 0.0% 1.0% 1.8% 2.5%
----------------- ---- ---- ---- ---- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Initial.............................. 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
8/20/00............................. 80% 63% 49% 35% 100% 100% 100% 100% 100% 100% 100% 100%
11/20/00............................. 59% 27% 0% 0% 100% 100% 100% 82% 100% 100% 100% 100%
2/20/01............................. 37% 0% 0% 0% 100% 94% 68% 43% 100% 100% 100% 100%
5/20/01............................. 14% 0% 0% 0% 100% 71% 37% 6% 100% 100% 100% 100%
8/20/01............................. 0% 0% 0% 0% 94% 48% 8% 0% 100% 100% 100% 75%
11/20/01............................. 0% 0% 0% 0% 77% 25% 0% 0% 100% 100% 84% 48%
2/20/02............................. 0% 0% 0% 0% 60% 3% 0% 0% 100% 100% 62% 23%
5/20/02............................. 0% 0% 0% 0% 43% 0% 0% 0% 100% 85% 41% 0%
8/20/02............................. 0% 0% 0% 0% 25% 0% 0% 0% 100% 68% 22% 0%
11/20/02............................. 0% 0% 0% 0% 6% 0% 0% 0% 100% 51% 4% 0%
2/20/03............................. 0% 0% 0% 0% 0% 0% 0% 0% 89% 35% 0% 0%
5/20/03............................. 0% 0% 0% 0% 0% 0% 0% 0% 73% 20% 0% 0%
8/20/03............................. 0% 0% 0% 0% 0% 0% 0% 0% 57% 6% 0% 0%
11/20/03............................. 0% 0% 0% 0% 0% 0% 0% 0% 40% 0% 0% 0%
2/20/04............................. 0% 0% 0% 0% 0% 0% 0% 0% 23% 0% 0% 0%
5/20/04............................. 0% 0% 0% 0% 0% 0% 0% 0% 7% 0% 0% 0%
8/20/04............................. 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0%
11/20/04............................. 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0%
2/20/05............................. 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0%
5/20/05............................. 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0%
WEIGHTED AVERAGE LIFE
(YEARS)(1)(2)....................... 0.69 0.45 0.34 0.31 1.98 1.33 1.00 0.80 3.45 2.64 2.00 1.59
<CAPTION>
CLASS A-4 NOTES
-------------------------
DISTRIBUTION DATE 0.0% 1.0% 1.8% 2.5%
----------------- ---- ---- ---- ----
<S> <C> <C> <C> <C>
Initial.............................. 100% 100% 100% 100%
8/20/00............................. 100% 100% 100% 100%
11/20/00............................. 100% 100% 100% 100%
2/20/01............................. 100% 100% 100% 100%
5/20/01............................. 100% 100% 100% 100%
8/20/01............................. 100% 100% 100% 100%
11/20/01............................. 100% 100% 100% 100%
2/20/02............................. 100% 100% 100% 100%
5/20/02............................. 100% 100% 100% 99%
8/20/02............................. 100% 100% 100% 59%
11/20/02............................. 100% 100% 100% 0%
2/20/03............................. 100% 100% 78% 0%
5/20/03............................. 100% 100% 51% 0%
8/20/03............................. 100% 100% 27% 0%
11/20/03............................. 100% 87% 0% 0%
2/20/04............................. 100% 62% 0% 0%
5/20/04............................. 100% 41% 0% 0%
8/20/04............................. 83% 0% 0% 0%
11/20/04............................. 57% 0% 0% 0%
2/20/05............................. 29% 0% 0% 0%
5/20/05............................. 0% 0% 0% 0%
WEIGHTED AVERAGE LIFE
(YEARS)(1)(2)....................... 4.64 3.95 3.11 2.37
</TABLE>
- -------------------------
(1) The weighted average life of a Class A Note is determined by (x) multiplying
the amount of each principal payment on a Class A Note by the number of
periods (months) from the date of issuance of the Class A Note to the
related Distribution Date, (y) adding the results and (z) dividing the sum
by the original principal amount of the Class A Note.
(2) This calculation assumes that WFSRC does not exercise its Optional
Repurchase right and that the Sellers exercise their Optional Purchase
right.
This Table has been prepared based on the assumptions described on Page 8
(including the assumptions regarding the characteristics and performance of the
Contracts, which will differ from the actual characteristics and performance
thereof) and should be read in conjunction therewith.
REDEMPTION OF SECURITIES AND REPURCHASE OF CONTRACTS:
OPTIONAL REPURCHASE OF CONTRACTS BY WFSRC
WFSRC may repurchase all of the Contracts it has sold to the Trust on any
Distribution Date, prior to which it has given notice that it is exercising its
right to repurchase all of those Contracts, at which the aggregate principal
balance of the Simple Interest Contracts plus the aggregate of the present value
of the remaining monthly principal and interest due on the Rule of 78's
Contracts it has sold to the Trust is equal to or less than $200,000,000 (an
"Optional Repurchase"). If WFSRC
9
<PAGE> 10
exercises its Optional Repurchase right, WFSRC will pay the Trust, in addition
to the Scheduled Balances of and the accrued but unpaid interest on the
Contracts being repurchased, which amount is the "Base Price," a Repurchase
Premium which will be a percentage of the Base Price.
<TABLE>
<CAPTION>
IF THE BASE PRICE IS: THE REPURCHASE PREMIUM IS:
- ------------------------------------------------ ------------------------------------------------
<S> <C>
$200,000,000 or less, but more than $150,000,000 2% of the Base Price
equal to or less than $150,000,000, but more 1% of the Base Price
than $100,000,000
equal to or less than $100,000,000 zero
</TABLE>
PREPAYMENT FOLLOWING OPTIONAL REPURCHASE BY WFSRC
If WFSRC exercises its Optional Repurchase right as described above:
- the Base Price will be treated as Collections and distributed to the
Holders of the Class A Notes, until all outstanding classes of the Class
A Notes are paid in full, and then to the Holders of the Class B Notes on
the related Distribution Date in addition to the distributions to which
the Holders would then otherwise be entitled to receive,
- the amount received by the Trust as the Repurchase Premium will be
distributed on the related Distribution Date, pro rata to the Holders of
the Class A Notes and the Class B Notes after giving effect to
distributions on that Distribution Date other than of the Base Price by
the Indenture Trustee to the Holders of record as of the Record Date
related to that Distribution Date on that Distribution Date, and
- the repurchased Contracts will be transferred back to WFSRC on that
Distribution Date and will no longer be assets of the Trust.
OPTIONAL PURCHASE
At any Distribution Date at which the aggregate principal balance of the
Simple Interest Contracts plus the aggregate of the present value of the
remaining monthly principal and interest payments due on the Rule of 78's
Contracts transferred to the Trust by WFSRC is equal to or less than
$100,000,000, WFAL and WFSRC may each purchase all of the Contracts then
outstanding, each has sold or transferred, respectively, to the Trust (an
"Optional Purchase").
OPTIONAL REDEMPTION AND PREPAYMENT
If WFAL and WFSRC purchase all of the Contracts of the Trust pursuant to an
Optional Purchase as discussed above:
- each class of outstanding Class A Notes and the Class B Notes will be
redeemed in whole at a price equal to the unpaid principal amount of that
class of notes plus the accrued interest at that class of notes' interest
rate; and
- the Trust will be terminated.
MANDATORY REDEMPTION
The Class A Notes may be accelerated if an Event of Default has occurred
and is continuing under the Indenture. If an Insurer Default has occurred and is
continuing and an Event of Default has occurred and is continuing, the Indenture
Trustee may be permitted to accelerate the Class A Notes. If an Event of Default
has occurred and is continuing but no Insurer Default has occurred and is
continuing, Financial Security will have the right (in addition to its
obligation to make Scheduled
10
<PAGE> 11
Payments on the Class A Notes in accordance with the terms of the Class A Note
Policy), but not the obligation, to elect to accelerate the Class A Notes. If
the Class A Notes are accelerated, the Master Servicer or the Indenture Trustee
will sell or otherwise liquidate the property of the Trust and deliver the
proceeds to the Indenture Trustee for distribution in accordance with the terms
of the Indenture.
TAX STATUS:
In the opinion of Mitchell, Silberberg & Knupp LLP, special counsel for
federal income and California income tax purposes, as will be discussed in
further detail in the prospectus:
- the Class A Notes will be characterized as debt; and
- the Trust will not be characterized as an association nor as a publicly
traded partnership taxable as a corporation.
If you purchase a Class A Note, you agree to treat it as debt for tax
purposes.
ELIGIBILITY FOR PURCHASE BY MONEY MARKET FUNDS:
The Class A-1 Notes will be structured to be eligible securities for
purchase by money market funds under Rule 2a-7 under the Investment Company Act
of 1940, as amended. A money market fund should consult its legal advisers
regarding the eligibility of the Class A-1 Notes under Rule 2a-7 and whether an
investment in such notes satisfies the fund's investment policies and
objectives.
ERISA CONSIDERATIONS:
The Class A Notes only are generally eligible for purchase by employee
benefit plans that are subject to the Employee Retirement Income Security Act of
1974 ("ERISA"). However, administrators of employee benefit plans should review
the matters discussed under "ERISA Considerations" in the prospectus and also
should consult with their legal advisors before purchasing Class A Notes.
11
<PAGE> 12
DELINQUENCY AND CONTRACT LOSS INFORMATION:
The following tables set forth (i) the delinquency experience in regard to
contracts originated and serviced by WFS and its affiliates, including contracts
subsequently sold to WFAL as of December 31, 1995 through 1999 and as of March
31, 2000 and (ii) the loss experience for such contracts originated and serviced
by WFS and its affiliates, including contracts subsequently sold to WFAL for the
years ended December 31, 1995 through 1999 and for the three month period ending
March 31, 2000. There is no assurance that the future delinquency and loss
experience of the Contracts will be similar to that set forth below. WFS defines
delinquency as being past due based on the contractual due date of the
underlying contract.
CONTRACT DELINQUENCY EXPERIENCE(1)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
---------------------- ------------------------------------------------------------------------
2000 1999 1998 1997
---------------------- ---------------------- ---------------------- ----------------------
NUMBER NUMBER NUMBER NUMBER
OF AMOUNT OF AMOUNT OF AMOUNT OF AMOUNT
CONTRACTS (2) CONTRACTS (2) CONTRACTS (2) CONTRACTS (2)
--------- ---------- --------- ---------- --------- ---------- --------- ----------
(DOLLARS IN THOUSANDS)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Contracts Serviced(2)........ 543,660 $5,664,144 524,709 $5,354,385 464,257 $4,367,099 408,958 $3,680,817
======= ========== ======= ========== ======= ========== ======= ==========
Period of delinquency(3)
31 - 59 days................ 8,132 $ 70,562 12,868 $ 107,416 13,885 $ 112,208 6,605 $ 54,450
60 - 89 days................ 2,345 20,223 3,511 29,738 3,966 32,100 2,161 18,652
90 days or more............. 1,182 10,326 1,711 14,872 1,768 14,441 918 7,762
------- ---------- ------- ---------- ------- ---------- ------- ----------
Total contracts and amount
delinquent................ 11,659 $ 101,111 18,090 $ 152,026 19,619 $ 158,749 9,684 $ 80,864
======= ========== ======= ========== ======= ========== ======= ==========
Delinquencies as a percentage
of number and amount of
contracts outstanding....... 2.14% 1.79% 3.45% 2.84% 4.23% 3.64% 2.37% 2.20%
======= ========== ======= ========== ======= ========== ======= ==========
<CAPTION>
DECEMBER 31,
-----------------------------------------------
1996 1995
---------------------- ----------------------
NUMBER NUMBER
OF AMOUNT OF AMOUNT
CONTRACTS (2) CONTRACTS (2)
--------- ---------- --------- ----------
(DOLLARS IN THOUSANDS)
<S> <C> <C> <C> <C>
Contracts Serviced(2)........ 341,486 $3,046,585 258,665 $2,209,594
======= ========== ======= ==========
Period of delinquency(3)
31 - 59 days................ 4,511 $ 38,173 2,180 $ 18,557
60 - 89 days................ 1,305 11,470 690 6,143
90 days or more............. 567 5,144 308 2,701
------- ---------- ------- ----------
Total contracts and amount
delinquent................ 6,383 $ 54,787 3,178 $ 27,401
======= ========== ======= ==========
Delinquencies as a percentage
of number and amount of
contracts outstanding....... 1.87% 1.80% 1.23% 1.24%
======= ========== ======= ==========
</TABLE>
- -------------------------
(1) Includes delinquency information relating to those contracts that are owned
by WFS and contracts that were sold to a grantor or owner trust but which
are serviced by WFS.
(2) This amount is net of unearned add-on interest.
(3) The period of delinquency is based on the number of days payments are
contractually past due.
CONTRACT LOSS EXPERIENCE(1)
<TABLE>
<CAPTION>
MARCH 31, FOR THE YEAR ENDED DECEMBER 31,
---------- --------------------------------------------------------------
2000 1999 1998 1997 1996 1995
---------- ---------- ---------- ---------- ---------- ----------
(DOLLARS IN THOUSANDS)
<S> <C> <C> <C> <C> <C> <C>
Contracts Serviced
At end of period(2)................................ $5,664,199 $5,354,385 $4,367,099 $3,680,817 $3,046,585 $2,209,594
========== ========== ========== ========== ========== ==========
Average during period(2)........................... $5,476,007 $4,839,514 $4,006,185 $3,383,570 $2,627,622 $1,886,359
========== ========== ========== ========== ========== ==========
Gross charge offs of contracts during period....... $ 40,952 $ 150,518 $ 173,422 $ 136,773 $ 86,464 $ 48,999
Recoveries of contracts charged off in current and
prior periods.................................... 13,484 47,581 36,230 34,634 25,946 18,715
---------- ---------- ---------- ---------- ---------- ----------
Net charge offs.................................... $ 27,468 $ 102,937 $ 137,192 $ 102,139 $ 60,518 $ 30,284
========== ========== ========== ========== ========== ==========
Net charge offs as a percentage of contracts
outstanding during period........................ 2.01% 2.13% 3.42% 3.02% 2.30% 1.61%
</TABLE>
- -------------------------
(1) Includes loss information for contracts that are owned by WFS and contracts
that were sold to a grantor or owner trust but which are serviced by WFS. It
is the policy of WFS to charge-off all contracts when they become 120 days
delinquent, whether such contract is owned by WFS or serviced by WFS for
others. WFS believes that its charge-off policy is consistent with that
customarily used in the automobile finance industry.
(2) This amount is net of unearned add-on interest.
12
