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 reported) MARCH 17, 1997
The Originators as listed below under a Pooling and Servicing Agreement dated
as of February 28, 1997 providing for the issuance of The Money Store Home
Improvement Loan Certificates, Series 1997-I.
TMS Mortgage Inc.
The Money Store/D.C. Inc.
The Money Store/Kentucky Inc.
The Money Home Equity Corp.
THE MONEY STORE/MINNESOTA INC.
(Exact name of registrant as specified in its charter)
* 333-20817 *
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) ID Number)
2840 MORRIS AVENUE, UNION, NEW JERSEY 07083
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number,
including area code: (908) 686-2000
N/A
(Former name or former address, if changed since last report)
* See Schedule A attached hereto.
<PAGE>
Item 5. OTHER EVENTS
This Current Report on Form 8-K is being filed to file a copy of the
Computational Materials (as defined below) of Lehman Brothers Inc. as
Representative of the Underwriters (the "Underwriters") in connection with the
issuance by TMS Mortgage Inc., The Money Store/D.C Inc., The Money
Store/Kentucky Inc., The Money Store Home Equity Corp. and The Money
Store/Minnesota Inc., of The Money Store Home Improvement Loan Certificates,
Series 1997-I. The term "Computational Materials" shall have the meaning given
in the No-Action Letter of May 20, 1994 issued by the Securities and Exchange
Commission (the "SEC") to Kidder, Peabody Acceptance Corporation I, Kidder,
Peabody & Co. Incorporated and Kidder Structured Asset Corporation, as made
applicable to other issuers and underwriters by the Commission in response to
the request of the Public Securities Association dated May 24, 1994, and the
supplemented in the No-Action Letter of February 17, 1995 issued by the SEC to
the Public Securities Association.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) EXHIBITS
EXHIBIT NO. 99.1 Computational Materials of Lehman Brothers Inc.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
The Money Store/Minnesota Inc.
The Money Store/D.C. Inc.
The Money Store/Kentucky Inc.
The Money Store Home Equity Corp.
TMS Mortgage Inc.
By:/S/MORTON DEAR
Name: Morton Dear
Title: Executive Vice President
Dated: March 27, 1997
<PAGE>
Schedule A
State of IRS Employer
REGISTRANT INCORPORATION ID NUMBER
TMS Mortgage Inc. New Jersey 22-3217781
The Money Store/D.C. Inc. D.C. 22-2133027
The Money Store/Kentucky Inc. Kentucky 22-2459832
The Money Store/Home Equity Corp. Kentucky 22-2522232
The Money Store/Minnesota Inc. Minnesota 22-3003495
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION OF EXHIBIT
99.1 Computational Materials of Lehman Brothers Inc.
Exhibit 99.1
Computational Materials of Lehman Brothers Inc.
LEHMAN BROTHERS
DERIVED INFORMATION
$175,000,000 CERTIFICATES
THE MONEY STORE HOME IMPROVEMENT LOAN TRUST 1997-1
The Money Store, Inc. (Representative and Servicer)
This information does not constitute either an offer to sell or a solicitation
of an offer to buy any securities referred to herein. Offers to sell and
solicitations of offers to buy the securities are made only by , and this
information must be read in conjunction with, the final Prospectus Supplement
and the related Prospectus or, if not registered under the securities laws, the
final Offering Memorandum (the "Offering Document"). Information contained
herein does not purport to complete and is subject to the same qualifications
and assumptions, and should be considered by investors only in the light of the
same warnings, lack of assurances and representations and other precautionary
matters, as disclosed in the Offering Document. Information regarding the
underlying assets has been provided by the issuer of the securities or an
affiliate thereof and has not been independently verified by Lehman Brothers
Inc. or any affiliate. The analyses contained herein have been prepared on the
basis of certain assumptions (including, in certain cases, assumptions specified
by the recipient hereof) regarding payments, interest rates, losses and other
matters, including, but not limited to, the assumptions described in the
Offering Document. Lehman Brothers Inc., and any of its affiliates, make no
representation or warranty as to the actual rate or timing of payments on any of
the underlying assets or the payments or yield on the securities. This
information supersedes any prior versions hereof and will be deemed to be
superseded by any subsequent versions (including, with respect to any
description of the securities or underlying assets, the information contained in
the Offering Document).
<PAGE>
LEHMAN BROTHERS
<TABLE>
<CAPTION>
SECURITIES OFFERED:
TO MATURITY:
- ------------------------------------------------------------------------------------------------------------------------------------
Approx. Estimated Prin. Pmt. Expected Stated Expected
Approx. Expected WAL/MDUR Window Final Final Ratings
Securities Size Benchmark Price (yrs) (months) Maturity Maturity Moody's/S&P
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Class A-1 (1) $47,335,000 1 Yr Tsy 99.971% 0.99/0.93 1 - 22 1/15/99 5/15/05 Aaa/AAA
Class A-2 (1) $54,496,000 3 Yr Tsy 99.961% 2.99/2.60 22 - 55 10/15/01 7/15/11 Aaa/AAA
Class A-3 (1) $19,356,000 5 Yr Tsy 99.976% 5.39/4.32 55 - 77 8/15/03 11/15/13 Aaa/AAA
Class M-1 (1) $25,375,000 Curve 99.947% 8.20/5.86 77 - 130 1/15/08 5/15/17 Aa2/AA
Class M-2 (1) $12,250,000 10 Yr Tsy 99.926% 13.86/7.90 130 - 299 2/15/22 5/15/23 A2/A
Class B-1 (1) $ 9,625,000 5 Yr Tsy 99.972% 5.28/4.16 44 - 90 9/15/04 6/15/20 Baa1/BBB
Class B-2 (1) $ 6,563,000 10 Yr Tsy 99.927% 11.03/6.78 90 - 299 2/15/22 5/15/23 Baa3/BBB
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
TO 10% CALL:
- ------------------------------------------------------------------------------------------------------------------------------------
Approx. Estimated Prin. Pmt. Expected Stated Expected
Approx. Expected WAL/MDUR Window Final Final Ratings
Securities Size Benchmark Price (yrs) (months) Maturity Maturity Moody's/S&P
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Class M-1 (1) $25,375,000 Curve 99.947% 8.17/5.85 77 - 123 6/15/07 5/15/17 Aa2/AA
Class M-2 (1) $12,250,000 10 Yr Tsy 99.926% 10.21/6.66 123 - 123 6/15/07 5/15/23 A2/A
Class B-2 (1) $ 6,563,000 5 Yr Tsy 99.927% 9.45/6.26 90 - 123 6/15/07 5/15/23 Baa3/BBB
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) Prepayments are 1.7% CPR in month one increasing by 1.7% CPR each month to
17% CPR by month 10, remaining at 17% CPR subsequent to month 10.
This information does not constitute either an offer to sell or a solicitation
of an offer to buy any securities referred to herein. Offers to sell and
solicitations of offers to buy the securities are made only by , and this
information must be read in conjunction with, the final Prospectus Supplement
and the related Prospectus or, if not registered under the securities laws, the
final Offering Memorandum (the "Offering Document"). Information contained
herein does not purport to complete and is subject to the same qualifications
and assumptions, and should be considered by investors only in the light of the
same warnings, lack of assurances and representations and other precautionary
matters, as disclosed in the Offering Document. Information regarding the
underlying assets has been provided by the issuer of the securities or an
affiliate thereof and has not been independently verified by Lehman Brothers
Inc. or any affiliate. The analyses contained herein have been prepared on the
basis of certain assumptions (including, in certain cases, assumptions specified
by the recipient hereof) regarding payments, interest rates, losses and other
matters, including, but not limited to, the assumptions described in the
Offering Document. Lehman Brothers Inc., and any of its affiliates, make no
representation or warranty as to the actual rate or timing of payments on any of
the underlying assets or the payments or yield on the securities. This
information supersedes any prior versions hereof and will be deemed to be
superseded by any subsequent versions (including, with respect to any
description of the securities or underlying assets, the information contained in
the Offering Document).
<PAGE>
LEHMAN BROTHERS
<TABLE>
<CAPTION>
PROJECTED PERFORMANCE
UNDER VARYING PREPAYMENT ASSUMPTIONS
TO MATURITY
<S> <C> <C> <C> <C> <C> <C> <C>
% of Prepayment Assumption 0.0% 50.0% 75.0% 100.0% 125.0% 150.0% 200.0%
Implied Seasoned CPR 0.0% 8.5% 12.8% 17.0% 21.3% 25.5% 34.0%
CLASS A-1
Avg. Life (yrs) 4.65 1.58 1.20 0.99 0.85 0.76 0.63
Mod Duration (yrs) 3.76 1.43 1.11 0.93 0.80 0.71 0.59
Window (begin-end)(mths) 1-98 1-37 1-27 1-22 1-19 1-16 1-13
Expected Final Maturity 5/15/05 4/15/00 6/15/99 1/15/99 10/15/98 7/15/98 4/15/98
Yield @ 99.971% 6.54 6.43 6.38 6.34 6.30 6.26 6.19
CLASS A-2
Avg. Life (yrs) 11.29 5.03 3.75 2.99 2.47 2.10 1.62
Mod Duration (yrs) 7.56 4.08 3.18 2.60 2.19 1.88 1.48
Window (begin-end) (mths) 98-172 37-91 27-69 22-55 19-45 16-37 13-28
Expected Final Maturity 7/15/11 10/15/04 12/15/02 10/15/01 12/15/00 4/15/00 7/15/99
Yield @ 99.961% 6.92 6.89 6.87 6.85 6.84 6.82 6.78
CLASS A-3
Avg. Life (yrs) 15.41 8.75 6.74 5.39 4.42 3.64 2.64
Mod Duration (yrs) 9.06 6.29 5.17 4.32 3.66 3.09 2.32
Window (begin-end) (mths) 172-200 91-122 69-95 55-77 45-63 37-52 28-37
Expected Final Maturity 11/15/13 5/15/07 2/15/05 8/15/03 6/15/02 7/15/01 4/15/00
Yield @ 99.976% 7.18 7.16 7.15 7.14 7.13 7.12 7.09
CLASS M-1
Avg. Life (yrs) 18.14 12.58 10.05 8.20 6.80 5.67 4.02
Mod Duration (yrs) 9.51 7.80 6.75 5.86 5.10 4.42 3.33
Window (begin-end) (mths) 200-242 122-186 95-156 77-130 63-108 52-92 37-66
Expected Final Maturity 5/15/17 9/15/12 3/15/10 1/15/08 3/15/06 11/15/04 9/15/02
Yield @ 99.947% 7.67 7.67 7.66 7.66 7.65 7.64 7.62
CLASS M-2
Avg. Life (yrs) 22.76 18.23 15.96 13.86 11.91 10.22 7.59
Mod Duration (yrs) 9.94 9.08 8.52 7.90 7.24 6.57 5.36
Window (begin-end) (mths) 242-299 186-299 156-299 130-299 108-299 92-299 66-299
Expected Final Maturity 2/15/22 2/15/22 2/15/22 2/15/22 2/15/22 2/15/22 2/15/22
Yield @ 99.926% 8.29 8.29 8.29 8.29 8.28 8.28 8.27
</TABLE>
This information does not constitute either an offer to sell or a solicitation
of an offer to buy any securities referred to herein. Offers to sell and
solicitations of offers to buy the securities are made only by , and this
information must be read in conjunction with, the final Prospectus Supplement
and the related Prospectus or, if not registered under the securities laws, the
final Offering Memorandum (the "Offering Document"). Information contained
herein does not purport to complete and is subject to the same qualifications
and assumptions, and should be considered by investors only in the light of the
same warnings, lack of assurances and representations and other precautionary
matters, as disclosed in the Offering Document. Information regarding the
underlying assets has been provided by the issuer of the securities or an
affiliate thereof and has not been independently verified by Lehman Brothers
Inc. or any affiliate. The analyses contained herein have been prepared on the
basis of certain assumptions (including, in certain cases, assumptions specified
by the recipient hereof) regarding payments, interest rates, losses and other
matters, including, but not limited to, the assumptions described in the
Offering Document. Lehman Brothers Inc., and any of its affiliates, make no
representation or warranty as to the actual rate or timing of payments on any of
the underlying assets or the payments or yield on the securities. This
information supersedes any prior versions hereof and will be deemed to be
superseded by any subsequent versions (including, with respect to any
description of the securities or underlying assets, the information contained in
the Offering Document).
<PAGE>
LEHMAN BROTHERS
<TABLE>
<CAPTION>
PROJECTED PERFORMANCE
UNDER VARYING PREPAYMENT ASSUMPTIONS
TO MATURITY
<S> <C> <C> <C> <C> <C> <C> <C>
% of Prepayment Assumption 0.0% 50.0% 75.0% 100.0% 125.0% 150.0% 200.0%
Implied Seasoned CPR 0.0% 8.5% 12.8% 17.0% 21.3% 25.5% 34.0%
CLASS B-1
Avg. Life (yrs) 15.18 8.55 6.58 5.28 4.39 4.16 3.85
Mod Duration (yrs) 8.65 6.00 4.95 4.16 3.58 3.42 3.21
Window (begin-end)(mths) 155-211 73-142 55-111 44-90 37-75 37-69 37-60
Expected Final Maturity 10/15/14 1/15/09 6/15/06 9/15/04 6/15/03 12/15/02 3/15/02
Yield @ 99.972% 7.73 7.71 7.70 7.69 7.68 7.68 7.67
CLASS B-2
Avg. Life (yrs) 20.44 15.49 13.07 11.03 9.39 8.47 7.12
Mod Duration (yrs) 9.38 8.26 7.52 6.78 6.11 5.71 5.07
Window (begin-end) (mths) 211-299 142-299 111-299 90-299 75-299 69-299 60-299
Expected Final Maturity 2/15/22 2/15/22 2/15/22 2/15/22 2/15/22 2/15/22 2/15/22
Yield @ 99.927% 8.50 8.49 8.49 8.49 8.48 8.48 8.47
</TABLE>
This information does not constitute either an offer to sell or a solicitation
of an offer to buy any securities referred to herein. Offers to sell and
solicitations of offers to buy the securities are made only by , and this
information must be read in conjunction with, the final Prospectus Supplement
and the related Prospectus or, if not registered under the securities laws, the
final Offering Memorandum (the "Offering Document"). Information contained
herein does not purport to complete and is subject to the same qualifications
and assumptions, and should be considered by investors only in the light of the
same warnings, lack of assurances and representations and other precautionary
matters, as disclosed in the Offering Document. Information regarding the
underlying assets has been provided by the issuer of the securities or an
affiliate thereof and has not been independently verified by Lehman Brothers
Inc. or any affiliate. The analyses contained herein have been prepared on the
basis of certain assumptions (including, in certain cases, assumptions specified
by the recipient hereof) regarding payments, interest rates, losses and other
matters, including, but not limited to, the assumptions described in the
Offering Document. Lehman Brothers Inc., and any of its affiliates, make no
representation or warranty as to the actual rate or timing of payments on any of
the underlying assets or the payments or yield on the securities. This
information supersedes any prior versions hereof and will be deemed to be
superseded by any subsequent versions (including, with respect to any
description of the securities or underlying assets, the information contained in
the Offering Document).
<PAGE>
LEHMAN BROTHERS
<TABLE>
<CAPTION>
PROJECTED PERFORMANCE
UNDER VARYING PREPAYMENT ASSUMPTIONS
TO 10% CLEANUP CALL
<S> <C> <C> <C> <C> <C> <C> <C>
% of Prepayment Assumption 0.0% 50.0% 75.0% 100.0% 125.0% 150.0% 200.0%
Implied Seasoned CPR 0.0% 8.5% 12.8% 17.0% 21.3% 25.5% 34.0%
CLASS M-1
Avg. Life (yrs) 18.13 12.55 10.02 8.17 6.78 5.66 4.02
Mod Duration (yrs) 9.51 7.79 6.74 5.85 5.09 4.42 3.33
Window (begin-end)(mths) 200-237 122-178 95-149 77-123 63-103 52-88 37-66
Expected Final Maturity 12/15/16 1/15/12 8/15/09 6/15/07 10/15/05 7/15/04 9/15/02
Yield @ 99.947% 7.67 7.67 7.66 7.66 7.65 7.64 7.62
CLASS M-2
Avg. Life (yrs) 19.71 14.79 12.38 10.21 8.54 7.29 5.46
Mod Duration (yrs) 9.43 8.26 7.49 6.66 5.91 5.28 4.23
Window (begin-end) (mths) 237-237 178-178 149-149 123-123 103-103 88-88 66-66
Expected Final Maturity 12/15/16 1/15/12 8/15/09 6/15/07 10/15/05 7/15/04 9/15/02
Yield @ 99.926% 8.29 8.29 8.29 8.28 8.28 8.27 8.26
CLASS M-2
Avg. Life (yrs) 19.13 14.00 11.51 9.45 7.91 6.93 5.41
Mod Duration (yrs) 9.17 7.91 7.08 6.26 5.54 5.05 4.18
Window (begin-end) (mths) 211-237 148-178 111-149 90-123 75-103 69-88 60-66
Expected Final Maturity 12/15/16 1/15/12 8/15/09 6/15/07 10/15/05 7/15/04 9/15/02
Yield @ 99.927% 8.50 8.49 8.49 8.48 8.48 8.47 8.46
</TABLE>
This information does not constitute either an offer to sell or a solicitation
of an offer to buy any securities referred to herein. Offers to sell and
solicitations of offers to buy the securities are made only by , and this
information must be read in conjunction with, the final Prospectus Supplement
and the related Prospectus or, if not registered under the securities laws, the
final Offering Memorandum (the "Offering Document"). Information contained
herein does not purport to complete and is subject to the same qualifications
and assumptions, and should be considered by investors only in the light of the
same warnings, lack of assurances and representations and other precautionary
matters, as disclosed in the Offering Document. Information regarding the
underlying assets has been provided by the issuer of the securities or an
affiliate thereof and has not been independently verified by Lehman Brothers
Inc. or any affiliate. The analyses contained herein have been prepared on the
basis of certain assumptions (including, in certain cases, assumptions specified
by the recipient hereof) regarding payments, interest rates, losses and other
matters, including, but not limited to, the assumptions described in the
Offering Document. Lehman Brothers Inc., and any of its affiliates, make no
representation or warranty as to the actual rate or timing of payments on any of
the underlying assets or the payments or yield on the securities. This
information supersedes any prior versions hereof and will be deemed to be
superseded by any subsequent versions (including, with respect to any
description of the securities or underlying assets, the information contained in
the Offering Document).
<PAGE>
LEHMAN BROTHERS
COLLATERAL SUMMARY
Initial Loans
Total Number of Loans 6,282
TOTAL OUTSTANDING LOAN BALANCE $107,176,415.01
BALLOON (% OF TOTAL) 0.00%
LEVEL PAY (% OF TOTAL) 100.00%
AVERAGE LOAN PRINCIPAL BALANCE $17,060.87
WEIGHTED AVERAGE COUPON 12.86%
WEIGHTED AVERAGE ORIGINAL TERM (MTHS) 217
RANGE OF ORIGINAL TERMS 1 - 120: 16.90%
121 - 180: 25.15%
181 - 240: 33.42%
241 - 300: 24.53%
WEIGHTED AVERAGE REMAINING TERM (MTHS) 216
WEIGHTED AVERAGE CLTV 79.86%
LIEN POSITION (FIRST/SECOND) 1.39% / 98.61%
PROPERTY TYPE
SINGLE FAMILY 99.03%
2-4 FAMILY 0.20%
CONDO / TOWNHOUSE 0.01%
OTHER 0.76%
OCCUPANCY STATUS
OWNER OCCUPIED 99.70%
INVESTMENT/SECOND HOME 0.16%
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
GEOGRAPHIC DISTRIBUTION CA: 27.97% TX: 5.17%
other states account individually
for less than LA: 7.00% AZ: 5.14%
5% of Group I principal balance IL: 6.15% NY: 5.05%
NV: 5.29%
ORIGINATION YEARS 1997: 49.5% 1995: 1.8%
1996: 48.6% Pre 1995: 0.1%
CREDIT CLASS A: 55.86% B-: 1.08%
A-: 3.93% C: 0.12%
B+: 29.30%
B: 9.70%
</TABLE>
This information does not constitute either an offer to sell or a solicitation
of an offer to buy any securities referred to herein. Offers to sell and
solicitations of offers to buy the securities are made only by , and this
information must be read in conjunction with, the final Prospectus Supplement
and the related Prospectus or, if not registered under the securities laws, the
final Offering Memorandum (the "Offering Document"). Information contained
herein does not purport to complete and is subject to the same qualifications
and assumptions, and should be considered by investors only in the light of the
same warnings, lack of assurances and representations and other precautionary
matters, as disclosed in the Offering Document. Information regarding the
underlying assets has been provided by the issuer of the securities or an
affiliate thereof and has not been independently verified by Lehman Brothers
Inc. or any affiliate. The analyses contained herein have been prepared on the
basis of certain assumptions (including, in certain cases, assumptions specified
by the recipient hereof) regarding payments, interest rates, losses and other
matters, including, but not limited to, the assumptions described in the
Offering Document. Lehman Brothers Inc., and any of its affiliates, make no
representation or warranty as to the actual rate or timing of payments on any of
the underlying assets or the payments or yield on the securities. This
information supersedes any prior versions hereof and will be deemed to be
superseded by any subsequent versions (including, with respect to any
description of the securities or underlying assets, the information contained in
the Offering Document).
