UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1994, OR
___ TRANSITION REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _________ TO __________.
CAPITAL AUTO RECEIVABLES ASSET TRUST 1992-1 33-49169
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-1 33-49307
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-2 33-49307
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-3 33-49307
------------------------------------------- ---------------
(Exact name of registrants as Commission file
specified in its charter) number
A Delaware Business Trust 13-3284790
- -------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Bankers Trust (Delaware)
1001 Jefferson, Suite 550,
Wilmington, Delaware 19801
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code (212) 250-6864
--------------
Securities registered pursuant to Section 12(b) of the Act: (None)
Section 12(g) of the Act: (None).
Indicate by check mark whether each of the registrants (1) has filed all
reports required to be filed by Section 13 of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. Yes X. No .
-- --
<PAGE>2
This quarterly report, filed pursuant to Rule 13a-13 of the General Rules
and Regulations under the Securities Exchange Act of 1934, consists of the
following information as specified in Form 10-Q:
PART I. FINANCIAL INFORMATION
The required information is given as to each of the registrants as shown
on page 1 herein.
ITEM 1. FINANCIAL STATEMENTS.
1. Statement of Assets and Liabilities and Equity,
September 30, 1994, December 31, 1993 and September 30, 1993.
2. Statement of Distributable Income for the Three Months and
Nine Months Ended September 30, 1994 and 1993.
3. Notes to Financial Statements.
The above described Financial Statements for each of the registrants
are submitted herewith as Exhibits 20.1, 20.2, 20.3 and 20.4.
In the opinion of management, the interim financial statements reflect
all adjustments, consisting of normal recurring items, which are necessary
for a fair presentation of the results for the interim periods presented.
____________________
-2-
<PAGE>3
PART II
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Each of the Trusts were formed pursuant to a trust agreement between
Capital Auto Receivables, Inc. (the "Seller") and Bankers Trust (Delaware),
as Owner Trustee, and issued the following Asset-Backed Notes and
Certificates. Each Trust acquired retail finance receivables from the Seller
in the aggregate amount as shown below in exchange for asset-backed notes and
asset-backed certificates representing undivided interests in each of the
Trusts. Each Trust's property includes a pool of retail instalment sale
contracts for automobiles and light trucks, certain monies due thereunder,
security interests in the vehicles financed thereby and certain other
property.
Retail
Finance
Date of Sale Receivables
and Servicing Aggregate Asset-Backed Asset-Backed
Trust Agreement Amount Notes Certificates
- ---------- ----------------- --------- ---------------- ------------
(Millions) (Millions) (Millions)
Capital December 17, 1992 $1,607.1 Class A-1 $ 657.7 $ 56.2
Auto Class A-2 $ 641.6
Receivables Class A-3 $ 251.6
Asset Trust
1992-1
Capital February 11, 1993 $2,912.9 Class A-1 $ 322.0 $ 101.9
Auto Class A-2 $ 225.0
Receivables Class A-3 $ 125.0
Asset Trust Class A-4 $ 478.0
1993-1 Class A-5 $1,147.0
Class A-6 $ 318.0
Class A-7 $ 196.0
Capital June 2, 1993 $2,009.3 Class A-1 $ 750.0 $ 58.6
Auto Class A-2 $ 100.0
Receivables Class A-3 $ 641.0
Asset Trust Class A-4 $ 403.0
1993-2
Capital October 21, 1993 $2,504.9 Class A-1 $ 430.0 $ 81.4
Auto Class A-2 $ 59.0
Receivables Class A-3 $ 63.0
Asset Trust Class A-4 $ 210.0
1993-3 Class A-5 $ 484.3
Class A-6 $1,177.2 (Private
Placement)
General Motors Acceptance Corporation (GMAC), the originator of the
retail receivables, continues to service the receivables for the
aforementioned Trusts and receives compensation and fees for such services.
Investors receive periodic payments of principal and interest for each
class of notes and certificates as the receivables are liquidated.
____________________
-3-
<PAGE>4
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits:
20.1 Capital Auto Receivables Asset Trust 1992-1 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994 and 1993.
20.2 Capital Auto Receivables Asset Trust 1993-1 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994 and for the period February 11, 1993
(inception) through September 30, 1993.
20.3 Capital Auto Receivables Asset Trust 1993-2 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994 and for the period June 2, 1993
(inception) through September 30, 1993.
20.4 Capital Auto Receivables Asset Trust 1993-3 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994.
27. Financial Data Schedule (for SEC electronic filing
information only).
(b) Reports on Form 8-K
No current reports on Form 8-K have been filed by any of the
abovementioned Owner Trusts during the quarter ended
September 30, 1994.
____________________
-4-
<PAGE>5
SIGNATURE
Pursuant to the requirements of Section 13 of the Securities Exchange Act
of 1934, the Owner Trustee has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
CAPITAL AUTO RECEIVABLES ASSET TRUST 1992-1
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-1
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-2
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-3
by: Bankers Trust (Delaware)
----------------------------------
(Owner Trustee, not in its
individual capacity but
solely as Owner Trustee on
behalf of the Issuer.)
---------------------------------
(Louis Bodi,
Assistant Vice President)
Date: November 10, 1994
-----------------
-5-
<PAGE>6
EXHIBIT INDEX
Exhibit
Number Exhibit Name
- -------- -------------------------------------------------------
20.1 Capital Auto Receivables Asset Trust 1992-1 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994 and 1993.
20.2 Capital Auto Receivables Asset Trust 1993-1 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994 and for the period February 11, 1993
(inception) through September 30, 1993.
20.3 Capital Auto Receivables Asset Trust 1993-2 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994 and for the period June 2, 1993
(inception) through September 30, 1993.
20.4 Capital Auto Receivables Asset Trust 1993-3 Financial
Statements for the Three Months and Nine Months Ended
September 30, 1994.
<PAGE>7
Exhibit 20.1
Page 1 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1992-1
STATEMENT OF ASSETS, LIABILITIES AND EQUITY
(in millions of dollars)
Sept. 30, Dec. 31, Sept. 30,
1994 1993 1993
-------- -------- --------
ASSETS
Receivables (Note 2) ..................... $ 344.2 $ 759.3 $ 944.7
-------- -------- --------
TOTAL ASSETS ............................. $ 344.2 $ 759.3 $ 944.7
======== ======== ========
LIABILITIES AND EQUITY (NOTES 2 and 3)
Asset-Backed Notes ....................... $ 309.1 $ 709.7 $ 888.6
Asset-Backed Certificates (Equity) ....... 35.1 49.6 56.1
-------- -------- --------
TOTAL LIABILITIES AND EQUITY ............. $ 344.2 $ 759.3 $ 944.7
======== ======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>8
Exhibit 20.1
Page 2 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1992-1
STATEMENT OF DISTRIBUTABLE INCOME
(in millions of dollars)
Period Ended September 30
Third Quarter Nine Months
-------------- --------------
1994 1993 1994 1993
---- ---- ---- ----
Distributable Income
Allocable to Principal ......... $ 113.2 $ 210.0 $ 415.1 $ 662.3
Allocable to Interest ......... 6.2 12.3 22.2 43.3
-------- -------- -------- --------
Distributable Income ............. $ 119.4 $ 222.3 $ 437.3 $ 705.6
======== ======== ======== ========
Income Distributed ............... $ 119.4 $ 222.3 $ 437.3 $ 705.6
======== ======== ======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>9
Exhibit 20.1
Page 3 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1992-1
NOTES TO FINANCIAL STATEMENTS
NOTE 1. BASIS OF ACCOUNTING
The financial statements of Capital Auto Receivables Asset Trust 1992-1
(the "Trust") are prepared on the basis of cash receipts and cash
disbursements. Such financial statements differ from financial statements
prepared in accordance with generally accepted accounting principles in
that interest income and the related assets are recognized when received
rather than when earned and distributions to noteholders and
certificateholders are recognized when paid rather than when the respective
obligation is incurred. Certain expenses of the Trust are paid by Capital
Auto Receivables, Inc. (the "Seller").
NOTE 2. SALE OF NOTES AND CERTIFICATES
On December 17, 1992, Capital Auto Receivables Asset Trust 1992-1 acquired
retail finance receivables aggregating approximately $1,607.1 million from
the Seller in exchange for three classes of Asset-Backed Notes representing
indebtedness of the Trust of $657.7 million Class A-1; $641.6 million Class
A-2; $251.6 million Class A-3 and $56.2 million of Asset-Backed
Certificates representing equity interests in the Trust. The Trust property
includes a pool of retail instalment sale contracts for automobiles and
light trucks, certain monies due or received thereunder, security interests
in the vehicles financed thereby and certain other property. The Servicer
has the option to repurchase the remaining receivables and certain other
property on or after the date on which the principal balance declines to
10% or less of the aggregate amount financed.
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS
Payments of interest and principal (including prepayments) on the Notes are
made on the fifteenth day of March, June, September and December or, if any
such day is not a Business Day, on the next succeeding Business Day,
commencing March 15, 1993 (each, a "Payment Date"). Principal of the Notes
will be payable on each Payment Date in an amount equal to the sum of the
Noteholders' Principal Distributable Amounts for each of the three Monthly
Periods preceding such Payment Date, to the extent of funds available
therefor. Payments of principal on the Notes are made (i) on the Class A-1
Notes until they are paid in full, (ii) then on the Class A-2 Notes until
they are paid in full and (iii) then on the Class A-3 Notes until they are
paid in full. The principal balance of the Class A-1 Notes was paid in full
on September 15, 1993, the then-unpaid principal balance of the Class A-2
Notes will be payable on September 15, 1995 and the then-unpaid principal
balance of the Class A-3 Notes will be payable on December 15, 1997. The
final scheduled Distribution Date for the Certificates will be December 15,
1997.
On each Distribution Date on and after the date on which the Class A-1
Notes have been paid in full, Certificateholders will receive, in respect
of the certificate balance, an amount equal to the Certficateholders'
Principal Distributable Amount for the Monthly Period preceding such
Distribution Date, to the extent of funds available therefor.
<PAGE>10
Exhibit 20.1
Page 4 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1992-1
NOTES TO FINANCIAL STATEMENTS (concluded)
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS (concluded)
Interest on the outstanding principal amount of the Notes accrues from
December 15, 1992 (in the case of the Class A-2 Notes, December 17, 1992)
or, from the most recent Payment Date on which interest has been paid to
but excluding the following Payment Date. During 1993, the Class A-1 Notes
received interest at the rate of 3.73% per annum.
The Class A-2 Notes receive a floating rate of interest which is reset for
each Payment Date to be a rate equal to the lesser of (i) LIBOR plus 0.25%
and (ii) 10%. The Class A-2 Notes received interest at a weighted average
rate of 3.7134% from December 17, 1992 through September 14, 1994.
The Class A-3 Notes will bear interest at the rate of 5.75% per annum. On
each Distribution Date, the Owner Trustee will distribute pro rata to
Certificateholders accrued interest at the pass through rate of 6.20% per
annum on the outstanding Certificate Balance.
NOTE 4. FEDERAL INCOME TAX
The Trust is classified as a grantor trust, and therefore is not taxable as
a corporation for federal income tax purposes. Each Noteholder and
Certificateholder, by the acceptance of a Note or Certificate, agrees to
treat the Notes as indebtedness and the Certificates as equity interests in
the Trust for federal, state and local income and franchise tax purposes.
<PAGE>11
Exhibit 20.2
Page 1 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-1
STATEMENT OF ASSETS, LIABILITIES AND EQUITY
(in millions of dollars)
Sept. 30, Dec. 31, Sept.30,
1994 1993 1993
-------- -------- --------
ASSETS
Receivables (Note 2) ...................... $ 903.3 $1,660.8 $1,997.8
-------- -------- --------
TOTAL ASSETS .............................. $ 903.3 $1,660.8 $1,997.8
======== ======== ========
LIABILITIES AND EQUITY (NOTES 2 and 3)
Asset-Backed Notes ........................ $ 833.9 $1,565.8 $1,895.9
Asset-Backed Certificates (Equity) ........ 69.4 95.0 101.9
-------- -------- --------
TOTAL LIABILITIES AND EQUITY .............. $ 903.3 $1,660.8 $1,997.8
======== ======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>12
Exhibit 20.2
Page 2 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-1
STATEMENT OF DISTRIBUTABLE INCOME
(in millions of dollars)
Feb. 11,
(inception)
Period Ended September 30 through
Third Quarter Nine Months Sept.30,
-------------- ----------- --------
1994 1993 1994 1993
---- ---- ---- ----
Distributable Income
Allocable to Principal .... $ 217.2 $ 391.3 $ 757.5 $ 915.1
Allocable to Interest .... 14.3 22.9 46.9 52.7
-------- -------- -------- --------
Distributable Income ........ $ 231.5 $ 414.2 $ 804.4 $ 967.8
======== ======== ======== ========
Income Distributed .......... $ 231.5 $ 414.2 $ 804.4 $ 967.8
======== ======== ======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>13
Exhibit 20.2
Page 3 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-1
NOTES TO FINANCIAL STATEMENTS
NOTE 1. BASIS OF ACCOUNTING
The financial statements of Capital Auto Receivables Asset Trust 1993-1
(the "Trust") are prepared on the basis of cash receipts and cash
disbursements. Such financial statements differ from financial statements
prepared in accordance with generally accepted accounting principles in
that interest income and the related assets are recognized when received
rather than when earned and distributions to noteholders and
certificateholders are recognized when paid rather than when the respective
obligation is incurred. Certain expenses of the Trust are paid by Capital
Auto Receivables, Inc. (the "Seller").
NOTE 2. SALE OF NOTES AND CERTIFICATES
On February 11, 1993, Capital Auto Receivables Asset Trust 1993-1 acquired
retail finance receivables aggregating approximately $2,912.9 million from
the Seller in exchange for seven classes of Asset-Backed Notes representing
indebtedness of the Trust of $322.0 million Class A-1; $225.0 million Class
A-2; $125.0 million Class A-3; $478.0 million Class A-4; $1,147.0 million
Class A-5; $318.0 million Class A-6; $196.0 million Class A-7 and $101.9
million of Asset-Backed Certificates representing equity interests in the
Trust. The Trust property includes a pool of retail instalment sale
contracts for automobiles and light trucks, certain monies due or received
thereunder, security interests in the vehicles financed thereby, an
interest rate cap and certain other property. The Servicer has the option
to repurchase the remaining receivables and certain other property on or
after the date on which the principal balance declines to 10% or less of
the aggregate amount financed.
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS
Payments of interest and principal (including prepayments) on the Notes are
made on the fifteenth day of February, May, August and November or, if any
such day is not a Business Day, on the next succeeding Business Day,
commencing May 17, 1993 (each, a "Payment Date"). Principal of the Notes
will be payable on each Payment Date in an amount equal to the sum of the
Noteholders' Principal Distributable Amounts for each of the three Monthly
Periods preceding such Payment Date, to the extent of funds available
therefor. Payments of principal on the Notes are payable by class in the
priorities set forth in the Indenture (previously filed by Form 8-K).
The principal balance of the Class A-1 Notes was paid in full on May 17,
1993; the principal balance of the Class A-2 Notes was paid in full on
August 16, 1993; the principal balance of the Class A-3 Notes was paid in
full on November 15, 1993; the principal balance of the Class A-4 Notes was
paid in full on November 15, 1993; the then-unpaid principal balance of the
Class A-5 Notes will be payable on November 15, 1995; and the then-unpaid
principal balance of the Class A-6 Notes and the Class A-7 Notes will be
payable on February 17, 1998. Payment of principal to the
Certificateholders in respect of the Certificate Balance was initiated in
1993, subsequent to the full payment of the Class A-1, Class A-2, Class
A-3 and Class A-4 Notes. On each Distribution Date, the Certificateholders
receive an amount equal to the Certificateholders' Principal Distributable
Amount for the Monthly Period preceding such Distribution Date, to the
extent of funds available therefor. The final scheduled Distribution Date
for the Certificates is February 17, 1998.
<PAGE>14
Exhibit 20.2
Page 4 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-1
NOTES TO FINANCIAL STATEMENTS (concluded)
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS (concluded)
Interest on the outstanding principal amount of the Notes accrues from
February 11, 1993 or, from the most recent Payment Date on which interest
has been paid to but excluding the following Payment Date. The Class A-1
Notes received interest at the rate of 3.1875% per annum. The Class A-2
Notes received interest at the rate of 3.3125% per annum. The Class A-3
Notes received interest at the rate of 3.4375% per annum. The Class A-4
Notes received a floating rate of interest from February 11 through
November 14, 1993 at a weighted average rate of 3.2657%.
The Class A-5 Notes receive a floating rate of interest which is reset for
each Payment Date to be equal to LIBOR plus 0.15%. The Class A-5 Notes
received interest at a weighted average rate of 3.6340% from February 11,
1993 through August 14, 1994.
The Class A-6 Notes bear interest at the rate of 4.90% per annum. The
Class A-7 Notes bear interest at the rate of 5.35% per annum. On each
Distribution Date, the Owner Trustee distributes pro rata to
Certificateholders accrued interest at the pass-through rate of 5.85% per
annum on the outstanding Certificate Balance.
NOTE 4. FINANCIAL INSTRUMENT WITH OFF-BALANCE SHEET RISK
The Trust is the holder of an interest rate cap agreement for the purpose
of managing its floating interest rate exposure. An interest rate cap
agreement provides the holder protection against interest rate movements
above an established rate. The notional amount of this interest rate cap
at September 30, 1994 was $319.8 million.
NOTE 5. FEDERAL INCOME TAX
The Trust is classified as a grantor trust, and therefore is not taxable as
a corporation for federal income tax purposes. Each Noteholder and
Certificateholder, by the acceptance of a Note or Certificate, agrees to
treat the Notes as indebtedness and the Certificates as equity interests in
the Trust for federal, state and local income and franchise tax purposes.
<PAGE>15
Exhibit 20.3
Page 1 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-2
STATEMENT OF ASSETS, LIABILITIES AND EQUITY
(in millions of dollars)
Sept. 30, Dec. 31, Sept. 30,
1994 1993 1993
-------- -------- --------
ASSETS
Receivables (Note 2) ................... $ 826.4 $1,423.2 $1,648.0
-------- -------- --------
TOTAL ASSETS ........................... $ 826.4 $1,423.2 $1,648.0
======== ======== ========
LIABILITIES AND EQUITY (NOTES 2 and 3)
Asset-Backed Notes ..................... $ 777.2 $1,364.6 $1,589.4
Asset-Backed Certificates (Equity) ..... 49.2 58.6 58.6
-------- -------- --------
TOTAL LIABILITIES AND EQUITY ........... $ 826.4 $1,423.2 $1,648.0
======== ======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>16
Exhibit 20.3
Page 2 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-2
STATEMENT OF DISTRIBUTABLE INCOME
(in millions of dollars)
June 2,
(inception)
Period Ended September 30 through
Third Quarter Nine Months Sept.30,
------------- ----------- --------
1994 1993 1994 1993
---- ---- ---- ----
Distributable Income
Allocable to Principal ...... $ 182.5 $ 227.0 $ 596.8 $ 304.5
Allocable to Interest ...... 10.5 18.3 37.4 21.2
-------- -------- -------- --------
Distributable Income .......... $ 193.0 $ 245.3 $ 634.2 $ 325.7
======== ======== ======== ========
Income Distributed ............ $ 193.0 $ 245.3 $ 634.2 $ 325.7
======== ======== ======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>17
Exhibit 20.3
Page 3 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-2
NOTES TO FINANCIAL STATEMENTS
NOTE 1. BASIS OF ACCOUNTING
The financial statements of Capital Auto Receivables Asset Trust 1993-2
(the "Trust") are prepared on the basis of cash receipts and cash
disbursements. Such financial statements differ from financial statements
prepared in accordance with generally accepted accounting principles in
that interest income and the related assets are recognized when received
rather than when earned and distributions to noteholders and
certificateholders are recognized when paid rather than when the respective
obligation is incurred. Certain expenses of the Trust are paid by Capital
Auto Receivables, Inc. (the "Seller").
NOTE 2. SALE OF NOTES AND CERTIFICATES
On June 2, 1993, Capital Auto Receivables Asset Trust 1993-2 acquired
retail finance receivables aggregating approximately $2,009.3 million at a
discount of $56.7 million from the Seller in exchange for four classes of
Asset-Backed Notes representing indebtedness of the Trust of $750.0 million
Class A-1; $100.0 million Class A-2; $641.0 million Class A-3; $403.0
million Class A-4 and $58.6 million of Asset-Backed Certificates
representing equity interests in the Trust. The Trust property includes a
pool of retail instalment sale contracts for automobiles and light trucks,
certain monies due or received thereunder, security interests in the
vehicles financed thereby and certain other property. Substantially all of
the Receivables comprising the Trust property were acquired by GMAC under
special incentive rate financing programs. The Servicer has the option to
repurchase the remaining receivables and certain other property on or after
the date on which the principal balance declines to 10% or less of the
aggregate amount financed.
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS
Payments of interest and principal (including prepayments) on the Notes are
made on the fifteenth day of each month or, if any such day is not a
Business Day, on the next succeeding Business Day, commencing June 15, 1993
(each, a "Distribution Date"). Principal of the Notes is payable on each
Distribution Date in an amount equal to the sum of the Noteholders'
Principal Distributable Amounts for the related Monthly Period to the
extent of funds available therefor. Payments of principal on the Notes are
payable by class in the priorities set forth in the Indenture (previously
filed by Form 8-K). The unpaid principal balance of the Class A-1 Notes was
paid in full on April 15, 1994; the unpaid principal balance of the Class
A-2 Notes was paid in full on May 16, 1994; the then-unpaid principal
balance of the Class A-3 Notes will be payable on November 15, 1995 and the
then-unpaid principal balance of the Class A-4 Notes will be payable on May
15, 1997.
<PAGE>18
Exhibit 20.3
Page 4 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-2
NOTES TO FINANCIAL STATEMENTS (concluded)
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS (concluded)
On each Distribution Date on and after the date on which the Class A-1 and
Class A-2 Notes have been paid in full, Certificateholders will receive, in
respect of the certificate balance, an amount equal to the
Certificateholders' Principal Distributable Amount for the Monthly Period
preceding such Distribution Date, to the extent of funds available
therefor. The final scheduled Distribution Date for the Certificates is May
15, 1997.
Interest on the outstanding principal amount of the Notes accrues from
June 2, 1993 or, from the most recent Distribution Date on which interest
has been paid to but excluding the following Distribution Date.
The Class A-1 Notes received interest at the rate of 3.35% per annum. The
Class A-2 Notes received interest at the rate of 3.71% per annum.
The Class A-3 Notes bear interest at the rate of 4.20% per annum. The
Class A-4 Notes bear interest at the rate of 4.70% per annum. On each
Distribution Date, the Owner Trustee distributes pro rata to
Certificateholders accrued interest at the pass-through rate of 4.70% per
annum on the outstanding Certificate Balance.
NOTE 4. FEDERAL INCOME TAX
The Trust is classified as a partnership, and therefore is not taxable as a
corporation for federal income tax purposes. Each Noteholder and
Certificateholder, by the acceptance of a Note or Certificate, has agreed
to treat the Notes as indebtedness and the Certificates as equity interests
in the Trust for federal, state and local income and franchise tax
purposes.
<PAGE>19
Exhibit 20.4
Page 1 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-3
STATEMENT OF ASSETS, LIABILITIES AND EQUITY
(in millions of dollars)
Sept. 30, Dec. 31,
1994 1993
-------- --------
ASSETS
Receivables (Note 2) ........................ $1,491.7 $2,438.8
-------- --------
TOTAL ASSETS ................................ $1,491.7 $2,438.8
======== ========
LIABILITIES AND EQUITY (NOTES 2 and 3)
Asset-Backed Notes .......................... $1,420.6 $2,357.4
Asset-Backed Certificates (Equity) .......... 71.1 81.4
-------- --------
TOTAL LIABILITIES AND EQUITY ................ $1,491.7 $2,438.8
======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>20
Exhibit 20.4
Page 2 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-3
STATEMENT OF DISTRIBUTABLE INCOME
(in millions of dollars)
Period Ended September 30
Third Quarter Nine Months
-------------- -----------
1994 1994
---- ----
Distributable Income
Allocable to Principal ...................... $ 238.8 $ 947.1
Allocable to Interest ...................... 17.9 62.6
-------- --------
Distributable Income .......................... $ 256.7 $1,009.7
======== ========
Income Distributed ............................ $ 256.7 $1,009.7
======== ========
Reference should be made to the Notes to Financial Statements.
<PAGE>21
Exhibit 20.4
Page 3 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-3
NOTES TO FINANCIAL STATEMENTS
NOTE 1. BASIS OF ACCOUNTING
The financial statements of Capital Auto Receivables Asset Trust 1993-3
(the "Trust") are prepared on the basis of cash receipts and cash
disbursements. Such financial statements differ from financial statements
prepared in accordance with generally accepted accounting principles in
that interest income and the related assets are recognized when received
rather than when earned and distributions to noteholders and
certificateholders are recognized when paid rather than when the respective
obligation is incurred. Certain expenses of the Trust are paid by Capital
Auto Receivables, Inc. (the "Seller").
NOTE 2. SALE OF NOTES AND CERTIFICATES
On October 21, 1993, Capital Auto Receivables Asset Trust 1993-3 acquired
retail finance receivables aggregating approximately $2,504.9 million from
the Seller in exchange for six classes of Asset-Backed Notes representing
indebtedness of the Trust of $430.0 million Class A-1; $59.0 million Class
A-2; $63.0 million Class A-3; $210.0 million Class A-4; $484.3 million
Class A-5; $1,177.2 million Class A-6 and $81.4 million of Asset-Backed
Certificates representing equity interests in the Trust. The Trust property
includes a pool of retail instalment sale contracts for automobiles and
light trucks, monies due or received thereunder, security interests in the
vehicles financed thereby and certain other property. The Servicer has the
option to repurchase the remaining receivables and certain other property
on or after the date on which the principal balance declines to 10% or less
of the aggregate amount financed.
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS
Payments of interest on the Class A-1 Notes and the Class A-5 Notes will be
made on the fifteenth day of each month or, if any such day is not a
Business Day, on the next succeeding Business Day, commencing on November
15, 1993 (each a "Distribution Date"). Payments of interest on the Class A-
2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-6 Notes
are made on the fifteenth day of January, April, July and October or, if
any such day is not a Business Day, on the next succeeding Business Day,
commencing January 18, 1994 (each, a "Payment Date"). Principal of the
Notes will be payable by class in the priorities and in the amounts as set
forth in the Indenture (previously filed by Form 8-K), equal to the sum of
the Aggregate Noteholders' Principal Distributable Amounts to the extent of
funds available therefor.
<PAGE>22
Exhibit 20.4
Page 4 of 4
CAPITAL AUTO RECEIVABLES ASSET TRUST 1993-3
NOTES TO FINANCIAL STATEMENTS (concluded)
NOTE 3. PRINCIPAL AND INTEREST PAYMENTS (concluded)
The unpaid principal balance of the Class A-1 Notes will be payable on
November 15, 1994; the principal balance of the Class A-2 Notes was paid in
full on January 18, 1994; the principal balance of the Class A-3 Notes was
paid in full on April 15, 1994; the principal balance of the Class A-4
Notes was paid in full on April 15, 1994; the then-unpaid principal balance
of the Class A-5 Notes will be payable on October 16, 1995; and the then-
unpaid principal balance of the Class A-6 Notes will be payable on October
15, 1998. On each Distribution Date on and after the date on which the
Class A-2 Notes, the Class A-3 Notes and the Class A-4 Notes have been paid
(or provided for) in full, Certificateholders will receive, in respect of
the certificate balance, an amount equal to the Certificateholders'
Principal Distributable Amount for the Monthly Period preceding such
Distribution Date, to the extent of funds available therefor. The final
scheduled Distribution Date for the Certificates will be October 15, 1998.
Interest on the outstanding principal amount of the Notes accrues from
October 21, 1993 or, from the most recent Distribution Date or Payment
Date, as applicable, on which interest has been paid to but excluding the
following Payment Date. The Class A-1 Notes bear interest at the rate of
3.30% per annum. The Class A-2 Notes received interest at the rate of
3.25% per annum. The Class A-3 Notes received interest at the rate of
3.25% per annum. The Class A-4 Notes received interest at the rate of
3.30% per annum.
The Class A-5 Notes bear interest at the rate of 3.65% per annum. The
Class A-6 Notes bear interest at the rate of 4.60% per annum. On each
Distribution Date, the Owner Trustee distributes pro rata to
Certificateholders accrued interest at the pass-through rate of 4.60% per
annum on the outstanding Certificate Balance.
NOTE 4. FEDERAL INCOME TAX
The Trust is classified as a grantor trust, and therefore is not taxable as
a corporation for federal income tax purposes. Each Noteholder and
Certificateholder, by the acceptance of a Note or Certificate, agrees to
treat the Notes as indebtedness and the Certificates as equity interests in
the Trust for federal, state and local income and franchise tax purposes.
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the Capital
Auto Receivables Assets Trusts Form 10-Q for the period ending September 30,
1994 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1994
<CASH> 0
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 3566
<ALLOWANCE> 0
<TOTAL-ASSETS> 3566
<DEPOSITS> 0
<SHORT-TERM> 0
<LIABILITIES-OTHER> 0
<LONG-TERM> 0
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITIES-AND-EQUITY> 3566
<INTEREST-LOAN> 169
<INTEREST-INVEST> 0
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 169
<INTEREST-DEPOSIT> 0
<INTEREST-EXPENSE> 0
<INTEREST-INCOME-NET> 169
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 0
<INCOME-PRETAX> 169
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 169
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 0
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 0
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 0
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
