CAPITAL AUTO RECEIVABLES INC
8-K, 1997-04-10
ASSET-BACKED SECURITIES
Previous: WORKFORCE SYSTEMS CORP /FL/, S-8, 1997-04-10
Next: SHEFFIELD MEDICAL TECHNOLOGIES INC, SC 13D, 1997-04-10



               UNITED STATES 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:  April 10, 1997

                         CAPITAL AUTO RECEIVABLES, INC.
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


         Delaware                  333-06039           38-3082892
- -------------------------------    ----------      -------------------
(State or other jurisdiction of    Commission        (I.R.S. Employer
incorporation or organization)     File Number     Identification No.)


Corporate Trust Center
1209 Orange Street, Wilmington, DE                       19801
- ---------------------------------------                ----------
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code    302-658-7581
                                                      ------------


Items 1-4.        Not Applicable.

Item 5.           Other Events.

                  On  April  8,  1997,   the   registrant   made  available  to
                  prospective  investors  a series  term sheet  setting  forth a
                  description of the collateral pool and the proposed  structure
                  of  $1,408,404,075.83  Aggregate  Principal  Amount of Class A
                  6.50%   Asset   Backed   Certificates,   Series   1997-A   and
                  $93,893,605.06  Aggregate  Principal  Amount  of Class B 6.50%
                  Asset  Backed  Certificates,  Series  1997-A of  Capital  Auto
                  Receivables,  Inc.  Only the  Class A  Certificates  are being
                  offered  for  sale.  The  Class B Certificates  are not  being
                  offered for  sale  and  initially will be held by Capital Auto
                  Receivables, Inc. The series term sheet is attached  hereto as
                  Exhibit 99.

Item 6.           Not applicable.

Item 7.           Exhibits.

Exhibit 99.       The  following is filed as an Exhibit to this Report under
                  Exhibit 99.

                        Series Term Sheet dated April 8, 1997,  with  respect to
                        the  proposed  issuance  of the  Class  A  Asset  Backed
                        Certificates  and the Class B Asset Backed  Certificates
                        of Capital Auto Receivables, Inc. 1997-A.


                                   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.


                             CAPITAL AUTO RECEIVABLES, INC.
                             ----------------------------------------
                                         (Registrant)


                              s/ Eric A. Feldstein
                             ----------------------------------------
Dated:     April 10, 1997    Eric A. Feldstein, Chairman of the Board
           --------------



                             s/ John R. Rines
                             ----------------------------------------
Dated:     April 10, 1997    John R. Rines, President and Director
           --------------


<PAGE>


                                  EXHIBIT INDEX

Exhibit             Description                               Page
- -------             -----------                               ----

99                  Series Term Sheet dated April 8, 1997




                                                                      Exhibit 99

The  information  contained  in the  attached  materials  is  referred to as the
"Information".

The attached Term Sheet has been prepared with the cooperation of General Motors
Acceptance Corporation ("GMAC"). Neither the underwriters, GMAC nor any of their
affiliates  makes any  representation  as to the accuracy or completeness of the
Information herein. The Information  contained herein is preliminary and will be
superseded by the applicable  prospectus supplement and by any other information
subsequently filed with the Securities and Exchange Commission.

The  Information  contained  herein will be superseded by the description of the
collateral  pool  contained  in  the  prospectus   supplement  relating  to  the
securities.

The  Information  addresses only certain  aspects of the  applicable  security's
characteristics  and thus does not provide a complete  assessment.  As such, the
Information may not reflect the impact of all structural  characteristics of the
security.  The assumptions  underlying the Information,  including structure and
collateral, may be modified from time to time to reflect changed circumstances.

Although a registration  statement  (including the  prospectus)  relating to the
securities  discussed in this  communication  has been filed with the Securities
and  Exchange  Commission  and is  effective,  the final  prospectus  supplement
relating to the  securities  discussed in the  communication  has not been filed
with the  Securities  and  Exchange  Commission.  This  communication  shall not
constitute  an offer to sell or the  solicitation  of an offer to buy nor  shall
there be any sale of the securities discussed in this communication in any state
in  which  such  offer,   solicitation  or  sale  would  be  unlawful  prior  to
registration  or  qualification  under the  securities  laws of any such  state.
Prospective  purchasers  are  referred to the final  prospectus  and  prospectus
supplement  relating  to the  securities  discussed  in this  communication  for
definitive  Information  on any  matter  discussed  in this  communication.  Any
investment  decision  should  be  based on the  data in the  prospectus  and the
prospectus supplement ("Offering Documents") and the then current version of the
Information.  Offering  Documents  contain  data  that is  current  as of  their
publication dates and after publication may no longer be complete or current.  A
final  prospectus  and  prospectus  supplement may be obtained by contacting the
Merrill Lynch ABS Trading Desk at (212) 449-3659.


<PAGE>



                            GMAC 1997-A Grantor Trust
                     Capital Auto Receivables, Inc., Seller
                General Motors Acceptance Corporation, Servicer

                               Subject to Revision

                         Term Sheet Dated April __, 1997

Capitalized  terms  used below  which are not  defined  below have the  meanings
specified in the  Prospectus of Capital Auto  Receivables,  Inc. Dated April __,
1997  and  pertaining  to GMAC  Grantor  Trusts.  A copy of such  Prospectus  is
available from the Securities and Exchange Commission.

Issuer........................   GMAC 1997-A  Grantor  Trust (the "Trust" or the
                                 "Issuer").
The Certificates..............   1)  ____% Asset  Backed  Certificates,  Class A
                                    (the   "Class   A   Certificates")   in  the
                                    aggregate   initial   principal   amount  of
                                    $-,---,---,---.--.

                                 2)  The Class B  Certificates  will be retained
                                    by Capital Auto Receivables, Inc..
Terms of the Certificates:
A.  Distribution Dates........   Principal  and  interest,  to the extent of the
                                 Pass  Through  Rate of ___% per annum,  will be
                                 distributed  on the 15th day of each  month (or
                                 the next following  business day) beginning May
                                 15, 1997.

B.  Interest..................   On each  Distribution  Date,  interest  will be
                                 passed     through     to    the     Class    A
                                 Certificateholders  as of the  Record  Date  at
                                 the   Pass   Through   Rate  on  the   Class  A
                                 Certificate  Balance.  Interest  on the Class A
                                 Certificates  will  accrue from the most recent
                                 Distribution  Date on which  interest  has been
                                 paid to but excluding the current  Distribution
                                 Date,  to the  extent of funds  available  from
                                 (i) the  Class A  Percentage  of the  Available
                                 Interest,   (ii)   the   Subordination   Spread
                                 Account  and (iii)  the  Class B  Distributable
                                 Amount.

C.  Principal.................   On each  Distribution  Date,  the Trustee  will
                                 pass through and  distribute  pro rata to Class
                                 A  Certificateholders  as of the  Record  Date,
                                 with    respect    to    Scheduled     Interest
                                 Receivables,    all   Scheduled   Payments   of
                                 principal,   the   principal   portion  of  all
                                 prepayments   in  full  and   certain   partial
                                 prepayments   received   during   the   related
                                 Monthly  Period  and,  with  respect  to Simple
                                 Interest  Receivables,  all payments  allocable
                                 to  principal  that are received by the Trustee
                                 during  the  related  Monthly  Period,  in each
                                 case to the extent of funds  available from (i)
                                 the  Class  A  Percentage   of  the   Available
                                 Principal,   (ii)  the   Subordination   Spread
                                 Account  and (iii) the  remainder  of the Total
                                 Available Amount.

D.  Optional Purchase.........   The  Servicer  may purchase all of the property
                                 of the related  Trust as of the last day of the
                                 related  Monthly  Period on or after  which the
                                 aggregate  Principal Balance declines below 10%
                                 of the Aggregate Amount Financed.

Subordination.................   The rights of the Class B Certificateholder  to
                                 receive   distributions  to  which  they  would
                                 otherwise  be  entitled  with  respect  to  the
                                 Receivables  held by the related  Trust will be
                                 subordinated  to  the  rights  of the  Class  A
                                 Certificateholders.

Subordinated Spread Account...   A  Subordinated  Spread Account will be created
                                 with an  initial  deposit by the Seller of cash
                                 or certain investments  maturing on or prior to
                                 the  related  initial   Distribution  Date  and
                                 having  a  value  equal  to  the  Subordination
                                 Initial    Deposit.    The    funds    in   the
                                 Subordination  Spread  Account will  thereafter
                                 be  supplemented  by  the  deposit  of  amounts
                                 otherwise   distributable   to  the   Class   B
                                 Certificateholder  until the amount of funds in
                                 the  Subordination  Spread  Account  reaches an
                                 amount  equal  to the  Specified  Subordination
                                 Spread  Account  Balance.  Thereafter,  amounts
                                 otherwise   distributable   to  the   Class   B
                                 Certificateholder  will  be  deposited  in  the
                                 Subordination  Spread  Account  to  the  extent
                                 necessary  to  maintain  the amount of funds in
                                 the  Subordination  Spread Account at an amount
                                 equal  to the  Specified  Subordination  Spread
                                 Account Balance.  Amounts in the  Subordination
                                 Spread  Account  on any  Distribution  Date  in
                                 excess of the  Specified  Subordination  Spread
                                 Account  Balance  for  such  Distribution  Date
                                 generally  will  be  released  to the  Class  B
                                 Certificateholder.

Rating........................   As  a  condition  of  issuance,   the  Class  A
                                 Certificates  will  be  rated  in  the  highest
                                 category by at least one nationally  recognized
                                 rating agency.


<PAGE>


THE RECEIVABLES POOL:

The  Receivables to be included in the  Receivables  Pool related to the Class A
Certificates  were  selected  from the  Servicer's  portfolio  based on  several
criteria,  including that such Receivable (i) has a first payment due date on or
after  January  1, 1994,  (ii) has an  original  term of 6 to 60  months,  (iii)
provides for finance  charges at an annual  percentage  rate  between  6.00% and
20.00%,  (iv) as of the Cutoff Date,  was not more than 29 days past due and (v)
satisfies the other criteria set forth in the Prospectus  under the caption "The
Receivables." As of the Cutoff Date, Scheduled Interest Receivables  represented
approximately 49.6% of the Receivables Pool by aggregate principal balance, with
the remainder being Simple Interest Receivables.

The Aggregate  Amount Financed under the Receivables is  $1,502,297,680.89.  The
Receivables Pool has an average annual  percentage rate of 11.33% and a weighted
average remaining  maturity of 43.70 months. The composition and distribution by
annual percentage rate of the Receivables Pool are as set forth in the following
tables:
<TABLE>

<CAPTION>
 Weighted Average
Annual Percentage
     Rate of         Aggregate Amount        Number of         Average Amount
   Receivables           Financed        Contracts in Pool        Financed
     (Range)
- -------------------  ------------------  ------------------   ------------------
<S>   <C>            <C>                      <C>                <C>       
      11.33%         $1,502,297,680.89        130,485            $11,513.18
 (6.00 to 20.00%)

 Weighted Average
Original Maturity    Weighted Average        Scheduled
     (Range)             Remaining       Weighted Average
                         Maturity            Life (1)
- -------------------  ------------------  ------------------
<S>                    <C>                 <C>         
   55.58 months        43.70 months        24.10 months
 (6 to 60 months)

(1)Based on  Scheduled  Payments  due on and after the Cutoff Date and  assuming
   that no  prepayments  on the  Receivables  are made and that all  payments on
   Simple Interest Receivables are received on their respective due dates.
</TABLE>
<TABLE>

DISTRIBUTION BY ANNUAL PERCENTAGE RATE OF THE RECEIVABLES POOL
<CAPTION>

                                                                   Percentage of
                                Number of          Amount       Aggregate Amount
Annual Percentage Rate Range    CONTRACTS         FINANCED          FINANCED
                                ---------         --------          --------
<C>      <C>                     <C>         <C>                      <C> 
6.00% to 7.00%                   2,170       $16,158,928.29             1.1%
7.01% to 8.00%                   6,317        63,377,719.73             4.2
8.01% to 9.00%                  17,593       225,143,816.54            15.0
9.01% to 10.00%                 26,638       334,912,127.88            22.3
10.01% to 11.00%                22,723       272,953,307.25            18.2
11.01% to 12.00%                13,343       156,678,329.90            10.4
12.01% to 13.00%                 9,702       106,195,201.49             7.1
13.01% to 14.00%                 6,631        70,525,032.31             4.7
14.01% to 15.00%                 5,395        57,047,579.40             3.8
15.01% to 16.00%                 4,638        48,151,236.14             3.2
16.01% to 17.00%                 3,964        39,349,521.73             2.6
17.01% to 18.00%                 4,236        42,735,614.57             2.8
18.01% to 19.00%                 4,409        43,739,580.81             2.9
19.01% to 20.00%                 2,726        25,329,684.85             1.7
                              -------     ----------------            ------
Total                          130,485    $1,502,297,680.89           100.0%

</TABLE>


<PAGE>


THE RECEIVABLES POOL (CONTINUED):

The  Receivables  Pool  includes  Receivables  originated  in 46 states  and the
District of  Columbia.  The  following  table sets forth the  percentage  of the
Aggregate  Amount  Financed  in the states  with the  largest  concentration  of
Receivables.  No other state accounts for more than 4.0% of the Aggregate Amount
Financed.
<TABLE>

<CAPTION>
                                           Percentage of Aggregate
                  State (1)                    Amount Financed
                  ----------               -----------------------
<S>                                                 <C>  
                  Texas                             12.9%
                  California                        10.3
                  Florida                            7.2
                  Georgia                            6.9
                  Michigan                           6.4

(1)    Based on billing address of the obligors on the Receivables.
</TABLE>

Approximately  60.0% of the  aggregate  principal  balance  of the  Receivables,
constituting  53.4%  of  the  number  of  Receivables,  as of the  Cutoff  Date,
represent  Receivables  acquired by new  vehicles.  The remainder are secured by
used vehicles.

DELINQUENCIES, REPOSSESSIONS AND NET LOSSES

Set forth  below is certain  information  concerning  GMAC's  experience  in the
United States  pertaining to delinquencies on new and used retail automobile and
light truck receivables and  repossessions and net loss information  relating to
its  entire  vehicle  portfolio  (including  receivables  previously  sold which
General Motors  Acceptance  Corporation  continues to service).  There can be no
assurance  that the  delinquency,  repossession  and net loss  experience on the
Receivables Pool will be comparable to that set forth below.

<TABLE>
<CAPTION>

                                    1996    1995     1994    1993     1992
                                    ----    ----     ----    ----     ----
<S>                                 <C>     <C>     <C>      <C>     <C>
NEW AND USED VEHICLE CONTRACTS
Total Retail Contracts Outstanding
at End of the Period (in thousands) 3,005   3,518   3,892    4,589   5,217
Average Daily Delinquency
   31-60 days........................3.14%   2.75%   2.32%    2.35%   2.43%
   61-90 days........................0.22    0.19    0.12     0.11    0.12
   91 days or more...................0.03    0.02    0.02     0.02    0.02
Percent of Portfolio with Recourse
to Dealers at End of the Period .....1.9%    2.4%    3.6%     4.1%    6.0%
Repossessions as a Percent of Average
Number of Contracts Outstanding......3.59%   3.07%   2.31%    2.17%   2.41%
Net Losses as a Percent
of Liquidations (1)..................2.64%   1.57%   0.96%    1.03%   1.46%
Net Losses as a Percent
of Average Receivables (1)...........1.58%   0.95%   0.57%    0.64%   0.89%


(1)    Percentage based on gross accounts receivable including unearned
      income.
</TABLE>






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission