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) January 13, 1999.
Oakwood Mortgage Investors, Inc.
--------------------------------
(Exact name of registrant as specified in charter)
North Carolina 333-58497 56-1886793
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
7800 McCloud Road, Greensboro, North Carolina 27425-7081
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (336) 664-2400
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(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events.
On January 14, 1999, the Registrant expects to enter into an underwriting
agreement with Credit Suisse First Boston Corporation and NationsBanc Montgomery
Securities LLC (the "Underwriters"), pursuant to which the Underwriters will
agreed to purchase and offer for sale to the public, $351,290,125 aggregate
initial principal amount of the Registrant's Senior/Subordinated Pass-Through
Certificates, Series 1999-A, Class A-1, Class A-2, Class A-3, Class A-4,
Class A-5, Class M-1, Class M-2, Class B-1 and Class B-2 (the "Offered
Securities"). The Offered Securities are registered for sale under the
Registrant's effective shelf Registration Statement on Form S-3 (333-58497),
and are offered pursuant to a Prospectus, dated January 14, 1999, and a related
Prospectus Supplement, dated January 14, 1999, to be filed with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended and
Rule 424 thereunder.
In connection with the offering of the Offered Securities, the Underwriters
have prepared and disseminated to potential purchasers certain "Series Term
Sheets", "Computational Materials" and/or "Structural Terms Sheet(s)," as such
terms are defined in the No-Action response letters to Greenwood Trust Company,
Discover Card Master Trust I (publicly available April 5, 1996), to Kidder,
Peabody and Co. Incorporated and certain affiliates thereof (publicly available,
May 20, 1994) and the No-Action response letter to Cleary, Gottlieb, Steen &
Hamilton on behalf of the Public Securities Association (publicly available,
February 17, 1995), respectively. In accordance with such No-Action Letter, the
Registrant is filing herewith such Series Term Sheets, Computational Materials
and/or Structural Terms Sheet(s) as Exhibit 99.1.
Exhibits
- --------
99.1 Copy of "Series Term Sheets", "Computational Materials" and/or "Structural
Terms Sheet(s)" as provided by Credit Suisse First Boston Corporation and
NationsBanc Montgomery Securities LLC
-2-
<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.
January 11, 1999 OAKWOOD MORTGAGE INVESTORS,
INC.
By: /s/ DOUGLAS R. MUIR
-------------------------------
Name: Douglas R. Muir
Title: Vice President
-3-
<PAGE>
INDEX TO EXHIBITS
Page
----
99.1 Copy of "Series Term Sheets", "Computational
Materials" and/or "Structural Terms Sheet(s)"
as provided by Credit Suisse First Boston
Corporation and NationsBanc Montgomery
Securities LLC ..............................................
-4-
EXHIBIT 99.1
SUBJECT TO REVISION
-------------------
SERIES TERM SHEET DATED JANUARY 11, 1999
----------------------------------------
$[350,000,000]
[OAKWOOD LOGO] Oakwood Mortgage Investors, Inc.,
Depositor
Oakwood Acceptance Corporation,
Servicer
SENIOR/SUBORDINATED PASS-THROUGH CERTIFICATES, SERIES 1999-A
Attached is a preliminary Series Term Sheet describing the structure, collateral
pool and certain aspects of the Oakwood Mortgage Investors Senior/Subordinated
Pass-Through Certificates, Series 1999-A. The Series Term Sheet has been
prepared by Oakwood Mortgage Investors, Inc. for informational purposes only and
is subject to modification or change. The information and assumptions contained
therein are preliminary and will be superseded by a prospectus supplement and by
any other additional information subsequently filed with the Securities and
Exchange Commission or incorporated by reference in the Registration Statement.
Neither Credit Suisse First Boston, NationsBanc Montgomery Securities LLC nor
any of their respective affiliates makes any representation as to the accuracy
or completeness of any of the information set forth in the attached Series Term
Sheet. This cover sheet is not part of the Series Term Sheet.
A REGISTRATION STATEMENT (INCLUDING A BASE PROSPECTUS) RELATING TO THE
PASS-THROUGH CERTIFICATES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION AND HAS BEEN DECLARED EFFECTIVE. THE FINAL PROSPECTUS SUPPLEMENT
RELATING TO THE SECURITIES WILL BE FILED AFTER THE SECURITIES HAVE BEEN PRICED
AND ALL OF THE TERMS AND INFORMATION ARE FINALIZED. THIS COMMUNICATION IS NOT AN
OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE
OF THE SECURITIES 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. INTERESTED PERSONS ARE REFERRED TO THE FINAL PROSPECTUS AND
PROSPECTUS SUPPLEMENT TO WHICH THE SECURITIES RELATE. ANY INVESTMENT DECISION
SHOULD BE BASED ONLY UPON THE INFORMATION IN THE FINAL PROSPECTUS AND PROSPECTUS
SUPPLEMENT AS OF THEIR PUBLICATION DATES.
Credit Suisse First Boston
NationsBanc Montgomery Securities LLC
<PAGE>
THIS SERIES TERM SHEET WILL BE SUPERSEDED IN ITS ENTIRETY BY THE
INFORMATION APPEARING IN THE PROSPECTUS SUPPLEMENT, THE PROSPECTUS AND THE
SERIES 1999-A POOLING AND SERVICING AGREEMENT (INCLUDING THE JULY 1998 EDITION
TO THE STANDARD TERMS) TO BE DATED AS OF JANUARY 4, 1999, AMONG OAKWOOD MORTGAGE
INVESTORS, INC., AS DEPOSITOR, OAKWOOD ACCEPTANCE CORPORATION, AS SERVICER, AND
PNC BANK, NATIONAL ASSOCIATION, AS TRUSTEE.
<TABLE>
<CAPTION>
The Offered Certificates............... Approximate
Initial
Certificate
Principal Pass-Through
Title of Class Balance(1) Rate
-------------- ------------ ------------
<S> <C> <C> <C>
Class A-1 Certificates... $ . %(2)
Class A-2 Certificates...
Class A-3 Certificates...
Class M-1 Certificates...
Class M-2 Certificates...
Class B-1 Certificates...
Class B-2 Certificates...
(1)The aggregate initial principal
balance of the Certificates may be
increased or decreased by up to 5%.
Any such increase or decrease may be
allocated disproportionately among the
Classes of Certificates. Accordingly,
any investor's commitments with
respect to the Certificates may be
increased or decreased
correspondingly.
(2)Computed on the basis of a 360-day
year of twelve 30-day months.
Class Designations
CLASS A CERTIFICATES................. Class A-1, Class A-2 and Class A-3 Certificates.
CLASS M CERTIFICATES................. Class M-1 and Class M-2 Certificates.
CLASS B CERTIFICATES................. Class B-1 and Class B-2 Certificates.
SUBORDINATED CERTIFICATES............ Class M, Class B, Class X and Class R Certificates.
OFFERED CERTIFICATES................. Class A, Class M and Class B Certificates.
OFFERED SUBORDINATED CERTIFICATES.... Class M and Class B Certificates.
Other Certificates..................... The Class X and Class R Certificates are not being
offered hereby. They are expected to be sold initially
to related entities of the Company, which may offer them
in the future in one or more privately negotiated
transactions.
Denominations.......................... The Offered Certificates will be Book-Entry Certificates
only, in minimum denominations of $1,000 and integral
multiples of $1 in excess thereof.
Cut-off Date........................... January 1, 1999.
Distribution Dates..................... The fifteenth day of each month, (or if such fifteenth
day is not a business day, the next succeeding business
day) commencing in February 1999 (each, a "Distribution
Date").
Record Date............................ With respect to each Distribution Date, other than the
first Distribution Date, the close of business on the
last business day of the month preceding the month in
which such Distribution Date occurs, and with respect to
the first Distribution Date, the close of business on
the Closing Date. (each, a "Record Date").
1
<PAGE>
Interest Accrual Period................ The calendar month preceding the month in which the
Distribution Date occurs (an "Interest Accrual Period").
Distributions.......................... The "Available Distribution Amount" for a Distribution
Date generally will include (1)(a) Monthly Payments of
principal and interest due on the Assets during the
related Collection Period, to the extent such payments
were actually collected from the Obligors or advanced by
the Servicer and (b) unscheduled payments received with
respect to the Assets during the related Prepayment
Period, including Principal Prepayments, proceeds of
repurchases, Net Liquidation Proceeds and Net Insurance
Proceeds, less (2)(a) if Oakwood is not the Servicer,
Servicing Fees for the related Collection Period, (b)
amounts required to reimburse the Servicer for
previously unreimbursed Advances in accordance with the
Agreement, (c) amounts required to reimburse the Company
or the Servicer for certain reimbursable expenses in
accordance with the Agreement and (d) amounts required
to reimburse any party for an overpayment of a
Repurchase Price for an Asset in accordance with the
Agreement.
Distributions will be made on each Distribution Date to
holders of record on the preceding Record Date.
Distributions on a Class of Certificates will be
allocated among the Certificates of such Class in
proportion to their respective percentage interests.
Certificate Structure Considerations... The primary credit support for the Offered Certificates
is the subordination of the Subordinated Certificates.
Cross-over Date..........................The later to occur of (a) the Distribution Date
occurring in August 2003 or (b) the first Distribution
Date on which the percentage equivalent of a fraction
(which shall not be greater than 1) the numerator of
which is the Adjusted Certificate Principal Balance of
the Subordinated Certificates for such Distribution Date
and the denominator of which is the Pool Scheduled
Principal Balance on such Distribution Date, equals or
exceeds 1.75 times the percentage equivalent of a
fraction (which shall not be greater than 1) the
numerator of which is the initial aggregate Adjusted
Certificate Principal Balance of the Subordinated
Certificates and the denominator of which is the Pool
Scheduled Principal Balance on the Cut-off Date.
2
<PAGE>
Performance Test.........................The Average 60-Day Delinquent Ratio is less than or
equal to 5%; the Average 30-Day Delinquency Ratio is
less than or equal to 7%, the Current Realized Loss
Ratio is less than or equal to 2.75%; and the Cumulative
Realized Losses are less than or equal to the applicable
percentage of the Aggregate Cut-off Date Pool Principal
Balance set forth in the Pooling and Servicing
Agreement.
Limited Guarantee........................The Class B-2 Certificateholders will have the benefit
of a limited guarantee provided by Oakwood Homes of
certain collections on the Assets. The Limited Guarantee
will not be available to support other Classes of
Certificates.
Realized Losses on Liquidated Loans.... The Principal Distribution Amount for any Distribution
Date is intended to include the Scheduled Principal
Balance of each Asset that became a Liquidated Loan
during the preceding calendar month. A Realized Loss
will be incurred on a Liquidated Loan in the amount, if
any, by which the Net Liquidation Proceeds from such
Liquidated Loan are less than the Unpaid Principal
Balance of such Liquidated Loan, plus accrued and unpaid
interest thereon (to the extent not covered by Servicing
Advances, if any, with respect to such Liquidated Loan),
plus amounts reimbursable to the Servicer for previously
unreimbursed Servicing Advances. The amount of the
Realized Loss, if any, in excess of amount of interest
collected on the nondefaulted Assets in excess of
certain Interest Distribution Amounts and Carryover
Interest Distribution Amounts required to be distributed
on the Class A, Class M and Class B Certificates and any
portion of such interest required to be paid to a
Servicer other than Oakwood as servicing compensation
("Excess Interest") will be allocated to the Class M and
Class B Certificates as a Writedown Amount in reduction
of their Certificate Principal Balance as described
below.
Allocation of Writedown Amounts........ The "Writedown Amount" for any Distribution Date will be
the amount, if any, by which the aggregate Certificate
Principal Balance of all Certificates, after all
distributions have been made on the Certificates on such
Distribution Date, exceeds the Pool Scheduled Principal
Balance of the Assets for the next Distribution Date.
The Writedown Amount will be allocated among the Classes
of Subordinated Certificates in the following order of
priority:
(1) first, to the Class B-2 Certificates, to be
applied in reduction of the Adjusted Certificate
Principal Balance of such Class until it has
been reduced to zero;
(2) second, to the Class B-1 Certificates, to be applied in
reduction of the Adjusted Certificate Principal Balance of
such Class until it has been reduced to zero;
(3) third, to the Class M-2 Certificates, to be applied in
reduction of the Adjusted Certificate Principal Balance of
such Class until it has been reduced to zero; and
(4) fourth, to the Class M-1 Certificates, to be applied in
reduction of the Adjusted Certificate Principal Balance of
3
<PAGE>
such Class until it has been reduced to zero.
4
<PAGE>
Advances................................ For each Distribution Date, the Servicer will be
obligated to make an advance (a "P&I Advance") equal to
the positive difference, if any, between the P&I Advance
Calculation Amount for such Distribution Date and the
amount of funds available in the Certificate Account.
The Servicer will also be obligated to make Advances
("Servicing Advances" and, together with P&I Advances,
"Advances") in respect of Liquidation Expenses and
certain taxes and insurance premiums not paid by an
Obligor on a timely basis, to the extent the Servicer
deems such Servicing Advances recoverable out of
Liquidation Proceeds or from subsequent collections. P&I
Advances and Servicing Advances are reimbursable to the
Servicer under certain circumstances.
Final Scheduled Distribution Dates...... To the extent not previously paid prior to such dates,
the outstanding principal amount of each Class of
Offered Certificates will be payable on the April 2029
Distribution Date (with respect to each Class of
Certificates, the "Final Scheduled Distribution Date").
The Final Scheduled Distribution Date has been
determined by adding three months to the maturity date
of the Asset with the latest stated maturity.
Optional Termination................... The Servicer at its option and subject to the
limitations imposed by the Agreement, will have the
option to purchase from the Trust Estate all Assets then
outstanding and all other property in the Trust Estate
on any Distribution Date occurring on or after the
Distribution Date on which the sum of the Certificate
Principal Balance of the Certificates is less than 10%
of the sum of the original Certificate Principal Balance
of the Certificates.
Auction Sale........................... If the Servicer does not exercise its optional
termination right within 90 days after it first becomes
eligible to do so, the Trustee shall solicit bids for
the purchase of all Assets then outstanding and all
other property in the Trust Estate. In the event that
satisfactory bids are received, the sale proceeds will
be distributed to Certificateholders.
The Assets............................. The Trust will consist of (1) fixed and adjustable
manufactured housing installment sales contracts
(collectively, the "Contracts") secured by security
interests in manufactured homes, as defined herein (the
"Manufactured Homes"), and with respect to certain of
the Contracts ("Land Secured Contracts"), secured by
liens on the real estate on which the related
Manufactured Homes are located, and (2) mortgage loans
secured by first liens on the real estate to which the
related Manufactured Homes are deemed permanently
affixed (the "Mortgage Loans," and together with the
Contracts, the "Assets"). The Asset Pool consists of
approximately 7,708 Assets having an total aggregate
Scheduled Principal Balance as of the Cut-off Date of
$351,290,125.16.
FIXED RATE ASSETS
-----------------
As of the Cut-off Date, 7,660 Assets, aggregating
$346,896,547.59 are secured by fixed rate Assets ("Fixed
Rate Assets"). Approximately 20.99% of the Fixed Rate
Assets are Mortgage Loans and approximately 23.65% of
the Fixed Rate
5
<PAGE>
Assets are Land Secured Mortgage Loans or Land Secured
Contracts. Based on Cut-off Date Pool Scheduled
Principal Balance, approximately 87.39% of the Fixed
Rate Assets are secured by Manufactured Homes which were
new, approximately 2.15% of the Fixed Rate Assets are
secured by Manufactured Homes which were used,
approximately 9.27% of the Fixed Rate Assets are secured
by Manufactured Homes which were repossessed and
approximately 1.19% of the Fixed Rate Assets are secured
by Manufactured Homes which were transferred. As of the
Cut-off Date, the Fixed Rate Assets were secured by
Manufactured Homes or Mortgaged Properties (or Real
Properties, in the case of Land Secured Contracts)
located in 39 states, and approximately 17.41% and
14.89% of the Fixed Rate Assets were secured by
Manufactured Homes or Mortgaged Properties located in
Texas and North Carolina, respectively (based on the
mailing addresses of the Obligors on the Assets as of
the Cut-off Date). Each Fixed Rate Asset bears interest
at an annual percentage rate (an "APR") of at least
6.25% and not more than 14.50%. The weighted averaged
APR of the Fixed Rate Assets as of the Cut-off Date is
approximately 9.61%. The Fixed Rate Assets have
remaining terms to maturity as of the Cut-off Date of at
least 9 months but not more than 360 months and original
terms to stated maturity of at least 12 months but not
more than 360 months. As of the Cut-off Date, the Fixed
Rate Assets had a weighted average original term to
stated maturity of approximately 302 months, and a
weighted average remaining term to stated maturity of
approximately 299 months. The Fixed Rate Assets have
Loan-to-Value Ratio as of the Cut-off Date of at least
19.67% but not more than 109.77%. As of the Cut-off
Date, the Fixed Rate Assets had a weighted average
Loan-to-Value Ratio of approximately 92.04%. The final
scheduled payment date on the Fixed Rate Asset with the
latest maturity occurs in January 2029.
ADJUSTABLE RATE ASSETS
----------------------
As of the Cut-off Date, 48 Assets aggregating
$4,393,577.57, are secured by adjustable rate Assets
("Adjustable Rate Assets"). As of the Cut-off Date, all
Adjustable Rate Assets are Mortgage Loans secured by
Manufactured Homes which were new. As of the Cut-off
Date, the Adjustable Rate Assets were secured by
Mortgaged Properties located in 14 states, and
approximately 16.24%, 15.42% and 14.66% of the
Adjustable Assets were secured by Mortgaged Properties
located in North Carolina, Washington and Kentucky,
respectively (based on the mailing addresses of the
Obligors on the Assets as of the Cut-off Date). Each
Adjustable Rate Asset bears interest at an annual
percentage rate (an "APR") of at least 7.00% and not
more than 9.25%. The weighted averaged APR of the
Adjustable Rate Assets as of the Cut-off Date is
approximately 8.08%. The Adjustable Rate Assets have
remaining terms to maturity as of the Cut-off Date of at
least 348 months but not more than 360 months and
original terms to stated maturity of 360 months. As of
the Cut-off Date, the Adjustable Rate Assets had a
weighted average original term to stated maturity of 360
months, and a weighted average remaining term to stated
maturity of approximately 357
6
<PAGE>
months. The Adjustable Rate Assets have Loan-to-Value
Ratio as of the Cut-off Date of at least 52.94% but not
more than 100.99%. As of the Cut-off Date, the
Adjustable Rate Assets had a weighted average
Loan-to-Value Ratio of approximately 92.34%. All
Adjustable Rate Assets adjust annually based on the
monthly average yield on United States treasury
securities adjusted to a constant maturity of one year.
All Adjustable Rate Assets have annual caps of 2%. The
weighted average lifetime cap of the Adjustable Rate
Assets as of the Cut-off Date is approximately 14%. The
Adjustable Rate Assets have gross margins as of the
Cut-off Date of at least 3.25% but not more than 4.75%.
The weighted average gross margin of the Adjustable Rate
Assets as of the Cut-off Date is approximately 4.23%.
The final scheduled payment date on the Adjustable Rate
Asset with the latest maturity occurs in January 2029.
The Servicer will be required to cause to be maintained
one or more standard hazard insurance policies with
respect to each Manufactured Home and Mortgaged
Property.
Certain Federal Income Tax
Consequences......................... For federal income tax purposes, the Trust Estate will
be treated as one or more real estate mortgage
investment conduits ("REMIC"). The Class A, Class M,
Class B and Class X Certificates will constitute
"regular interests" in the REMIC for federal income tax
purposes. The Class R Certificates will be treated as
the sole class of "residual interests" in the REMIC for
federal income tax purposes.
ERISA Considerations................... Fiduciaries of employee benefit plans and certain other
retirement plans and arrangements, including individual
retirement accounts and annuities, Keogh plans, and
collective investment funds in which such plans,
accounts, annuities or arrangements are invested, that
are subject to the Employee Retirement Income Security
Act of 1974, as amended ("ERISA"), or corresponding
provisions of the Code (any of the foregoing, a "Plan"),
persons acting on behalf of a Plan, or persons using the
assets of a Plan ("Plan Investors") should consult with
their own counsel to determine whether the purchase or
holding of the Offered Certificates could give rise to a
transaction that is prohibited either under ERISA or the
Code.
Legal Investment Considerations........ The Class A and Class M-1 Certificates are expected to
constitute "mortgage related securities" for purposes of
the Secondary Mortgage Market Enhancement Act of 1984
("SMMEA").
Ratings................................ It is a condition to the issuance of the Certificates
that they be rated as follow:
MOODY'S FITCH
------- -----
Class A.......................... Aaa AAA
Class M-1........................ Aa3 AA
Class M-2........................ A2 A-
Class B-1........................ Baa2 BBB
Class B-2........................ Baa3 BBB-
</TABLE>
7
<PAGE>
DELINQUENCY, LOAN LOSS AND REPOSSESSION EXPERIENCE
The following tables set forth certain information, for the periods
indicated, concerning (1) the asset servicing portfolio, (2) the delinquency
experience and (3) the loan loss and repossession experience of the portfolio of
manufactured housing installment sales contracts and residential mortgage loans
serviced by Oakwood. Because delinquencies, losses and repossessions are
affected by a variety of economic, geographic and other factors, there can be no
assurance that the delinquency and loss experience of the Assets will be
comparable to that set forth below.
ASSET SERVICING PORTFOLIO
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
AT SEPTEMBER 30,
--------------------------------------------------------------
1993 1994 1995 1996 1997 1998
-------- -------- -------- --------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Total Number of Serviced
Assets
Oakwood Originated..... 28,938 39,273 51,566 67,120 89,411 111,351
Acquired Portfolios.... 1,591 5,773 4,872 4,177 3,602 2,818
Aggregate Outstanding
Principal Balance of
Serviced Assets
Oakwood Originated..... $507,394 $757,640 $1,130,378 $1,687,406 $2,499,794 $3,536,657
Acquired Portfolios.... $30,498 $85,227 $70,853 $57,837 $47,027 $35,882
Average Outstanding
Principal Balance per
Serviced Asset
Oakwood Originated..... $17.5 $19.3 $21.9 $25.1 $28.0 $31.8
Acquired Portfolios.... $19.2 $14.8 $14.5 $13.8 $13.1 $12.7
Weighted Average Interest
Rate of Serviced Assets
Oakwood Originated..... 12.8% 12.2% 12.0% 11.5% 11.0% 10.8%
Acquired Portfolios.... 9.4% 11.0% 11.3% 11.2% 11.1% 11.0%
</TABLE>
DELINQUENCY EXPERIENCE (1)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
AT SEPTEMBER 30,
---------------------------------------------------
1993 1994 1995 1996 1997 1998
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total Number of Serviced Assets
Oakwood Originated............ 28,938 39,273 51,566 67,120 89,411 111,351
Acquired Portfolios........... 1,591 5,773 4,872 4,177 3,602 2,818
Number of Delinquent Assets (2)...
Oakwood Originated:...........
30-59 Days................... 244 350 601 835 1,171 2,345
60-89 Days................... 51 97 185 308 476 906
90 Days or More.............. 150 198 267 492 716 1,222
Total Number of Assets
Delinquent 445 645 1,053 1,635 2,363 4,473
Acquired Portfolios...........
30-59 Days................... 37 127 63 66 90 75
60-89 Days................... 26 49 17 23 23 31
90 Days or More.............. 16 98 76 62 75 57
Total Number of Assets
Delinquent 79 274 156 151 188 163
Total Delinquencies as a Percentage
of Serviced Assets (3)........
Oakwood Originated............ 1.5% 1.6% 2.0% 2.4% 2.6% 4.0%
Acquired Portfolios........... 5.0% 4.7% 3.2% 3.6% 5.2% 5.8%
</TABLE>
- -----------------
(1) Assets that are already the subject of repossession or foreclosure
procedures are not included in "delinquent assets" for purposes of this
table.
(2) The period of delinquency is based on the number of days payments are
contractually past due (assuming 30-day months). Consequently, a payment due
on the first day of a month is not 30 days delinquent until the first day of
the next month.
(3) By number of assets.
8
<PAGE>
LOAN LOSS/REPOSSESSION EXPERIENCE
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
AT OR FOR THE FISCAL YEAR ENDED
SEPTEMBER 30,
-------------------------------------------------------------
1993 1994 1995 1996 1997 1998
------- -------- -------- -------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Total Number of Serviced
Assets (1)............. 30,529 45,046 56,438 71,297 93,013 114,169
Average Number of Serviced
Assets During Period... 25,990 37,788 50,742 63,868 82,155 103,591
Number of Serviced
Assets Repossessed..... 902 1,241 1,718 2,746 3,885 5,411
Serviced Assets Repossessed
as a Percentage of Total
Serviced Assets (2).... 2.95% 2.75% 3.04% 3.85% 4.18% 4.74%
Serviced Assets Repossessed
as a Percentage of
Average Number of
Serviced Assets........ 3.47% 3.28% 3.39% 4.30% 4.73% 5.22%
Average Outstanding
Principal Balance of
Assets (3).............
Oakwood Originated..... $531,199 $701,875 $976,905 $1,409,467 $2,065,033 $2,978,235
Acquired Portfolios.... $15,249 $30,432 $30,235 $27,351 $22,943 $19,179
Net Losses from Asset
Liquidation(4):
Total Dollars (3)......
Oakwood Originated... $3,328 $4,630 $7,303 $14,248 $26,872 $45,189
Acquired Portfolios.. $0 $203 $473 $592 $528 $220
As a Percentage of
Average Outstanding
Principal Balance of
Assets (3) (5)
Oakwood Originated... 0.63% 0.66% 0.75% 1.01% 1.30% 1.52%
Acquired Portfolios.. 0.00% 0.67% 1.56% 2.16% 2.30% 1.15%
</TABLE>
(1) As of period end.
(2) Total number of serviced assets repossessed during the applicable period
expressed as a percentage of the total number of serviced assets at the end
of the applicable period.
(3) Includes assets originated by Oakwood Acceptance Corporation and serviced by
Oakwood Acceptance Corporation and others.
(4) Net losses represent all losses incurred on Oakwood Acceptance
Corporation-serviced portfolios. Such amounts include estimates of net
losses with respect to certain defaulted assets. Charges to the losses
reserves in respect of a defaulted asset generally are made before the
defaulted asset becomes a liquidated asset. The length of the accrual period
for the amount of accrued and unpaid interest include in the calculation of
the net loss varies depending upon the period in which the loss was charged
and whether the asset was owned by an entity other than Oakwood Acceptance
Corporation.
(5) Total net losses incurred on assets liquidated during the applicable period
expressed as a percentage of the average outstanding principal balance of
all assets at the end of the applicable period.
The data presented in the foregoing tables are for illustrative purposes
only and there is no assurance that the delinquency, loan loss or repossession
experience of the Assets will be similar to that set forth above. The
delinquency, loan loss and repossession experience of manufactured housing
contracts historically has been sharply affected by a downturn in regional or
local economic conditions. These regional or local economic conditions are often
volatile, and no predictions can be made regarding future economic conditions in
any particular area. These downturns have tended to increase the severity of
loss on repossession because of the increased supply of used manufactured homes,
which in turn may affect the supply in other regions.
9
<PAGE>
Whenever reference is made herein to a percentage of the Assets (or to a
percentage of the Scheduled Principal Balance of the Assets), the percentage is
calculated based on the Scheduled Principal Balances ("SPB") of the Assets as of
the Cut-off Date. In addition, numbers in any columns in the tables below may
not sum exactly to the total number at the bottom of the column due to rounding.
FIXED RATE ASSETS:
- ------------------
GEOGRAPHICAL DISTRIBUTION OF MANUFACTURED HOMES(1)
NUMBER OF PERCENTAGE OF
FIXED AGGREGATE FIXED RATE ASSET
RATE SCHEDULED POOL
GEOGRAPHIC LOCATION ASSETS PRINCIPAL BALANCE BY SPB
- ------------------- ------ ----------------- ------
Alabama............... 345 $ 13,948,116 4.02%
Arizona............... 336 19,893,649 5.73
Arkansas.............. 151 5,814,485 1.68
California............ 99 5,907,934 1.70
Colorado.............. 75 4,605,962 1.33
Delaware.............. 48 1,786,174 0.51
Florida............... 246 11,575,689 3.34
Georgia............... 356 15,590,085 4.49
Idaho................. 68 4,655,967 1.34
Illinois.............. 12 507,569 0.15
Indiana............... 11 379,371 0.11
Kansas................ 48 2,091,362 0.60
Kentucky.............. 144 6,123,267 1.77
Louisiana............. 369 15,538,783 4.48
Maine................. 1 38,045 0.01
Maryland.............. 22 853,798 0.25
Michigan.............. 5 252,999 0.07
Minnesota............. 2 85,287 0.02
Mississippi........... 334 12,855,065 3.71
Missouri.............. 139 5,323,641 1.53
Montana............... 3 99,120 0.03
Nevada................ 31 1,405,330 0.41
New Jersey............ 5 276,887 0.08
New Mexico............ 210 10,311,075 2.97
New York.............. 3 120,913 0.03
North Carolina........ 1,231 51,653,576 14.89
Ohio.................. 78 2,713,199 0.78
Oklahoma.............. 94 3,925,235 1.13
Oregon................ 130 10,168,751 2.93
Pennsylvania.......... 3 139,346 0.04
South Carolina........ 554 23,561,487 6.79
Tennessee............. 386 15,992,050 4.61
Texas................. 1,426 60,385,117 17.41
Utah.................. 46 3,109,090 0.90
Virginia.............. 332 14,626,192 4.22
Washington............ 169 15,160,077 4.37
West Virginia......... 114 3,928,623 1.13
Wisconsin............. 14 491,365 0.14
Wyoming............... 20 1,001,866 0.29
----- ------------ ------
Total............... 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
(1) Based on the mailing address of the Obligor on the related Fixed Rate Asset
as of the Cut-off Date.
10
<PAGE>
YEAR OF ORIGINATION OF FIXED RATE ASSETS (1)
NUMBER OF PERCENTAGE OF
FIXED AGGREGATE FIXED RATE ASSET
RATE SCHEDULED POOL
YEAR OF ORIGINATION ASSETS PRINCIPAL BALANCE BY SPB
- ------------------- ------ ----------------- ------
1996............... 13 524,158 0.15%
1997............... 218 10,009,206 2.89
1998............... 7,429 336,363,183 96.96
----- ------------- -------
Total......... 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
(1) The weighted average seasoning of the Fixed Rate Assets was approximately 3
month as of the Cut-off Date.
DISTRIBUTION OF ORIGINAL FIXED RATE ASSET AMOUNTS(1)
PERCENTAGE OF
NUMBER OF AGGREGATE FIXED RATE ASSET
ORIGINAL FIXED RATE ASSET FIXED RATE SCHEDULED POOL
AMOUNT ASSETS PRINCIPAL BALANCE BY SPB
- ------ ------ ----------------- ------
$ 4,999 or less......... 17 $ 63,710 0.02%
$ 5,000 - $ 9,999..... 117 894,554 0.26
$ 10,000 - $ 14,999..... 245 3,041,039 0.88
$ 15,000 - $ 19,999..... 299 5,206,179 1.50
$ 20,000 - $ 24,999..... 527 11,897,989 3.43
$ 25,000 - $ 29,999..... 824 22,596,218 6.51
$ 30,000 - $ 34,999..... 913 29,580,922 8.53
$ 35,000 - $ 39,999..... 819 30,389,621 8.76
$ 40,000 - $ 44,999..... 555 23,420,338 6.75
$ 45,000 - $ 49,999..... 530 25,053,873 7.22
$ 50,000 - $ 54,999..... 529 27,721,668 7.99
$ 55,000 - $ 59,999..... 522 29,871,013 8.61
$ 60,000 - $ 64,999..... 453 28,178,557 8.12
$ 65,000 - $ 69,999..... 371 24,912,785 7.18
$ 70,000 - $ 74,999..... 222 16,021,481 4.62
$ 75,000 - $ 79,999..... 175 13,512,336 3.90
$ 80,000 - $ 84,999..... 117 9,620,238 2.77
$ 85,000 - $ 89,999..... 84 7,333,706 2.11
$ 90,000 - $ 94,999..... 78 7,186,344 2.07
$ 95,000 - $ 99,999..... 65 6,326,741 1.82
$100,000 or more.......... 198 24,067,235 6.94
----- ------------ ------
Total................ 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
(1 The highest original Fixed Rate Asset amount was $243,118, which represents
approximately 0.07% of the aggregate principal balance of the Fixed Rate
Assets at origination. The average original principal amount of the Fixed
Rate Assets was approximately $45,473 as of the Cut-off Date.
11
<PAGE>
FIXED RATE ASSET RATES (1)
NUMBER OF AGGREGATE PERCENTAGE OF
FIXED SCHEDULED FIXED RATE ASSET
RATE PRINCIPAL POOL
ASSET RATE ASSETS BALANCE BY SPB
- ---------- ------ ------- ------
6.000% - 6.999%..... 678 $ 40,859,741 11.78%
7.000% - 7.999%..... 654 43,288,526 12.48
8.000% - 8.999%..... 1,367 77,012,976 22.20
9.000% - 9.999%..... 1,178 57,993,294 16.72
10.000% - 10.999%..... 789 35,852,646 10.34
11.000% - 11.999%..... 1,298 40,225,640 11.60
12.000% - 12.999%..... 1,310 39,456,774 11.37
13.000% - 13.999%..... 383 12,170,258 3.51
14.000% - 14.999%..... 3 36,691 0.01
----- ------------ ------
Total............ 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
(1) The weighted average Fixed Rate Asset Rate was approximately 9.61% as of the
Cut-off Date. This table reflects the Fixed Rate Asset Rates of the Step-up
Rate Loans as of the Cut-off Date and does not reflect any subsequent
increases in the Rates of the Step-up Rate Loans.
REMAINING TERMS TO MATURITY OF FIXED RATE ASSETS (IN MONTHS) (1)
NUMBER OF AGGREGATE PERCENTAGE OF
FIXED SCHEDULED FIXED RATE ASSET
REMAINING TERM RATE PRINCIPAL POOL
TO MATURITY ASSETS BALANCE BY SPB
- ----------- ------ ------- ------
1 - 60 months...... 144 $ 1,258,695 0.36%
61 - 96 months...... 172 2,441,127 0.70
97 - 120 months...... 234 4,331,814 1.25
121 - 156 months...... 293 6,203,390 1.79
157 - 180 months...... 998 31,003,602 8.94
181 - 216 months...... 87 2,717,456 0.78
217 - 240 months...... 1,622 59,075,883 17.03
241 - 300 months...... 1,295 56,667,365 16.34
301 - 360 months...... 2,815 183,197,216 52.81
----- ------------ ------
Total............... 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
(1) The weighted average remaining term to maturity of the Fixed Rate Assets was
approximately 299 months as of the Cut-off Date.
ORIGINAL TERMS TO MATURITY OF FIXED RATE ASSETS (IN MONTHS) (1)
NUMBER OF AGGREGATE PERCENTAGE OF
FIXED SCHEDULED FIXED RATE ASSET
ORIGINAL TERM RATE PRINCIPAL POOL
TO MATURITY ASSETS BALANCE BY SPB
- ----------- ------ ------- ------
1 - 60 months... 144 $ 1,258,695 0.36%
61 - 96 months.... 169 2,388,237 0.69
97 - 120 months..... 234 4,334,974 1.25
121 - 156 months...... 295 6,234,639 1.80
157 - 180 months...... 999 31,022,084 8.94
181 - 216 months...... 84 2,621,370 0.76
217 - 240 months...... 1,625 59,171,969 17.06
241 - 300 months...... 1,295 56,667,365 16.34
301 - 360 months...... 2,815 183,197,216 52.81
----- ------------- -------
Total............... 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
12
<PAGE>
(1) The weighted average original term to maturity of the Fixed Rate Assets was
approximately 302 months as of the Cut-off Date.
13
<PAGE>
DISTRIBUTION OF ORIGINAL LOAN-TO-VALUE RATIOS OF FIXED RATE ASSETS(1)
NUMBER OF AGGREGATE PERCENTAGE OF
FIXED SCHEDULED FIXED RATE ASSET
RATE PRINCIPAL POOL
LOAN-TO VALUE RATIO(2) ASSETS BALANCE BY SPB
- ---------------------- ------ ------- ------
50% or less........... 62 $ 1,494,737 0.43%
51% - 55%............... 38 1,508,617 0.43
56% - 60%............... 38 1,434,284 0.41
61% - 65%............... 69 2,294,411 0.66
66% - 70%............... 90 3,779,180 1.09
71% - 75%............... 163 6,838,609 1.97
76% - 80%............... 299 11,894,560 3.43
81% - 85%............... 704 26,964,666 7.77
86% - 90%............... 1,445 56,917,268 16.41
91% - 95%............... 2,157 98,827,563 28.49
96% - 100%.............. 2,586 134,064,476 38.65
101% and greater........ 9 878,176 0.25
----- ------------ ------
Total.............. 7,660 $346,896,548 100.00%
===== ============ ======
- ---------
(1) The weighted average original Loan-to-Value Ratio of the Fixed Rate Assets
was approximately 92.04% as of the Cut-off Date.
(2) Rounded to nearest 1%.
ADJUSTABLE RATE ASSETS:
- -----------------------
GEOGRAPHICAL DISTRIBUTION OF MANUFACTURED HOMES(1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
RATE SCHEDULED ASSET POOL
GEOGRAPHIC LOCATION ASSETS PRINCIPAL BALANCE BY SPB
- ------------------- ------ ----------------- ------
Arizona............... 3 $ 213,715 4.86%
California............ 1 92,872 2.11
Colorado.............. 4 458,345 10.43
Florida............... 1 69,776 1.59
Georgia............... 2 171,431 3.90
Idaho................. 3 302,375 6.88
Kentucky.............. 8 644,023 14.66
New Mexico............ 1 105,156 2.39
North Carolina........ 8 713,573 16.24
Oregon................ 1 95,383 2.17
South Carolina........ 1 62,816 1.43
Tennessee............. 7 561,104 12.77
Virginia.............. 3 225,453 5.13
Washington............ 5 677,556 15.42
--- ------------- --------
Total............... 48 $4,393,578 100.00%
--- ========== ======
- ---------
(1) Based on the mailing address of the Obligor on the related Adjustable Rate
Asset as of the Cut-off Date.
14
<PAGE>
YEAR OF ORIGINATION OF ADJUSTABLE RATE ASSETS (1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
RATE SCHEDULED ASSET POOL
YEAR OF ORIGINATION ASSETS PRINCIPAL BALANCE BY SPB
- ------------------- ------ ----------------- ------
1997............... 1 $ 62,403 1.42%
1998............... 47 4,331,174 98.58
-- --------- -------
Total......... 48 $4,393,578 100.00%
-- ========== ======
- ---------
(1) The weighted average seasoning of the Adjustable Rate Assets was
approximately 3 months as of the Cut-off Date.
DISTRIBUTION OF ADJUSTABLE RATE ASSETS GROSS MARGINS(1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
RATE SCHEDULED ASSET POOL
GROSS MARGINS ASSETS PRINCIPAL BALANCE BY SPB
- ------------- ------ ----------------- ------
3.250% - 3.500%....... 11 $1,118,850 25.47%
4.500% - 4.750%....... 37 3,274,728 74.53
-- ----------- -------
Total......... 48 $4,393,578 100.00%
== ========== ======
- ---------
(1) The weighted average gross margin of the Adjustable Rate Assets was
approximately 4.23% as of the Cut-off Date.
DISTRIBUTION OF ORIGINAL ADJUSTABLE RATE ASSET AMOUNTS(1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
ORIGINAL ADJUSTABLE RATE RATE SCHEDULED ASSET POOL
ASSET AMOUNT ASSETS PRINCIPAL BALANCE BY SPB
- ------------ ------ ----------------- ------
$ 45,000 - $ 49,999..... 1 $ 45,192 1.03%
$ 55,000 - $ 59,999..... 1 58,205 1.32
$ 60,000 - $ 64,999..... 3 189,414 4.31
$ 65,000 - $ 69,999..... 3 203,018 4.62
$ 70,000 - $ 74,999..... 4 290,318 6.61
$ 75,000 - $ 79,999..... 6 463,768 10.56
$ 80,000 - $ 84,999..... 6 493,929 11.24
$ 85,000 - $ 89,999..... 4 352,845 8.03
$ 90,000 - $ 94,999..... 3 275,832 6.28
$ 95,000 - $ 99,999..... 3 290,362 6.61
$100,000 or more.......... 14 1,730,694 39.39
---- ------------ --------
Total................ 48 $4,393,578 100.00%
==== ========== ======
- ---------
(1) The highest original Adjustable Rate Asset amount was $162,111, which
represents approximately 3.69% of the aggregate principal balance of the
Adjustable Assets at origination. The average original principal amount of
the Adjustable Rate Assets was approximately $91,722 as of the Cut-off Date.
15
<PAGE>
ADJUSTABLE RATE CURRENT ASSET RATES (1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
CURRENT RATE SCHEDULED ASSET POOL
ASSET RATE ASSETS PRINCIPAL BALANCE BY SPB
- ---------- ------ ----------------- ------
7.000% - 7.999%....... 13 $ 1,238,847 28.20%
8.000% - 8.999%....... 34 3,092,327 70.38
9.000% - 9.999%....... 1 62,403 1.42
--- -------------- ---------
Total............ 48 $ 4,393,578 100.00%
=== ============== ======
- ---------
(1) The weighted average Adjustable Rate Asset Rate was approximately 8.08% as
of the Cut-off Date. This table reflects the Asset Rates of the Adjustable
Rate Loans as of the Cut-off Date and does not reflect any subsequent
increases in the Asset Rates of the Adjustable Rate Loans.
REMAINING TERMS TO MATURITY OF ADJUSTABLE RATE ASSETS (IN MONTHS) (1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
REMAINING TERM RATE SCHEDULED ASSET POOL
TO MATURITY ASSETS PRINCIPAL BALANCE BY SPB
- ----------- ------ ----------------- ------
301 - 360 months...... 48 $4,393,578 100.00%
-- ---------- ------
Total............... 48 $4,393,578 100.00%
== ========== ======
- ---------
(1) The weighted average remaining term to maturity of the Adjustable Assets was
approximately 357 months as of the Cut-off Date.
ORIGINAL TERMS TO MATURITY OF ADJUSTABLE RATE ASSETS (IN MONTHS) (1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
ORIGINAL TERM RATE SCHEDULED ASSET POOL
TO MATURITY ASSETS PRINCIPAL BALANCE BY SPB
- ----------- ------ ----------------- ------
301 - 360 months...... 48 $4,393,578 100.00%
-- ---------- ------
Total............... 48 $4,393,578 100.00%
== ========== ======
- ---------
(1) The weighted average original term to maturity of the Adjustable Assets was
approximately 360 months as of the Cut-off Date.
16
<PAGE>
DISTRIBUTION OF ORIGINAL LOAN-TO-VALUE RATIOS OF ADJUSTABLE RATE ASSETS(1)
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
RATE SCHEDULED ASSET POOL
LOAN-TO VALUE RATIO(2) ASSETS PRINCIPAL BALANCE BY SPB
- ---------------------- ------ ----------------- ------
51% - 55%............... 2 $ 245,193 5.58%
66% - 70%............... 1 45,192 1.03
71% - 75%............... 1 149,886 3.41
76% - 80%............... 2 138,998 3.16
81% - 85%............... 1 100,191 2.28
86% - 90%............... 2 256,830 5.85
91% - 95%............... 11 923,345 21.02
96% - 100%.............. 27 2,453,291 55.84
101% and greater........ 1 80,650 1.84
--- ------------- ---------
Total.............. 48 $4,393,578 100.00%
-- ========== ======
- ---------
(1) The weighted average original Loan-to-Value Ratio of the Adjustable Assets
was approximately 92.34% as of the Cut-off Date.
(2) Rounded to nearest 1%.
"Loan-to-Value Ratio" means, (a) with respect to each Contract, (i) as
to each Contract with respect to which a lien on land is required for
underwriting purposes, the ratio, expressed as a percentage, of the principal
amount of such Contract to the sum of the purchase price of the home (including
taxes, insurance and any land improvements), the tax value or appraised value of
the land and the amount of any prepaid finance charges or closing costs that are
financed; and (ii) as to each other Contract, the ratio, expressed as a
percentage, of the principal amount of such Contract to the purchase price of
the home (including taxes, insurance and any land improvements) and the amount
of any prepaid finance charges or closing costs that are financed; and (b) with
respect to each Mortgage Loan, the ratio, expressed as a percentage, of the
principal amount of such Mortgage Loan at the time of determination, to either
(i) the sum of the appraised value of the land and improvements, and the amount
of any prepaid finance charges or closing costs that are financed or (ii) the
sum of the purchase price of the home (including taxes, insurance and any land
improvements), the appraised value of the land and the amount of any prepaid
finance charges or closing costs that are financed:
DISTRIBUTION OF NEXT CONTRACT RATE CHANGE DATE
NUMBER OF PERCENTAGE OF
ADJUSTABLE AGGREGATE ADJUSTABLE RATE
MONTH OF NEXT RATE SCHEDULED ASSET POOL
CONTRACT RATE CHANGE DATE ASSETS PRINCIPAL BALANCE BY SPB
- ------------------------- ------ ----------------- ------
April 1, 1999......... 1 $ 62,816 1.43%
April 15, 1999........ 2 173,091 3.94
May 1, 1999........... 1 92,872 2.11
June 1, 1999.......... 2 164,604 3.75
August 1, 1999........ 1 74,805 1.70
August 15, 1999....... 1 90,148 2.05
October 1, 1999....... 2 230,103 5.24
November 1, 1999...... 29 2,797,492 63.67
December 1, 1999...... 6 466,528 10.62
January 1, 2000....... 3 241,119 5.49
--- ------------ --------
Total............... 48 $4,393,578 100.00%
-- ========== ======