10-K 1 a04-3936_310k.htm 10-K

 

FORM 10-K

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

ý

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

 

 

For the year ended December 31, 2003.

 

OR

 

 

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

 

For the transition period from                                   to                                             .

 

Commission file number: 333-105878-01

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2003-C-F

(Exact name of Registrant as specified in its charter)

 

Delaware

 

57-6207629

(State or other jurisdiction of
incorporation or organization)

 

(I.R.S. employer
identification no.)

 

 

 

AmeriCredit Financial Services, Inc. (as originator)
801 Cherry Street, Suite 3900
Fort Worth, TX

 

76102

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (817) 302-7000

 

Securities Registered Pursuant to Section 12 (b) of the Securities Exchange Act of 1934:  None

 

Securities Registered Pursuant to Section 12 (g) of the Securities Exchange Act of 1934:  None

 

Indicate by check mark whether the Registrants (1) have filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and  (2) have been subject to such filing requirements for the past 90 days.

 

Yes ý         No o

 

Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes o  No ý

 

Indicate by check mark if the disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein and will not be contained, to the best of the Registrants’ knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.   ý

 

The aggregate market value of the voting stock held by non-affiliates of the Registrant:   None

 

 



 

PART  I

 

ITEM 1.                             BUSINESS

 

A response to Item 1 is omitted in reliance on guidance provided in the Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 2.                             PROPERTIES

 

None.

 

ITEM 3.                             LEGAL PROCEEDINGS

 

None.

 

ITEM 4.                             SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

None.

 

PART  II

 

ITEM 5.                             MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

 

As of March 29, 2004, there was one holder of record of the securities.  See also Item 12. Security Ownership of Certain Beneficial Owners and Management.  There was no principal market in which the securities traded.

 

ITEM 6.                             SELECTED FINANCIAL DATA

 

A response to Item 6 is omitted in reliance on guidance provided in the Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

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ITEM 7.                             MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

A response to Item 7 is omitted in reliance on guidance provided in the Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 7A.                   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

On September 10, 2003, AmeriCredit Automobile Receivables Trust 2003-C-F issued the following securities:

 

$

195,000,000

 

1.12563

%

Class A-1 Notes

 

$

326,000,000

 

1.74

%

Class A-2 Notes

 

$

188,000,000

 

2.75

%

Class A-3 Notes

 

$

206,000,000

 

3.48

%

Class A-4 Notes

 

 

The Trust’s gross interest rate spread, which is the difference between interest earned on its finance receivables and interest paid on its debt securities, is affected by changes in interest rates.  The interest rate demanded by investors on the debt securities depends on prevailing market interest rates for comparable transactions and the general interest rate environment.  These debt securities can bear either fixed or variable interest rates.  The Trust can utilize derivative financial instruments, interest rate swap and cap agreements, to minimize the impact of the interest rate fluctuations on the gross interest rate margin.

 

The finance receivables held by the Trust bear interest at a fixed rate, while the debt securities bear either a fixed or floating rate to the investors.  The fixed rates on the debt securities are indexed to market interest rate swap levels for transactions of similar duration or various  London Interbank Offered Rates (“LIBOR”) and do not fluctuate during the term of the transaction.  As noted in the table above the Trust issued four classes of fixed rate debt securities. 

 

The following table provides information about the Trust’s interest rate sensitive financial instruments by expected maturity date as of December 31, 2003 (dollars in thousands):

 

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Years Ending December 31,

 

2004

 

2005

 

2006

 

2007

 

Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

Finance receivables

 

$

324,839

 

$

256,152

 

$

183,063

 

$

140,336

 

$

972,233

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

Debt securities issued

 

 

 

 

 

 

 

 

 

 

 

Principal amounts

 

$

291,965

 

$

217,729

 

$

155,604

 

$

119,285

 

$

826,676

 

Weighted average effective interest rate

 

2.58

%

3.08

%

3.42

%

3.48

%

 

 

 

As of December 31, 2003, finance receivables are estimated to be realized in future periods using discount rates, prepayment and credit loss assumptions based on historical experience.  Debt securities issued principal amounts have been classified based on expected payoff.

 

ITEM 8.                             FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 

A response to Item 8 is omitted in reliance on guidance provided in the Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 9.                             CHANGE IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

None.

 

ITEM 9A.                   CONTROLS AND PROCEDURES

 

A response to Item 9A is omitted pursuant to 17 C.F.R. §§ 240.13a-14(g) and 240.13a-15(a).

 

4



 

PART  III

 

ITEM 10.                       DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

 

A response to Item 10 is omitted in reliance on guidance provided in the Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 11.                       EXECUTIVE COMPENSATION

 

A response to Item 11 is omitted in reliance on guidance provided in the Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 12.                       SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

 

AFS Funding Trust was the only holder of record which beneficially owns more than 5% of the Certificates.  The dollar and percentage amounts reflected in the table below are based upon the face amount of the Certificates as of the Closing Date, and do not reflect amortization, if any, since that date.

 

Name and Address of Participant

 

Amount of Certificates
Beneficially Owned

 

Percentage of Certificates
Beneficially Owned

 

AFS Funding Trust
1011 Centre Road, Suite 200
Wilmington, DE  19805-1266

 

no face amount
(residual value)

 

100%

 

 

ITEM 13.                       CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

(a)          Transactions with Management and Others.

 

None.

 

(b)         Certain Business Relationships.

 

None.

 

(c)          Indebtedness of Management.

 

None.

 

ITEM 14.                       PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

A response to Item 14 is omitted pursuant to the Instruction to Item 14.

 

5



 

PART  IV

 

ITEM 15.                       EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

 

(a)                    Exhibits

 

Exhibit Number

 

Description

 

Method of filing

 

 

 

 

 

Exhibit 31.1

 

Chief Financial Officer and Treasurer Certification Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 Relating to Reporting

 

Filed with this report

 

 

 

 

 

Exhibit 99.1

 

Annual Servicer Statement of Compliance

 

Filed with this report

 

 

 

 

 

Exhibit 99.2

 

Report of Independent Auditors

 

Filed with this report

 

(b)                   Reports on Form 8-K

 

The current report on Form 8-K attaching the related transaction documents were filed by AmeriCredit Automobile Receivables Trust 2003-C-F on October 1, 2003.

 

The current reports on Form 8-K attaching the related Monthly Servicer’s Report were filed by AmeriCredit Automobile Receivables Trust 2003-C-F on October 15, 2003 for the month ending September 30, 2003 and November 17, 2003 for the month ending October 31, 2003 and December 15, 2003 for the month ending November 30, 2003 and January 15, 2004 for the month ending December 31, 2003 and February 17, 2004 for the month ending January 31, 2004 and March 15, 2004 for the month ending February 29, 2004.

 

(c)                    Exhibits to this report are listed in Item 15(a) above.

 

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SIGNATURES

 

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, AmeriCredit Automobile Receivables Trust 2003-C-F has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2003-C-F

 

 

 

By:

AMERICREDIT FINANCIAL SERVICES, INC.,
as sponsor and as servicer

 

 

 

 

By:

/s/ Preston A. Miller

 

 

 

Name:

Preston A. Miller

 

 

Title:

Chief Financial Officer and Treasurer

 

 

Dated:

March 29, 2004

 

 

EXHIBIT INDEX

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2003-C-F

 

Exhibit Number

 

Description

 

Method of filing

 

 

 

 

 

Exhibit 31.1

 

Chief Financial Officer and Treasurer Certification Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 Relating to Reporting

 

Filed with this report

 

 

 

 

 

Exhibit 99.1

 

Annual Servicer Statement of Compliance

 

Filed with this report

 

 

 

 

 

Exhibit 99.2

 

Report of Independent Auditors

 

Filed with this report

 

7