10-K 1 nomura03a2_10k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2003 [ ] 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 033-48481-08 NOMURA ASSET ACCEPTANCE CORP. (Exact name of registrant as specified in its charter) Delaware 13-3672336 (State or other jurisdiction of I.R.S. Employer incorporation or organization) Identification No.) 2 World Financial Center Building B, 21st Floor New York, New York 10281 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code :(212)667-9300 ALTERNATIVE LOAN TRUST SERIES 2003-A2 MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2003-A2 (Title of each class of securities covered by this Form) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark whether the registrant (1) has 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) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark if 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 registrant's 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. [X] Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes No [X] Documents incorporated by reference: None ALTERNATIVE LOAN TRUST SERIES 2003-A2 MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2003-A2 -------------------------------------------------------- PART I Item 1. Business Omitted. Item 2. Properties Omitted. Item 3. Legal Proceedings The Registrant is not aware of any material legal proceeding with respect to, the Company, the Servicers, or the Trustee, in each case if applicable, as related to the Trust. Item 4. Submission of Matters to a Vote of Security Holders No matter was submitted to a vote or consent of Holders of the Offered Certificates during the fiscal year covered by this report. PART II Item 5. Market for Registrant's Common Equity and Related Stockholder Matters The Trust does not issue stock. There is currently no established secondary market for the Certificates. There are less than 300 participants in the DTC System. As of December 31, 2003 the total number of such DTC participants with respect to each class of certificates is 28. Item 6. Selected Financial Data Omitted. Item 7. Management's Discussion and Analysis of Financial condition and Results of Operations Omitted. Item 8. Financial Statements and Supplementary Data Omitted. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure There was no change of accountants or disagreement with accountants on any matter of accounting principles or practices or financial disclosure. -2- PART III Item 10. Directors and Executive Officers of the Registrant Omitted. Item 11. Executive Compensation Omitted. Item 12. Security Ownership of Certain Beneficial Owners and Management Omitted. Item 13. Certain Relationships and Related Transactions No reportable transactions have occurred. Item 14. Principal Accounting Fees and Services Not applicable. PART IV Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K (a) Not applicable. (b) Reports on Form 8-K: The following Current Reports on Form 8-K with respect to the Trust were filed by the Registrant for the last quarter of 2003. Current Reports on Form 8-K dated October 27, 2003, November 25, 2003, and December 26, 2003 were filed for the purpose of filing the Monthly Statement sent to the Holders of the Offered Certificates for payments made on the same date. The items reported in such Current Report were Item 5 and Item 7. (c) Exhibits to this report. Annual Independent Accountant's Servicing Report concerning servicing activities, filed as Exhibit 99.1 hereto. Report of Management as to Compliance with Minimum Servicing Standards for, filed as Exhibit 99.2 herto. (d) Not applicable. -3- ALTERNATIVE LOAN TRUST SERIES 2003-A2 MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2003-A2 -------------------------------------------------------- SIGNATURE Pursuant to the requirements of Section 13 or 15(d) 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. NOMURA ASSET ACCEPTANCE CORP. Date: March 25, 2004 By: /s/ N. Dante LaRocca ----------------------------- Name: N. Dante LaRocca Title: Attorney-in-Fact and Agency -4- CERTIFICATION Alternative Loan Trust Series 2003-A2 Mortgage Pass-Through Certificates, Series 2003-A2 I, N. Dante LaRocca, certify that: 1. I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution and servicing reports filed in respect of periods included in the year covered by this annual report, Alternative Loan Trust Series 2003-A2 Mortgage Pass-Through Certificates, Series 2003-A2 of (the "Trust"); 2. Based on my knowledge, the information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by this annual report; 3. Based on my knowledge, the distribution information required to be prepared by the Trustee based upon the servicing information required to be provided by each Servicer under the Pooling and Servicing Agreement is included in these reports; 4. Based on my knowledge and upon the annual compliance statements included in the report and required to be delivered to the Trustee in accordance with the terms of the Pooling and Servicing Agreement and based upon the review required under the Pooling and Servicing Agreement, and except as disclosed in the report, each Servicer has fulfilled its obligations under the Pooling and Servicing Agreement; and 5. The reports disclose all significant deficiencies relating to each Servicer's compliance with the minimum servicing standards based, in each case, upon the report provided by an independent public accountant, after conducting a review in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar standard as set forth in the Pooling and Servicing Agreement, that is included in these reports. In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: Nomura Credit & Capital, Inc., as seller, Option One Mortgage Corporation, as servicer, Litton Loan Servicing LP, as successor servicer,and JPMorgan Chase Bank, as trustee. Nomura Asset Acceptance Corporation By: /s/ N. Dante LaRocca ------------------------------------- Name: N. Dante LaRocca Title: Attorney-in-Fact and Agency Dated: March 25, 2004 -5- Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act The registrant has not sent an annual report or proxy material to its security holders. The registrant will not be sending an annual report or proxy material to its security holders subsequent to the filing of this form. -6- EXHIBIT INDEX Exhibit Description 99.1 Annual Independent Accountant's Servicing Report Option One Mortgage Corporation Litton Loan Servicing LP 99.2 Report of Management as to Compliance with Minimum Servicing Standards Option One Mortgage Corporation Litton Loan Servicing LP -7- EXHIBIT 99.1 Annual Independent Accountant's Servicing Report --------------- PricewaterhouseCoopers, LLP 350 South Grand Avenue, 49th Floor Los Angeles, CA 90071 Telephone: (213) 356-6000 Facsimile: (213) 637-4444 REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors and Stockholder of Option One Mortgage Corporation We have examined management's assertion about Option One Mortgage Corporation's (the "Company"), compliance with the minimum servicing standards identified in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers ("USAP") as of and for the year ended April 30, 2003 included in the accompanying management assertion (see Exhibit I). Management is responsible for the Company's compliance with the minimum servicing standards. Our responsibility is to express an opinion on management's assertion about the Company's compliance based on our examination. Our examination was made in accordance with attestion standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the minimum servicing standards and performing other such procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the minimum servicing standards. In our opinion, management's assertion that the Company complied with the aforementioned minimum servicing standards as of and for the year ended April 30, 2003 is fairly stated, in all material respects. By: /s/ PricewaterhouseCoopers, LLC ------------------------------------ PricewaterhouseCoopers, LLC July 30, 2003 ============================================================================ Opion One Mortgage 6501 Irvine Center Drive Irvine, CA 92618 800.326.1500 fax 949.784.6032 Exhibit I Management's Assertion Concerning Compliance with USAP Minimum Servicing Standands July 30, 2003 As of and for the year ended April 30, 2003, Option One Mortgage Corporation and its subsidiaries (the "Company") have complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers ("USAP"). As of and for this same period, the Company had in effect a fidelity bond and errors and omissions policy in the amounts of $30,000,000 and $10,000,000, respectively. /s/ Robert E. Dubrish, Chief Executive Officer ---------------------------------------------- /s/ William L. O'Neill, Chief Financial Officer ----------------------------------------------- /s/ Sheridan Brooks, Controller ----------------------------------------------- /s/ John A. Vella, Chief Servicing Officer ----------------------------------------------- -8- Deloitte & Touche LLP Suite 2300 333 Clay Street Houston, Texas 77002-4196 USA tel +1 713 982 2000 fex +1 713 982 2001 www.deloitte.com INDEPENDENT AUDITORS' REPORT To the Partners of Litton Loan Servicing LP: We have examined management's assertion about Litton Loan Servicing LP's (the "Company") compliance with the minimum servicing standards identified in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers as of and for the year ended December 31, 2003, included in the accompanying management assertion. Management is responsible for the Company's compliance with those minimum servicing standards. Our responsibility is to express an opinion on management's assertion about the Company's compliance based on our examination. Our examination was made in accordance with standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with minimum servicing standards and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination of the Company's compliance with the minimum servicing standards. In our opinion, management's assertion that the Company complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 2003 is fairly stated, in all material respects. /s/ Deloitte & Touche LLP --------------------------------------------- -9- EXHIBIT 99.2 Report of Management as to compliance with Minimum Servicing Standards ------------------- -10- Opion One Mortgage 6501 Irvine Center Drive Irvine, CA 92618 800.326.1500 fax 949.784.6032 Management's Assertion Concerning Compliance with USAP Minimum Servicing Standands July 30, 2003 As of and for the year ended April 30, 2003, Option One Mortgage Corporation and its subsidiaries (the "Company") have complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers ("USAP"). As of and for this same period, the Company had in effect a fidelity bond and errors and omissions policy in the amounts of $30,000,000 and $10,000,000, respectively. /s/ Robert E. Dubrish, Chief Executive Officer ---------------------------------------------- /s/ William L. O'Neill, Chief Financial Officer ----------------------------------------------- /s/ Sheridan Brooks, Controller ----------------------------------------------- /s/ John A. Vella, Chief Servicing Officer ----------------------------------------------- -11- February 20, 2004 LITTON LOAN SERVICING, LP an affiliate of C-BASS 4828 Loop Central Drive Telephone 713.960.9676 Houston, Texas 77081 Fax 713.966.8830 February 20, 2004 Deloitte & Touche 333 Clay Street, Suite 2300 Houston, Texas 77002 As of and for the period ended December 31, 2003, Litton Loan Servicing LP (the Company) has complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestion Program for Mortgage Bankers. As of and for this same period, Litton Loan Servicing LP had in effect a fidelity bond in the amount of $20,000,000 and an errors and omissions policy in the amount of $20,000,000. /s/ Larry B. Litton, Sr. ----------------------------------------- Larry B. Litton, Sr., President & CEO /s/ Janice McClure ------------------------------------------ Janice McClure, Senior Vice President -12-