8-K 1 v062171_8k.htm Unassociated Document
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: December 28, 2006
(Date of earliest event reported)
 
FIRST HORIZON ASSET SECURITIES INC., (as depositor under the Pooling and Servicing
Agreement, dated as of December 1, 2006, providing for the issuance of the First Horizon
Mortgage Pass-Through Trust 2006-AR4, Mortgage Pass-Through Certificates,
Series 2006-AR4).
 
FIRST HORIZON ASSET SECURITIES INC.
(Exact name of Registrant as specified in its charter)
 
Delaware
333-137018
75-2808384
(State of Incorporation)
(Commission File No.)
(I.R.S. Employer
Identification No.)
 
4000 Horizon Way
 
75063
Irving, Texas
(Address of Principal executive offices)
 
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (214) 441-4000
 
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
Item 8.01. Other Events.
 
Reference is hereby made to the Registrant’s Registration Statement on Form S-3 (File No. 333-137018) filed with the Securities and Exchange Commission (the “Commission”) on December 12, 2006 (the “Registration Statement”), pursuant to which the Registrant registered $10,372,447,590 aggregate principal amount of its mortgage pass-through certificates, issuable in various series, for sale in accordance with the provisions of the Securities Act of 1933, as amended. Reference is also hereby made to the Prospectus and the related Prospectus Supplement (collectively, the “Prospectus”), which was filed with the Commission pursuant to Rule 424(b)(5) on December 27, 2006, with respect to the Registrant’s Mortgage Pass-Through Certificates, Series 2006-AR4 (the “Offered Securities”).
 
Pursuant to a Mortgage Loan Purchase Agreement dated as of December 28, 2006 (“MLPA”), by and between First Horizon Home Loan Corporation (“FHHLC”) and First Horizon Asset Securities Inc. (“FHASI”), FHHLC sold three pools of primarily 30-year adjustable rate, first lien, fully amortizing, one-to-four family residential mortgage loans (the “Mortgage Loans”) to FHASI. A copy of the MLPA is filed herewith as Exhibit 10.1.
 
On December 28, 2006, the Registrant caused the issuance and sale of the Offered Securities. The Offered Securities evidence a beneficial ownership interest in the Mortgage Loans. The Offered Securities were created pursuant to a Pooling and Servicing Agreement dated as of December 1, 2006 (the “Pooling and Servicing Agreement”) by and among the Registrant, as Depositor, FHHLC, as Master Servicer, and The Bank of New York, as Trustee. A copy of the Pooling and Servicing Agreement is filed herewith as Exhibit 4.1.
 
The Offered Securities, having an aggregate principal balance of approximately $347,448,100 have been sold by the Registrant to Countrywide Securities Corporation pursuant to an Underwriting Agreement dated as of May 25, 2006 (the “Countrywide Underwriting Agreement”), as supplemented by a Terms Agreement dated as of December 22, 2006 (the “Countrywide Terms Agreement”), each by and among Countrywide, the Registrant and FHHLC. The Countrywide Underwriting Agreement was previously filed with the Commission and is incorporated herein by reference as Exhibit 1.1. The Countrywide Terms Agreement is filed herewith as Exhibits 1.2.
 

 
Item 9.01 Financial Statements and Exhibits.
 
(c) Exhibits
 
Exhibit No.
 
Description
     
1.1*
 
Underwriting Agreement dated May 25, 2006, by and among Countrywide, the Registrant and FHHLC
     
1.2
 
Terms Agreement dated December 22, 2006 to Underwriting Agreement dated May 25, 2006, by and among Countrywide, the Registrant and FHHLC
     
4.1
 
Pooling and Servicing Agreement dated as of December 1, 2006, by and among the Registrant, as Depositor, FHHLC, as Master Servicer, and The Bank of New York, as Trustee
     
10.1
 
Mortgage Loan Purchase Agreement dated as of December 28, 2006, by and between FHHLC, as Seller, and FHASI, as Purchaser
 
*
Previously filed with the Commission on June 5, 2006, as Exhibit 1.3 to the Registrant’s Current Report on Form 8-K (No. 333-132046)
 

 
Signatures
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant as of the date first written above has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
 
FIRST HORIZON ASSET SECURITIES INC.
 
 
 
 
 
 
January 9, 2007 By:   /s/ Alfred Chang
 

Alfred Chang
Vice President
   
 


INDEX TO EXHIBITS
 
Exhibit No.
 
Description
     
1.1*
 
Underwriting Agreement dated May 25, 2006, by and among Countrywide, the Registrant and FHHLC
     
1.2
 
Terms Agreement dated December 22, 2006 to Underwriting Agreement dated May 25, 2006, by and among Countrywide, the Registrant and FHHLC
     
4.1
 
Pooling and Servicing Agreement dated as of December 1, 2006, by and among the Registrant, as Depositor, FHHLC, as Master Servicer, and The Bank of New York, as Trustee
     
10.1
 
Mortgage Loan Purchase Agreement dated as of December 28, 2006, by and between FHHLC, as Seller, and FHASI, as Purchaser
 
*
Previously filed with the Commission on June 5, 2006, as Exhibit 1.3 to the Registrant’s Current Report on Form 8-K (No. 333-132046)