-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Cmd6T4I5NhFqdQlZoCL5aWhpDUmzPCjg3I1f3l+yXqz9DWtCyHOYkYEOf3775KSg aQvbvQPEMujGrE1R8cKRrw== 0000927764-97-000003.txt : 19970329 0000927764-97-000003.hdr.sgml : 19970329 ACCESSION NUMBER: 0000927764-97-000003 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970328 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ONYX ACCEPTANCE FINANCIAL CORP CENTRAL INDEX KEY: 0000927764 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 330639768 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-04220 FILM NUMBER: 97566923 BUSINESS ADDRESS: STREET 1: 8001 IRVINE CENTER DR 5TH FL STREET 2: STE 500 CITY: IRVINE STATE: CA ZIP: 92718 BUSINESS PHONE: 7147531191 MAIL ADDRESS: STREET 1: 8001 IRVINE CENTER DR STREET 2: SUITE 500 CITY: IRVINE STATE: CA ZIP: 92618 10-K 1 ONYX ACCEPTANCE GRANTOR TRUST 1996-3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Fee Required) 1996 For the fiscal year ended_________________ or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934(No fee Required) For the transition period from_______________________ to_______________________ Commission File Number: 333-10461 Onyx Acceptance Grantor Trust 1996-3 ----------------------------------------------------------------------------- (Issuer with respect to Certificates) Onyx Acceptance Financial Corporation - ----------------------------------------------------------------------------- Exact name of registrant as specified in its charter) Delaware 33-0639768 - ----------------------------------------------------------------------------- (State or other jurisdiction I.R.S. Employer I.D. of incorporation or organization) 8001 Irvine Center Drive, 5th Floor, Irvine, CA. 92618 - ----------------------------------------------------------------------------- (Address of principal executive offices) Zip Code 714-753-1191 - ----------------------------------------------------------------------------- (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered .....................None....................None......................... .......................................................................... ..................................................................... Securities registered pursuant to Section 12(g) of the Act. ......None.. (Title of Class) Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preced ing 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. [x ]Yes [ ] No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) 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 [ ] State the aggregate market value of the voting stock held by non-affiliates of the registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within 60 days prior to the date of filing. (See definition of affiliate in Rule 405). None Applicable only to corporate registrants: Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date: None Documents incorporated by reference. 8-K's described herein under Item 14(b) of this Annual Report on Form 10-K. PART I Item 1. Business. Onyx Acceptance Financial Corporation ("Finco") established the Onyx Acceptance Grantor Trust 1996-3 (the "Trust") as of September 11, 1996 pursuant to a Pooling and Servicing Agreement (the "Agreement") among the Finco, Onyx Acceptance Corporation, as Servicer (the"Servicer") and Bankers Trust Company of New York as Trustee (the"Trustee"). Pursuant to the Agreement, the Trust issued Auto Loan Pass-Through Certificates in the initial principal amount of $120,000,786. The property of the Trust includes, among other things, a pool of motor vehicle retail installment sales contracts (the "Contracts"), secured by new and used automobiles financed thereby, certain monies due thereunder from and after September 1, 1996 (the"Cut-Off Date") in the vehicles financed thereby (the "Financed Vehicles") and certain other property in exchange for certificates representing fractional undivided interests in the Trust (the "Certificates") which were sold to the public in an underwritten offering. Simultaneously with the issuance of the Certificates, Finco sold and assigned to the Trustee for the Trust without recourse, all of Finco's interest in Contracts with an Aggregate Scheduled Balance as of the Cutoff Date of $120,000,786 (hereinafter referred to as the "Contracts"), the proceeds thereof and certain other assets of the Trust. The Servicer services the Contracts pursuant to the Agreement and is compensated for acting as the Servicer. In order to facilitate its servicing functions and minimize administrative burden and expenses, Onyx, as servicer, retains title to the Financed Vehicles but the Contracts and certain documents related thereto are delivered to the Trustee. Item 2. Properties. The property of the Trust includes the Contracts purchased by Onyx pursuant to the dealer agreements, from California automobile dealerships with which Onyx has relationships and , in general, all payments due under the Contracts on or after September 1, 1996. Immediately upon acquisition, the Contracts were sold by Onyx to Finco pursuant to a Sale and Servicing Agreement dated September 8, 1994 (the "Purchase Agreement"). The Contracts were then sold by Finco to the Trust pursuant to the Agreement. The property of the Trust also includes (i) certain documents relating to the Contracts, (ii) certain monies due under the Contracts on and after the Cut-Off Date (iii) security interests in the Financed Vehicles and the right to receive proceeds from claims on certain insurance policies covering the Financed Vehicles or the obligors under each related Contract and the right to proceeds under a certain blanket insurance policy maintained by Onyx, (iv) all amounts on deposit in the collection account including all eligible investments credited thereto, (v) the benefits of an irrevocable principle/interest surety bond issued by Capital Markets Assurance Corporation, (vi) the rights of Finco to cause Onyx to repurchase certain contracts under certain circumstances, (vii) all proceeds of the foregoing. The Contracts were purchased by Onyx in the normal course of business in accordance with Onyx's underwriting standards, which emphasize the obligor's ability to pay and creditworthiness, as well as the asset value of the Financed Vehicle. As of December 31, 1996 the pool consisted of the following number of Contracts with the following delinquency characteristics: Delinquency Experience of Contracts as of December 31, 1996 (Dollars in Thousands)
Dollars No. %(1) Outstandings............................... $105,875,106 9472 Delinquencies 30-59 days(2)(3)........... $ 1,205,216 108 1.1 Delinquencies 60 and over(2)(3)..... $ 1,196,000 105 1.1 (1) As a percent of amount of contracts outstanding (2) Delinquencies include principal amounts only (3) The period of delinquency is based on the number of days payments are contractually past due
Additional information concerning the pool balance, payment of principal and interest, prepayments, the servicing fee, the weighted average maturity and seasoning, the pool factor, and other information relating to the pool of Contracts may be obtained in the monthly reports provided to the Trustee by Onyx as Servicer. (See Exhibit 19.1 attached hereto) 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 Securityholders Matters. There are eight securityholders of record (DTC) as of March 1997. There is no established public trading market for the securities. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. None. . Part IV Item 14. Exhibits , Financial Statement Schedules, and Reports on Form 8-K (a) 2 Exhibits
Designation Description Method of Filing Exhibit 3.1 Certificate of Previously filed Incorporation Exhibit 3.2 Bylaws of Corporation Previously filed Exhbit 4.1 Pooling and Servicing Agreement Previously filed Exhibit 19.1 Selected Information Filed with this Report relating to Contracts Exhibit 20.1 Report of Accountant Filed with this Report relative to Servicing
(b) Reports on Form 8-K Reports on Form 8-K were filed on behalf of the Onyx Acceptance Grantor Trust 1996-3 beginning in the month following creation of the Trust. Below listed is the date of each filing, the items reported and any financial statements filed. Form 8-K dated October 23, 1996. Item 5 providing the Distribution Date Statement for Distribution Date of October 15, 1995. No financial statements. Form 8-K dated November 15, 1996. Item 5 providing the Distribution Date Statement for Distribution Date of November 15, 1996. No financial statements. Form 8-K dated December 15, 1996. Item 5 providing the Distribution Date Statement for Distribution Date of December 18, 1996. Unaudited Financial Statements for Capital Markets Assurance Corporation for September 30, 1996. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the dates indicated. Onyx Acceptance Grantor Trust 1996-2 (Issuer with respect to Certificates) Onyx Acceptance Financial Corporation (Originator of the Trust and Registrant) REGAN E. KELLY March 27, 1997 - --------------------------------------------- ------------------------- By: Regan E. Kelly Date Director and Executive Vice President Onyx Acceptance Financial Corporation Exhibit 19.1 Selected Information Related to the Contracts
Original Pool Balance as of September 11, 1996..................................$120,000,786. Pool Balance Factor as of September 11, 1996...............................................1.00. Pool Balance as of December 31, 1996............................................$105,875,106. Pool Balance Factor as of December 31, 1996................................................0.882287
Exhibit 20.1 Report of Accountant Relative to Servicing REPORT OF INDEPENDENT ACCOUNTANTS We have examined management's assertion that, as of December 31, 1996, Onyx Acceptance Corporation maintained effective internal control over the servicing of motor vehicle installment sale contracts for the Onyx Acceptance Grantor Trust 1994-1, Onyx Acceptance Grantor Trust 1995-1, Onyx Acceptance Grantor Trust 1996-1, Onyx Acceptance Grantor Trust 1996-2, Onyx Acceptance Grantor Trust 1996-3, and Onyx Acceptance Grantor Trust 1996-4. Our examination was made in accordance with standards established by the American Institute of Certified Public Accountants and, accordingly, included obtaining an understanding of the internal control over the loan servicing process, testing and evaluating the design and operating effectiveness of the internal control, and such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Because of inherent limitations in any internal control, errors or irregularities may occur and not be detected. Also, projections of any evaluation of the internal control over the loan servicing process to future periods are subject to the risk that the internal control may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate. In our opinion, management's assertion that Onyx Acceptance Corporation maintained effective internal control over the servicing of motor vehicle installment sale contracts for Onyx Acceptance Grantor Trust 1994-1, Onyx Acceptance Grantor Trust 1995-1, Onyx Acceptance Grantor Trust 1996-1, Onyx Acceptance Grantor Trust 1996-2, Onyx Acceptance Grantor Trust 1996-3, and Onyx Acceptance Grantor Trust 1996-4 as of December 31, 1996, is fairly stated, in all material respects, based upon criteria established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) as described in Internal Control--Integrated Framework. Newport Beach, California March 18, 1997 March 18, 1997 Coopers & Lybrand L.L.P. 4675 MacArthur Court, Suite 1600 Newport Beach, California 92660 Ladies and Gentlemen: Assertion by Onyx Acceptance Corporation Onyx Acceptance Corporation services the motor vehicle installment sale contracts for the Onyx Acceptance Grantor Trust 1994-1, Onyx Acceptance Grantor Trust 1995-1, Onyx Acceptance Grantor Trust 1996-1, Onyx Acceptance Grantor Trust 1996-2, Onyx Acceptance Grantor Trust 1996-3, and Onyx Acceptance Grantor Trust 1996-4. Onyx Acceptance Corporation maintained effective internal control over the loan servicing for the Onyx Acceptance Grantor Trust 1994-1, Onyx Acceptance Grantor Trust 1995-1, Onyx Acceptance Grantor Trust 1996-1, Onyx Acceptance Grantor Trust 1996-2, Onyx Acceptance Grantor Trust 1996-3, and Onyx Acceptance Grantor Trust 1996-4 as of December 31, 1996, based upon criteria established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) as described in Internal Control - Integrated Framework. JOHN W. HALL John W. Hall Chief Executive Officer DON P. DUFFY Don P. Duffy Chief Financial Officer REGAN E. KELLY Regan E. Kelly Executive Vice President -----END PRIVACY-ENHANCED MESSAGE-----