Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 | Completion of Acquisition or Disposition of Assets |
Description of the Certificates and the Mortgage Pool
On March 29, 2005, a series of certificates, entitled ACE Securities Corp. Home Equity Loan Trust, Series 2005-HE2, Asset-Backed Pass-Through Certificates, were issued pursuant to a pooling and servicing agreement, dated as of March 1, 2005 (the “Pooling and Servicing Agreement”), attached hereto as Exhibit 4.1, among ACE Securities Corp. as depositor (the “Depositor”), Wells Fargo Bank, N.A. as master servicer and securities administrator, Ocwen Federal Bank FSB as servicer and HSBC Bank USA, National Association as trustee. The Certificates consist of nineteen classes of certificates (collectively, the “Certificates”), designated as the “Class A-1 Certificates”, “Class A-2A Certificates”, “Class A-2B Certificates”, “Class A-2C Certificates”, “Class M-1 Certificates”, “Class M-2 Certificates”, “Class M-3 Certificates”, “Class M-4 Certificates”, “Class M-5 Certificates”, “Class M-6 Certificates”, “Class M-7 Certificates”, “Class M-8 Certificates”, “Class M-9 Certificates”, “Class M-10 Certificates”, “Class B-1 Certificates”, “Class B-2 Certificates”, “Class CE Certificates”, “Class P Certificates” and “Class R Certificates”. The Certificates evidence in the aggregate the entire beneficial ownership interest in a trust fund, consisting of a pool of mortgage loans (the “Mortgage Pool’”) of conventional, one- to four- family, first lien and second lien, adjustable-rate and fixed-rate mortgage loans having original terms to maturity up to 30 years (the “Mortgage Loans”). The Mortgage Pool consists of Mortgage Loans having an aggregate principal balance of approximately $1,219,463,662 as of March 1, 2005. The Mortgage Loans were purchased pursuant to the Mortgage Loan Purchase Agreement, dated as of March 29, 2005, between DB Structured Products, Inc. as seller and the Depositor. The Class A-1, Class A-2A, Class A-2B, Class A-2C, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates were sold by Depositor pursuant to the Amended and Restated Underwriting Agreement, dated June 24, 1999, as amended and restated to and including July 8, 2002, between the Depositor and Deutsche Bank Securities Inc., and the Terms Agreement, dated March 23, 2005 between Depositor and Deutsche Bank Securities Inc.
The Certificates have the following initial Certificate Balances and Pass-Through Rates:
| | Initial Certificate Principal Balance(1) | | |
A-1 | | $ 680,337,000 | | One-Month LIBOR + 0.22%(2)(3) |
A-2A | | $ 150,490,000 | | One-Month LIBOR + 0.09%(2)(3) |
A-2B | | $ 69,647,000 | | One-Month LIBOR + 0.20%(2)(3) |
A-2C | | $ 39,120,000 | | One-Month LIBOR + 0.31%(2)(3) |
M-1 | | $ 70,729,000 | | One-Month LIBOR + 0.44%(2)(3) |
M-2 | | $ 39,023,000 | | One-Month LIBOR + 0.45%(2)(3) |
M-3 | | $ 23,780,000 | | One-Month LIBOR + 0.48%(2)(3) |
M-4 | | $ 21,341,000 | | One-Month LIBOR + 0.64%(2)(3) |
M-5 | | $ 20,731,000 | | One-Month LIBOR + 0.68%(2)(3) |
M-6 | | $ 18,292,000 | | One-Month LIBOR + 0.75%(2)(3) |
M-7 | | $ 15,243,000 | | One-Month LIBOR + 1.23%(2)(3) |
M-8 | | $ 15,243,000 | | One-Month LIBOR + 1.37%(2)(3) |
M-9 | | $ 12,195,000 | | One-Month LIBOR + 1.98%(2)(3) |
M-10 | | $ 12,195,000 | | One-Month LIBOR + 3.25%(2)(3) |
(2) The pass-through rate for each class of Offered Certificates will be subject to the applicable Net WAC Pass-Through Rate as described in this prospectus supplement under “Description of the Certificates–Pass-Through Rates.”
(3) After the optional termination date, the margins applicable to the Class A-1, Class A-2A, Class A-2B and Class A-2C Certificates will increase by 100% and the margins applicable to the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9 and Class M-10 Certificates will increase by 50%.
The Certificates, other than the Class B-1, Class B-2, Class CE, Class P and Class R Certificates, and the Mortgage Loans are more particularly described in the Prospectus Supplement, dated March 23, 2005 (the “Prospectus Supplement”), and the Prospectus, dated September 23, 2004, as previously filed with the Securities and Exchange Commission pursuant to Rule 424(b). The Class B-1, Class B-2, Class CE, Class P and the Class R Certificates have not been and will not be publicly offered by the Depositor. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Prospectus Supplement.
Item 9.01 | Financial Statements and Exhibits |
| (a) | Not applicable | |
| (b) | Not applicable | |
| (c) | Exhibits | |
| | | | |
Exhibit No. | Description |
4.1 | Pooling and Servicing Agreement, dated as of March 1, 2005, by and among ACE Securities Corp., as Depositor, Wells Fargo Bank, N.A., as master servicer and securities administrator, Ocwen Federal Bank FSB as servicer and HSBC Bank USA, National Association, as trustee relating to the Series 2005-HE2 Certificates. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: August 12, 2005
| | | | | | | ACE SECURITIES CORP. |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | By: | |
| | | | | | | Name: | Doris J. Hearn |
| | | | | | | Title: | Vice President |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | By: | |
| | | | | | | Name: | Evelyn Echevarria |
| | | | | | | Title: | Vice President |
| | | | | | | | | | | | | | | |
Index to Exhibits
Exhibit No. | Description | Sequentially Numbered Page |
4.1 | Pooling and Servicing Agreement, dated as of March 1, 2005, by and among ACE Securities Corp., as Depositor, Wells Fargo Bank, N.A., as master servicer and securities administrator, Ocwen Federal Bank FSB as servicer and HSBC Bank USA, National Association, as trustee relating to the Series 2005-HE2 Certificates. | 7 |