UNITED STATES
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 (Date of earliest event reported): June 29, 2007
ACE SECURITIES CORP.
(as depositor under the Pooling and Servicing Agreement,
dated as of June 1, 2007, providing for the issuance of
ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE5, Asset Backed Pass Through Certificates)
ACE Securities Corp.
(Exact name of registrant as specified in its charter)
| Delaware | | 333-141008-06 | | 56-2088493 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
| | | | | |
| 6525 Morrison Blvd., Suite 318, Charlotte, North Carolina | | | | 28211 |
| (Address of Principal Executive Offices) | | | | (Zip Code) |
Registrant’s telephone number, including area code: (704) 365 0569
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
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 2.01 Completion of Acquisition or Disposition of Assets
Description of the Certificates and the Mortgage Pool
On June 29, 2007, a series of certificates, entitled ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE5, Asset Backed Pass-Through Certificates (the “Certificates”), were issued pursuant to a pooling and servicing agreement, dated as of June 1, 2007 (the “Agreement”), attached hereto as Exhibit 4.1, among ACE Securities Corp. as depositor (the “Depositor”), Wells Fargo Bank, National Association as master servicer and securities administrator, Ocwen Loan Servicing, LLC as servicer and HSBC Bank USA, National Association as trustee (the “Trustee”). The Certificates consist of 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 A-2D 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 CE Certificates”, “Class P Certificates” and “Class R Certificates”. The Certificates evidence in the aggregate the entire beneficial ownership interest in a trust fund (the “Trust Fund”), consisting of a pool of mortgage loans (the “Mortgage Pool”) of conventional, one- to four- family, adjustable rate and fixed rate, first lien and second lien mortgage loans having original terms to maturity of approximately 30 years (the “Mortgage Loans”). The Mortgage Pool consists of Mortgage Loans having an aggregate principal balance of approximately $422,493,883 as of June 1, 2007 (the “Cut-off Date”). The Mortgage Loans were purchased pursuant to the Mortgage Loan Purchase Agreement, dated June 29, 2007, between DB Structured Products, Inc. as seller and the Depositor (the “Mortgage Loan Purchase Agreement”). The Class A-1 Certificates, Class A-2A Certificates, Class A-2B Certificates, Class A-2C Certificates, Class A-2D 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 and Class M-9 Certificates were sold by Depositor pursuant to the Second Amended and Restated Underwriting Agreement, dated June 24, 1999, as amended and restated to and including January 25, 2006, between the Depositor and Deutsche Bank Securities Inc., and the Terms Agreement, dated June 22, 2007 (collectively, the “Underwriting Agreement”), between the Depositor and Deutsche Bank Securities Inc.
The Certificates have the following initial Certificate Balances and Pass-Through Rates:
Class | | Initial Certificate Principal Balance(1) | | Pass-Through Rate |
| A-1 | | $ 156,231,000 | | One-Month LIBOR + 0.18%(2)(3) |
| A-2A | | $ 77,627,000 | | One-Month LIBOR + 0.11% (2)(3) |
| A-2B | | $ 26,184,000 | | One-Month LIBOR + 0.15% (2)(3) |
| A-2C | | $ 30,709,000 | | One-Month LIBOR + 0.18% (2)(3) |
| A-2D | | $ 15,770,000 | | One-Month LIBOR + 0.27% (2)(3) |
| M-1 | | $ 18,590,000 | | One-Month LIBOR + 0.30% (2)(3) |
| M-2 | | $ 17,111,000 | | One-Month LIBOR + 0.30% (2)(3) |
| M-3 | | $ 10,562,000 | | One-Month LIBOR + 0.35% (2)(3) |
| M-4 | | $ 8,872,000 | | One-Month LIBOR + 0.55% (2)(3) |
| M-5 | | $ 8,239,000 | | One-Month LIBOR + 0.60% (2)(3) |
| M-6 | | $ 8,027,000 | | One-Month LIBOR + 0.85% (2)(3) |
| M-7 | | $ 7,394,000 | | One-Month LIBOR + 2.00% (2)(3) |
| M-8 | | $ 6,549,000 | | One-Month LIBOR + 2.50% (2)(3) |
| M-9 | | $ 6,126,000 | | One-Month LIBOR + 2.50% (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 the prospectus supplement under “Description of the Certificates-Pass-Through Rates.” |
| (3) | After the first possible optional termination date, the margins applicable to the Class A-1, Class A-2A, Class A-2B, Class A-2C and Class A-2D 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 and Class M-9 Certificates will increase by the lesser of (i) the product of the applicable margin and 50% and (ii) 0.50%. |
The Certificates, other than the Class CE, Class P and Class R Certificates, and the Mortgage Loans are more particularly described in the Prospectus Supplement, dated June 22, 2007 (the “Prospectus Supplement”), and the Prospectus, dated May 9, 2007, as previously filed with the Securities and Exchange Commission pursuant to Rule 424(b). The 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 1.01 Entry into a Materially Definitive Agreement
Amendment to Pooling and Servicing Agreement
On June 29, 2007, a series of certificates, entitled ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE5 Asset-Backed Pass-Through Certificates (the “Certificates”), were issued pursuant to a pooling and servicing agreement, dated as of June 1, 2007 (the “Agreement”), among ACE Securities Corp. as depositor (the “Depositor”), Wells Fargo Bank, N.A. as master servicer (the “Master Servicer”) and securities administrator (the “Securities Administrator”), Ocwen Loan Servicing, LLC as servicer (the “Servicer”) and HSBC Bank USA, National Association as trustee (the “Trustee”), which Agreement a subject of, and exhibit to, this a Form 8-K. The Depositor, the Master Servicer, the Securities Administrator, the Servicer and the Trustee entered into Amendment No. 1 to the Agreement (the “Amendment”), dated as of August 20, 2007, attached hereto as Exhibit 4.1. The Amendment amends the Agreement to allow the sponsor to hire a special servicer to be appointed for certain delinquent loans, subject to certain conditions specified in the Agreement.
Item 9.01 Financial Statements and Exhibits
Exhibit No. | Description |
| 4.1 | Pooling and Servicing Agreement, dated as of June 1, 2007, by and among ACE Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master Servicer and Securities Administrator, Ocwen Loan Servicing, LLC, as Servicer and HSBC Bank USA, National Association, as Trustee relating to the Series 2007-HE5 Certificates. |
| 4.2 | Amendment No. 1, dated as of August 17, 2007, to the Pooling and Servicing Agreement, dated as of June 1, 2006, by and among ACE Securities Corp., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, Ocwen Loan Servicing, LLC, as Servicer and HSBC Bank USA, National Association, as Trustee relating to the Series 2007-HE5 Certificates. |
[TPW: NYLEGAL:580108.2] 17988-00527 10/19/2006 02:07 PM
SIGNATURES
Pursuant to the requirements 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.
Dated: August 20, 2007
ACE SECURITIES CORP.
By: /s/ Evelyn Echevarria
Name: Evelyn Echevarria
Title: Vice President
By: /s/ Doris J. Hearn
Name: Doris J. Hearn
Title: Vice President
Index to Exhibits
Exhibit No. | Description | Sequentially Numbered Page |
| 4.1 | Pooling and Servicing Agreement, dated as of June 1, 2007, by and among ACE Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master Servicer and Securities Administrator, Ocwen Loan Servicing, LLC, as Servicer and HSBC Bank USA, National Association, as Trustee relating to the Series 2007-HE5 Certificates. | 7 |
| 4.2 | Amendment No. 1, dated as of August 17, 2007, to the Pooling and Servicing Agreement, dated as of June 1, 2006, by and among ACE Securities Corp., as Depositor, Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, Ocwen Loan Servicing, LLC, as Servicer and HSBC Bank USA, National Association, as Trustee relating to the Series 2007-HE5 Certificates. | 479 |
