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) August 26, 1999
GE CAPITAL MORTGAGE SERVICES, INC.
(as Seller and Servicer under the Pooling and
Servicing Agreement, dated as of August 1, 1999,
providing for the issuance of REMIC Multi-Class
Pass-Through Certificates, Series 1999-17)
GE Capital Mortgage Services, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 33-5042 21-0627285
-------------------------------------------------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
Three Executive Campus
Cherry Hill, New Jersey 08002
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code (609) 661-6100
--------------
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
General.
On August 26, 1999, GE Capital Mortgage Services, Inc. ("GECMSI") offered to
investors certain classes of its REMIC Multi-Class Pass-Through Certificates,
Series 1999-17 (the "Certificates") evidencing beneficial ownership interests in
a trust fund (the "Trust Fund"). The assets of the Trust Fund consist primarily
of a pool ("Pool 1999-17") of conventional, one- to four-family residential
loans (the "Mortgage Loans"). Capitalized terms used herein and not otherwise
defined shall have the meanings assigned to them in the Prospectus dated August
19, 1999 as supplemented by the Prospectus Supplement dated August 25, 1999.
The original principal balance of each Class of the Certificates is as follows:
Class A1 $25,000,000.00
Class A2 $14,591,000.00
Class A3 $33,502,466.00
Class A4 $24,260,774.00
Class A5 $35,107,542.00
Class A6 $15,029,684.00
Class A7 $5,000,000.00
Class A8 $178,571.00
Class A9 $5,107,000.00
Class A10 $28,009,360.00
Class A11 $20,500,000.00
Class A12 $127,210,748.00
Class R $100.00
Class PO $3,891,829.67
Class M $6,677,000.00
Class B1 $2,636,000.00
Class B2 $1,406,000.00
Class B3 $1,757,000.00
Class B4 $702,000.00
Class B5 $879,878.77
Total : $351,446,953.44
The initial Junior Percentage and initial Senior Percentage for Pool 1999-17 are
approximately 4.00% and 96.00%, respectively. The "Bankruptcy Loss Amount," the
"Fraud Loss Amount" and the "Special Hazard Loss Amount" for Pool 1999-17 as of
the initial issuance of the Certificates are $135,910.00, $3,514,470.00 and
$3,514,470.00, respectively, representing approximately .0400%, 1.0000%, and
1.0000%, respectively, of the aggregate Scheduled Principal Balances of the
Mortgage Loans as of August 1, 1999 (the "Cut-off Date").
Description of the Mortgage Pool and the Mortgaged Properties
Pool 1999-17
Pool 1999-17 consists primarily of fixed-rate, fully-amortizing conventional
Mortgage Loans evidenced by Mortgage Notes which have original maturities of 20
to 30 years and an aggregate outstanding Scheduled Principal Balance as of the
Cut-off Date, after deducting payments of principal due on or before such date
and prepayments of principal received before such date, of $351,446,953.44.
The interest rates (the "Mortgage Rates") borne by the 1073 Mortgage Loans
conveyed by GECMSI to Pool 1999-17 range from 6.5000% to 9.2500% and the
weighted average Mortgage Rate as of the Cut-off Date is 7.4590% per annum (all
weighted averages in this filing are weighted by aggregate outstanding Scheduled
Principal Balance as of the Cut-off Date). At origination, the principal
balances of the Mortgage Loans in Pool 1999-17 ranged from $56,000.00 to
$1,000,000.00, and, as of the Cut-off Date, the average outstanding Scheduled
Principal Balance of the Mortgage Loans in Pool 1999-17 is $327,536.77, after
application of principal payments due on or before the Cut-off Date and
prepayments of principal received before such date. The earliest origination
date of any Mortgage Loan in Pool 1999-17 is May 1993, and the latest scheduled
maturity date of any such Mortgage Loan is August 2029. The weighted average
loan-to-value ratio of the Mortgage Loans as of the Cut-off Date in Pool 1999-17
is 75.9199%.
The Mortgage Loans in Pool 1999-17 have the following characteristics as of the
Cut-off Date.
a) The following table sets forth information, as of the Cut-off Date, with
respect to the Mortgage Rates borne by the Mortgage Loans in Pool 1999-17:
MORTGAGE # OF AGGREGATE BALANCES % OF POOL BY
RATES LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
----- ----- ------------------ -----------------
6.5000% 8 $2,528,600.35 0.7195%
6.6250% 12 $3,989,338.89 1.1351%
6.7500% 14 $5,165,435.48 1.4698%
6.8750% 78 $25,476,625.17 7.2491%
7.0000% 88 $28,732,637.22 8.1755%
7.1250% 88 $29,977,398.49 8.5297%
7.2500% 147 $48,857,422.82 13.9017%
7.3750% 125 $40,610,518.29 11.5552%
7.5000% 138 $45,649,546.24 12.9890%
7.6250% 91 $29,329,486.65 8.3454%
7.7500% 60 $19,179,695.19 5.4573%
7.8750% 82 $25,488,527.28 7.2525%
8.0000% 50 $15,776,913.36 4.4891%
8.1250% 14 $4,339,910.16 1.2349%
8.2500% 30 $8,717,974.35 2.4806%
8.3750% 17 $6,207,471.37 1.7663%
8.5000% 15 $5,179,117.26 1.4737%
8.6250% 5 $1,757,199.79 0.5000%
8.7500% 3 $953,720.71 0.2714%
8.8750% 5 $1,833,251.88 0.5216%
9.0000% 1 $398,562.49 0.1134%
9.1250% 1 $297,600.00 0.0847%
9.2500% 1 $1,000,000.00 0.2845%
Total 1073 $351,446,953.44 100.0000%
b) The following table sets forth information, as of the Cut-off Date, with
respect to the original principal balances of the Mortgage Loans in Pool
1999-17 :
ORIGINAL # OF LOANS AGGREGATE BALANCES % OF POOL BY
BALANCES AS OF CUT-OFF DATE AGGREGATE BAL.
-------- ---------- ------------------ --------------
$ 0 - 240,000 61 $9,422,411.93 2.6810%
$240,001 - 250,000 44 $10,867,176.53 3.0921%
$250,001 - 300,000 406 $112,404,899.45 31.9835%
$300,001 - 350,000 247 $80,329,108.22 22.8567%
$350,001 - 400,000 145 $54,426,811.99 15.4865%
$400,001 - 450,000 69 $29,393,345.38 8.3635%
$450,001 - 600,000 81 $40,646,218.95 11.5654%
$600,001 - 650,000 13 $8,290,724.96 2.3590%
$650,001 - 1,000,000 + 7 $5,666,256.03 1.6123%
Total 1,073 $351,446,953.44 100.0000%
The largest outstanding Scheduled Principal Balance of any Mortgage Loan, as of
the Cut-off Date, in Pool 1999-17 is $1,000,000.00.
The smallest outstanding Scheduled Principal Balance of any Mortgage Loan, as of
the Cut-off Date, in Pool 1999-17 is $55,961.46.
c) The following table sets forth information, as of the Cut-off Date, with
respect to the years of origination of the Mortgage Loans in Pool 1999-17:
YEAR OF ORIGINATION # OF LOANS AGGREGATE BALANCES % OF POOL BY
AS OF CUT-OFF DATE AGGREGATE BALANCE
- ------------------- ---------- ------------------ -----------------
1993 1 $344,000.00 0.0979%
1996 1 $498,766.25 0.1419%
1998 17 $4,792,082.67 1.3635%
1999 1,054 $345,812,104.52 98.3967%
Total 1,073 $351,446,953.44 100.0000%
d) The following table sets forth information, as of the Cut-off Date, with
respect to the loan-to-value ratios of the Mortgage Loans at origination in
Pool 1999-17:
LOAN-TO-VALUE
RATIO AT # OF AGGREGATE BALANCES % OF POOL BY
ORIGINATION LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
- ----------- ----- ------------------ -----------------
00.000 - 50.00 46 $15,342,599.87 4.3656%
50.001 - 60.00 54 $17,989,279.72 5.1186%
60.001 - 70.00 137 $48,084,781.31 13.6819%
70.001 - 75.00 123 $43,513,539.17 12.3813%
75.001 - 80.00 527 $172,645,917.13 49.1243%
80.001 - 85.00 14 $4,659,078.84 1.3257%
85.001 - 90.00 102 $30,651,070.91 8.7214%
90.001 - 95.00 70 $18,560,686.49 5.2812%
Total 1,073 $351,446,953.44 100.0000%
e) The following table sets forth information, as of the Cut-off Date, with
respect to the type of Mortgaged Properties securing the Mortgage Loans in
Pool 1999-17:
TYPE OF DWELLING # OF LOANS AGGREGATE BALANCES % OF POOL BY
AS OF CUT-OFF DATE AGGREGATE BALANCE
- ---------------- ---------- ------------------ -----------------
Single-family detached 999 $327,976,081.80 93.3217%
Single-family attached 15 $4,661,600.31 1.3264%
Condominium 38 $11,800,819.48 3.3578%
2 - 4 Family Units 20 $6,733,892.99 1.9160%
Co-op 1 $274,558.86 0.0781%
Total 1,073 $351,446,953.44 100.0000%
f) The following table sets forth information, as of the Cut-off Date, with
respect to the occupancy status of the Mortgaged Properties securing the
Mortgage Loans as represented by the mortgagors at origination in Pool
1999-17:
# OF LOANS AGGREGATE BALANCES % OF POOL BY
OCCUPANCY AS OF CUT-OFF DATE AGGREGATE BALANCE
--------- ---------- ------------------ -----------------
Owner Occupied 1,041 $341,093,376.68 97.0540%
Vacation 21 $6,848,534.15 1.9487%
Investment 11 $3,505,042.61 0.9973%
Total 1,073 $351,446,953.44 100.0000%
g) The following table sets forth information, as of the Cut-off Date, with
respect to the geographic distribution of the Mortgaged Properties securing
the Mortgage Loans in Pool 1999-17:
STATE # OF LOANS AGGREGATE BALANCES % OF POOL BY
AS OF CUT-OFF DATE AGGREGATE BALANCE
- ----- ---------- ------------------ -----------------
Alabama 4 $1,265,201.51 0.3600%
Arizona 25 $8,000,532.44 2.2765%
California 532 $174,135,883.78 49.5484%
Colorado 23 $7,210,466.48 2.0516%
Connecticut 16 $6,115,525.29 1.7401%
Delaware 3 $1,021,217.26 0.2906%
District Of Columbia 4 $1,471,580.39 0.4187%
Florida 18 $5,740,465.68 1.6334%
Georgia 22 $6,677,723.56 1.9001%
Hawaii 4 $1,469,192.90 0.4180%
Idaho 1 $55,961.46 0.0159%
Illinois 39 $13,693,240.59 3.8962%
Indiana 2 $730,792.15 0.2079%
Iowa 1 $313,204.06 0.0891%
Kentucky 2 $726,988.79 0.2069%
Maryland 43 $14,380,889.71 4.0919%
Massachusetts 46 $14,807,445.46 4.2133%
Michigan 23 $8,258,448.75 2.3498%
Minnesota 4 $1,354,424.18 0.3854%
Mississippi 1 $294,781.07 0.0839%
Missouri 4 $1,403,754.84 0.3994%
Nebraska 1 $103,016.38 0.0293%
Nevada 12 $4,168,929.88 1.1862%
New Hampshire 3 $966,485.49 0.2750%
New Jersey 29 $9,020,036.37 2.5665%
New Mexico 3 $938,590.18 0.2671%
New York 22 $7,095,168.64 2.0188%
North Carolina 7 $2,490,865.27 0.7087%
Ohio 3 $988,717.71 0.2813%
Oklahoma 1 $470,860.91 0.1340%
Oregon 18 $5,693,126.26 1.6199%
Pennsylvania 14 $4,658,197.19 1.3254%
Rhode Island 2 $537,582.99 0.1530%
South Carolina 1 $649,505.40 0.1848%
Tennessee 5 $1,744,502.38 0.4964%
Texas 28 $8,523,265.23 2.4252%
Utah 5 $1,291,764.46 0.3676%
Virginia 46 $14,483,071.18 4.1210%
Washington 51 $16,638,606.00 4.7343%
Wisconsin 5 $1,856,941.17 0.5284%
Total 1,073 $351,446,953.44 100.0000%
h) The following table sets forth information, as of the Cut-off Date, with
respect to the maturity dates of the Mortgage Loans in Pool 1999-17:
YEAR OF MATURITY # OF LOANS AGGREGATE BALANCES % OF POOL BY
AS OF CUT-OFF DATE AGGREGATE BALANCE
- ---------------- ---------- ------------------ -----------------
2019 11 $3,233,341.31 0.9200%
2024 1 $281,000.00 0.0800%
2028 10 $2,553,759.11 0.7266%
2029 1,051 $345,378,853.02 98.2734%
Total 1,073 $351,446,953.44 100.0000%
The weighted average scheduled remaining term to maturity of the Mortgage Loans
in Pool 1999-17 calculated as of the Cut-off Date is 357.41 months.
i) The following table sets forth information, as of the Cut-off Date, with
respect to the purpose of the Mortgage Loans in Pool 1999-17:
# OF LOANS AGGREGATE BALANCES % OF POOL BY
PURPOSE OF LOAN AS OF CUT-OFF DATE AGGREGATE BALANCE
- --------------- ---------- ------------------ -----------------
Purchase 735 $240,273,034.27 68.3668%
Rate Term/Refinance 328 $108,131,066.38 30.7674%
Cash-out Refinance 10 $3,042,852.79 0.8658%
Total 1,073 $351,446,953.44 100.0000%
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
1.1 The Underwriting Agreement, dated as of March 21, 1996, and the
related Terms Agreement, dated as of August 25, 1999, for certain of
the Series 1999-17 Certificates between GE Capital Mortgage Services,
Inc. and Donaldson, Lufkin & Jenrette Securities Corporation.
1.2 The Underwriting Agreement, dated as of May 22, 1996, and the related
Terms Agreement, dated as of August 25, 1999, for certain of the
Series 1999-17 Certificates between GE Capital Mortgage Services, Inc.
and Lehman Brothers Inc.
4.1 The Pooling and Servicing Agreement for the Series 1999-17
Certificates, dated as of August 1, 1999, between GE Capital Mortgage
Services, Inc., as seller and servicer, and State Street Bank and
Trust Company, as trustee.
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.
GE Capital Mortgage Services, Inc.
By: /s/ Syed W. Ali
-----------------------------
Name: Syed W. Ali
Title: Vice President
Dated as of August 26, 1999
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.
GE Capital Mortgage Services, Inc.
By: /s/ Syed W. Ali
-----------------------------
Name: Syed W. Ali
Title: Vice President
Dated as of August 26, 1999
EXHIBIT INDEX
The exhibits are being filed herewith:
EXHIBIT NO. DESCRIPTION PAGE
----------- ----------- ----
1.1 The Underwriting Agreement, dated as
of March 21, 1996, and the related
Terms Agreement, dated as of August
25, 1999, for certain of the Series
1999-17 Certificates between GE
Capital Mortgage Services, Inc. and
Donaldson, Lufkin & Jenrette
Securities Corporation.
1.2 The Underwriting Agreement, dated as
of May 22, 1996, and the related Terms
Agreement, dated as of August 25,
1999, for certain of the Series
1999-17 Certificates between GE
Capital Mortgage Services, Inc. and
Lehman Brothers Inc.
4.1 The Pooling and Servicing Agreement
for the Series 1999-17 Certificates,
dated as of August 1, 1999, between GE
Capital Mortgage Services, Inc., as
seller and servicer, and State Street
Bank and Trust Company, as trustee.