SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report: June 30, 1998
(Date of earliest event reported)
FIRSTPLUS Investment Corporation
(Exact Name of Registrant as Specified in its Charter)
Nevada 333-26527 75-2596063
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
377 Howard Hughes Parkway
Suite 300N
Las Vegas, Nevada 89101
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: (702) 892-3772
No Change
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events
Reference is hereby made to the Registrant's Registration Statement on
Form S-3 (File No. 333-26527) pursuant to which the Registrant
registered issuances of FIRSTPLUS Home Loan Owner Trust asset backed
securities, issuable in various series, for sale in accordance with
the provisions of the Securities Act of 1933, as amended (the "Act").
Reference is also hereby made to the Prospectus dated September 10,
1997, and the related Prospectus Supplement, dated June 18, 1998
(collectively, the "Prospectus"), which were previously filed with the
Commission pursuant to Rule 424(b)(5), relating to the publicly
offered FIRSTPLUS Home Loan Owner Trust 1998-4 Asset Backed
Securities, Series 1998-4, consisting of the Class A-1, Class A-2,
Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class A-8,
Class M-1, Class M-2 and Class B-1 Asset Backed Notes (the "Publicly
Offered Securities"). Capitalized terms used but not defined herein
have the meanings assigned to such terms in the Prospectus.
The Publicly Offered Securities were sold to Deutsche Bank Securities
Inc. ("Deutsche Bank"), Bear, Stearns & Co. Inc., Merrill Lynch,
Pierce, Fenner & Smith Incorporated and PaineWebber Incorporated
(collectively, the "Underwriters") pursuant to the terms of an
underwriting agreement dated May 13, 1998, as supplemented by a terms
agreement dated June 18, 1998, each among Deutsche Bank, as
representative (the "Representative") of the Underwriters (such
underwriting agreement, together with such terms agreement, the
"Underwriting Agreement"), the Registrant, FIRSTPLUS FINANCIAL, INC.
("FFI") and FIRSTPLUS Financial Group, Inc. A copy of the Underwriting
Agreement is filed herewith as Exhibit 1.1.
The Notes were issued pursuant to an Indenture dated as of June 1,
1998 (the "Indenture") among FIRSTPLUS Home Loan Owner Trust 1998-4
(the "Issuer" or the "Trust") and U.S. Bank National Association, as
Indenture Trustee (the "Indenture Trustee"). A copy of the Indenture
is filed herewith as Exhibit 4.1.
The Notes are secured by the assets of the Trust pursuant to the
Indenture. The assets of the Trust primarily include a pool of home
loans (the "Home Loans") consisting of loans which are secured by
mortgages, deeds of trust or other similar security instruments. The
Home Loans consist of loans for which the related proceeds were used
to finance (i) property improvements, (ii) debt consolidation, or
(iii) a combination of property improvements, debt consolidation,
cash-out, credit insurance premiums, origination costs or other
consumer purposes.
The Home Loans were sold by FFI to the Registrant pursuant to the
terms of a Loan Sale Agreement dated as of June 1, 1998 (the "Loan
Sale Agreement") and were simultaneously sold by the Registrant to the
Trust pursuant to the Sale and Servicing Agreement (defined below). A
copy of the Loan Sale Agreement is filed herewith as Exhibit 10.1.
The Home Loans will be serviced by FFI, an affiliate of the
Registrant, pursuant to the terms of a Sale and Servicing Agreement
dated as of June 1, 1998 (the "Sale and Servicing Agreement") among
the Registrant, as Seller, FFI, as Transferor and Servicer, the
Issuer, and U.S. Bank National Association, as Indenture Trustee and
Co-Owner Trustee. A copy of the Sale and Servicing Agreement is filed
herewith as Exhibit 10.2.
Set forth below is a brief description of certain characteristics of
the Home Loans included in the Home Loan Pool as of the May 31, 1998
Cut-off Date.
The Home Loan Pool consists of 17,072 Home Loans having a Pool
Principal Balance as of the respective Cut-Off Dates of the related
Home Loans of $527,808,039.27. The Home Loans (by Pool Principal
Balance as of the applicable Cut-Off Dates) have the characteristics
set forth in the following tables:
HOME LOAN RATE
RANGE OF NUMBER OF PERCENT OF TOTAL
HOME LOAN HOME AGGREGATE BY AGGREGATE
RATES (%) LOANS PRINCIPAL BALANCE ($) PRINCIPAL BALANCE (%)
-------------- ----- --------------------- ---------------------
8.001 - 9.000% 1 $ 17,212 0.00%
9.001 - 10.000 62 1,621,848 0.31
10.001 - 11.000 383 12,086,009 2.29
11.001 - 12.000 3,085 101,506,255 19.23
12.001 - 13.000 3,821 119,981,436 22.73
13.001 - 14.000 4,212 132,057,377 25.02
14.001 - 15.000 3,096 91,054,822 17.25
15.001 - 16.000 1,817 53,145,349 10.07
16.001 - 17.000 496 13,885,096 2.63
17.001 - 18.000 83 2,040,445 0.39
18.001 - 19.000 16 412,190 0.08
--------- ---------------- ------------
TOTAL 17,072 $527,808,039 100.00%
====== ============ ===========
The weighted average Home Loan Rate of the Home Loans as of the Cut-Off
Date was approximately 13.52% per annum.
Cut-Off Date Loan Principal Balances
RANGE OF PERCENT OF TOTAL
CUT-OFF DATE NUMBER OF AGGREGATE BY AGGREGATE
PRINCIPAL BALANCE ($) HOME LOANS PRINCIPAL BALANCE($) PRINCIPAL BALANCE (%)
0.01 - 10,000.00 68 646,483 0.12%
10,000.01 - 20,000.00 2,566 42,186,709 7.99
20,000.01 - 30,000.00 5,936 151,992,464 28.80
30,000.01 - 40,000.00 5,735 199,568,631 37.81
40,000.01 - 50,000.00 2,153 97,931,399 18.55
50,000.01 - 60,000.00 455 24,914,777 4.72
60,000.01 - 70,000.00 137 8,897,528 1.69
70,000.01 - 80,000.00 22 1,670,048 0.32
---------- --------------- -------
TOTAL 17,072 $527,808,039 100.00%
====== ============ =======
The average principal balance of the Home Loans as of the Cut-Off Date was
approximately $30,916.59.
Original Loan Principal Balances
PERCENT OF TOTAL
RANGE OF BY AGGREGATE
PRINCIPAL BALANCES NUMBER OF AGGREGATE PRINCIPAL BALANCE(%)
AT ORIGINATION ($) HOME LOANS PRINCIPAL BALANCE
0.01 - 10,000.00 53 516,342 0.10%
10,000.01 - 20,000.00 2,541 41,548,231 7.87
20,000.01 - 30,000.00 5,924 151,255,346 28.66
30,000.01 - 40,000.00 5,766 200,260,310 37.94
40,000.01 - 50,000.00 2,166 98,385,723 18.64
50,000.01 - 60,000.00 459 25,036,702 4.74
60,000.01 - 70,000.00 141 9,135,337 1.73
70,000.01 - 80,000.00 22 1,670,048 0.32
---------- --------------- --------
Total 17,072 $527,808,039 100.00%
====== ============ -------
The average principal balance of the Initial Home Loans at
origination was approximately $31,114.27.
Geographic Concentration
PERCENT OF TOTAL
BY AGGREGATE
NUMBER OF AGGREGATE PRINCIPAL BALANCE (%)
HOME LOANS PRINCIPAL BALANCE
STATE
Alabama 3 64,246 0.01
Alaska 42 1,516,757 0.29
Arizona 379 11,266,461 2.13
Arkansas 165 5,171,080 0.98
California 2,383 79,634,738 15.09
Colorado 311 9,631,795 1.82
Connecticut 244 7,876,474 1.49
Delaware 73 2,321,174 0.44
District of Columbia 4 89,594 0.02
Florida 1,123 33,741,365 6.39
Georgia 521 15,987,395 3.03
Hawaii 2 59,756 0.01
Idaho 154 4,576,317 0.87
Illinois 518 14,574,703 2.76
Indiana 454 13,866,090 2.63
Iowa 115 3,666,932 0.69
Kansas 311 9,301,538 1.76
Kentucky 248 7,466,540 1.41
Louisiana 234 7,106,311 1.35
Maine 156 4,736,042 0.90
Maryland 484 15,148,653 2.87
Massachusetts 472 14,862,105 2.82
Michigan 735 22,468,339 4.26
Minnesota 420 13,079,987 2.48
Mississippi 97 3,045,958 0.58
Missouri 867 25,607,472 4.85
Montana 30 877,102 0.17
Nebraska 158 4,803,466 0.91
Nevada 229 6,983,908 1.32
New Hampshire 70 2,166,563 0.41
New Jersey 505 15,333,508 2.91
New Mexico 191 6,068,231 1.15
New York 233 7,680,706 1.46
North Carolina 596 18,076,150 3.42
North Dakota 13 393,094 0.07
Ohio 879 27,775,767 5.26
Oklahoma 289 8,690,628 1.65
Oregon 131 3,984,994 0.76
Pennsylvania 932 28,503,052 5.40
Rhode Island 93 2,922,955 0.55
South Carolina 309 9,124,495 1.73
South Dakota 24 779,234 0.15
Tennessee 258 7,285,074 1.38
Texas 2 59,383 0.01
Utah 156 4,565,818 0.87
Vermont 22 691,590 0.13
Virginia 784 23,552,990 4.46
Washington 424 13,146,738 2.49
Wisconsin 197 6,467,807 1.23
Wyoming 32 1,006,965 0.19
---------- ------------- ------
Total 17,072 527,808,039 100.00
====== =========== ======
Remaining Term to Maturity
PERCENT OF TOTAL
RANGE OF REMAINING NUMBER OF AGGREGATE BY AGGREGATE
TERM TO MATURITY (MONTHS) HOME LOANS PRINCIPAL BALANCE PRINCIPAL BALANCE (%)
------------------------- ---------- ----------------- ---------------------
0 - 30 1 8,466 0.00
31 - 60 158 3,151,248 0.60
61 - 90 73 1,658,959 0.31
91 - 120 1,015 25,455,993 4.82
121 - 150 37 979,190 0.19
151 - 180 3,247 96,353,996 18.26
181 - 210 12 358,260 0.07
211 - 240 1,657 52,212,992 9.89
241 - 270 1 32,442 0.01
271 - 300 10,871 347,596,494 65.86
------ ----------- -------
Total...................... 17,072 527,808,039 100.00
====== =========== ======
The weighted average remaining term to maturity of the Home Loans as
of the Cut-Off Date was approximately 258 months.
Months Since Origination
PERCENT OF TOTAL
AGE NUMBER OF AGGREGATE BY AGGREGATE
(IN MONTHS) HOME LOANS PRINCIPAL BALANCE PRINCIPAL BALANCE (%)
----------- ---------- ----------------- ---------------------
0 - 3 11,806 365,178,088 69.19
4 - 6 4,242 130,141,470 24.66
7 - 12 532 16,643,112 3.15
13 - 18 469 15,145,428 2.87
19 - 24 18 555,850 0.11
25 - 30 1 38,515 0.01
31 - 42 4 105,577 0.02
----------- --------------- ---------
Total 17,072 527,808,039 100.00
====== =========== ======
The weighted average number of months since origination of the Home
Loans as of the Cut-Off Date was approximately 3 months.
CREDIT SCORES*
AGGREGATE PERCENT OF TOTAL
RANGE OF NUMBER OF PRINCIPAL BY AGGREGATE
CREDIT SCORES HOME LOANS BALANCE PRINCIPAL BALANCE
------------- ---------- ------- -----------------
620 to 639............................ 451 11,388,846 2.16
640 to 659............................ 3,294 96,568,591 18.30
660 to 679............................ 3,622 110,887,214 21.01
680 to 699............................ 3,684 116,947,474 22.16
700 to 719............................ 3,280 106,075,850 20.10
720 to 739............................ 1,681 53,085,537 10.06
740 to 759............................ 768 24,380,045 4.62
760 to 779............................ 229 6,744,888 1.28
780 to 799............................ 55 1,526,307 0.29
800 or more........................... 8 203,289 0.04
---------- --------------- ----------
Total........................ 17,072 $ 527,808,039 100%
========== ================ =======
- ---------------------------
*Determined prior to origination of the related Home Loan.
The weighted average Credit Score of the Home Loans as of the Cut-Off Date was
approximately 689.
DEBT-TO-INCOME RATIOS
AGGREGATE PERCENT OF TOTAL
RANGE OF NUMBER OF PRINCIPAL BY AGGREGATE
DEBT-TO-INCOME RATIOS HOME LOANS BALANCE PRINCIPAL BALANCE
--------------------- ---------- --------- -----------------
Up to 10.............................. 13 $ 423,804 0.08%
11 to 15.............................. 80 2,203,519 0.42
16 to 20.............................. 506 14,624,988 2.77
21 to 25.............................. 1,284 38,850,187 7.36
26 to 30.............................. 2,634 79,971,759 15.15
31 to 35.............................. 3,825 117,507,692 22.26
36 to 40.............................. 4,395 138,207,336 26.19
41 to 45.............................. 3,113 98,626,829 18.69
46 to 50.............................. 1,210 37,080,003 7.03
51 to 55.............................. 12 311,922 0.06
--- ---------------- -------------
Total........................ 17,072 $ 527,808,039 100%
=========== ================ ============
The weighted average debt-to-income ratio of the Home Loans as of the Cut-Off
Date was approximately 35.24%.
Item 7. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
Exhibit No. Description
1.1 Underwriting Agreement
1.2 Underwriting Terms Agreement
4.1 Indenture
10.1 Subsequent Transfer Agreement
10.2 Sale and Servicing Agreement
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
FIRSTPLUS INVESTMENT CORPORATION
By: /s/ Lee F. Reddin
Name: Lee F. Reddin
Title: Vice President
Dated: July ___, 1998
EXHIBIT INDEX
Exhibit No. Description Page No.
1.1 Underwriting Agreement
1.2 Underwriting Terms Agreement
4.1 Indenture
10.1 Subsequent Transfer Agreement
10.2 Sale and Servicing Agreement