SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the fiscal year ended December 31, 2002
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from _________ to _________
333-56802
333-56802-02
(Commission File Number)
BMW FS SECURITIES LLC
BMW VEHICLE OWNER TRUST 2002-A
(Exact name of registrant as specified in its charter)
DELAWARE
DELAWARE 22-3784653
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation)
300 CHESTNUT RIDGE ROAD
WOODCLIFF LAKE, NJ 07677
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code : (201) 307-4000
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K 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. [X]
State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common equity, as of
the last business day of the registrant's most recently completed second fiscal
quarter.
NOT APPLICABLE.
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
NOT APPLICABLE.
List hereunder the following documents if incorporated by reference and the Part
of the Form 10-K (e.g. Part I, Part II, etc..) into which the document is
incorporated: (1) Any annual report to security holders; (2) Any proxy or
information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g. annual report to security holders
for fiscal year ended December 24, 1980).
NOT APPLICABLE.
PART I
Item 1. Business
NOT APPLICABLE.
Item 2. Properties
NOT APPLICABLE.
Item 3. Legal Proceedings
NONE.
Item 4. Submission of Matters to a Vote of Security Holders
NONE.
2
PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
NOT APPLICABLE.
Item 6. Selected Financial Data
NOT APPLICABLE.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
NOT APPLICABLE.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
NOT APPLICABLE.
Item 8. Financial Statements and Supplementary Data
NOT APPLICABLE.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
NONE.
PART III
Item 10. Directors and Executive Officers of the Registrant
NOT APPLICABLE.
Item 11. Executive Compensation
NOT APPLICABLE.
Item 12. Security Ownership of Certain Beneficial Owners and Management
NOT APPLICABLE.
Item 13. Certain Relationships and Related Transactions
NOT APPLICABLE.
Item 14. Control and Procedures
NOT APPLICABLE
3
Item 15. Principal Accountant Fees and Services
NOT APPLICABLE.
PART IV
Item 16. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) The following documents are filed as part of this report:
(1) Financial Statements:
NOT APPLICABLE.
(2) Financial Statement Schedules:
NOT APPLICABLE.
(3) Exhibits:
Exhibit 99.1 Annual Servicer Statement of Compliance
Exhibit 99.2 Annual Statement of Independent Accountants
Report for the Servicer
Exhibit 99.3 Management Assertion
(b) The following current reports on Form 8-K were filed by the
registrant during the last quarter of 2002.
NONE.
(c) EXHIBITS TO THIS REPORT ARE LISTED IN ITEM (14)(A)(3) ABOVE.
4
(d) NOT APPLICABLE.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
BMW FS Securities LLC
BMW Vehicle Owner Trust 2002-A
Signed: BMW Financial Services NA, LLC, as Servicer
Date: April 11, 2003 By: /s/ Gerald Holzmann
----------------------------------
Gerald Holzmann
Chief Financial Officer
SARBANES-OXLEY CERTIFICATION
I, Gerald Holzmann, certify that:
1. I have reviewed this annual report on Form 10-K, and all reports
on Form 8-K containing distribution or servicing reports filed in respect of
periods included in the year covered by this annual report, of BMW FS Securities
LLC and BMW Vehicle Owner Trust 2002-A;
2. Based on my knowledge, the information in these reports, taken as
a whole, does not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading as of the
last day of the period covered by this annual report;
3. Based on my knowledge, the distribution or servicing information
required to be provided to the trustee by the servicer under the pooling and
servicing, or similar, agreement, for inclusion in these reports is included in
these reports;
4. I am responsible for reviewing the activities performed by the
servicer under the pooling and servicing, or similar, agreement and based upon
my knowledge and the annual compliance review required under that agreement, and
except as disclosed in the reports, the servicer has fulfilled its obligations
under that agreement; and
5
5. The reports disclose all significant deficiencies relating to
the servicer's compliance with the minimum servicing standards based upon the
report provided by an independent public accountant, after conducting a review
in compliance with the Uniform Single Attestation Program for Mortgage Bankers
or similar procedure, as set forth in the pooling and servicing, or similar,
agreement, that is included in these reports.
Date: April 11, 2003 By: /s/ Gerald Holzmann
---------------------------------
Gerald Holzmann
Chief Financial Officer
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.
The registrant has not sent an annual report or proxy material to its security
holders. The registrant will not be sending an annual report or proxy material
to its security holders subsequent to the filing of this form.
EXHIBIT INDEX
Exhibit Description
99.1 Servicer's Annual Statement of Compliance
99.2 Servicer's Annual Independent Accountant's Report
99.3 Management Assertion
6