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 15, 1996
Saxon Mortgage Securities Corporation
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(Exact name of registrant as specified in charter)
Virginia 34-0-20552 52-1785164
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4880 Cox Road, Glen Allen, Virginia 23060
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (804) 967-7400
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(Former name or former address, if changed since last report.)
Item 1. Changes in Control of Registrant. Not Applicable.
Item 2. Acquisition or Disposition of Assets. Not Applicable.
Item 3. Bankruptcy or Receivership. Not Applicable.
Item 4. Changes in Registrant's Certifying Accountant. Not Applicable.
Item 5. Other Events.
On August 15, 1996, the Registrant caused the issuance and sale of
$234,089,000 aggregate initial principal amount of Mortgage Loan Asset Backed
Certificates, Series 1996-1 (the "Class A Certificates"), pursuant to the Series
1996-1 Trust Agreement dated as of August 1, 1996 (the "Trust Agreement"), among
the Registrant, Texas Commerce Bank National Association, as Master Servicer,
Custodian, Certificate Registrar and Paying Agent, and Citibank, N.A., as
Trustee, and the related Standard Terms to Trust Agreement (August 1996
Edition).
Class A Certificates were issued in three Classes with original
principal amounts and pass-through rates set forth below:
Designation Pass-Through Rate Principal Balance
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Class A-1 Certificates 7.38% $ 43,000,000
Class A-2 Certificates (1) $ 9,600,000
Class A-3 Certificates (2) $181,489,000
(1) As defined in the Trust Agreement (exhibit 4.1).
(2) As defined in the Trust Agreement (exhibit 4.1).
In addition, Class R Certificates were sold in private transactions.
The Certificates represent undivided ownership interest in pools of
mortgage loans (the "Mortgage Loans") held by a trust (the "Trust") created
pursuant to a Trust Agreement dated as of August 1, 1996 (the "Trust
Agreement"), among Saxon Asset Securities Company (the "Seller"), Texas Commerce
Bank National Association, as Custodian, Paying Agent, Certificate Registrar and
Master Servicer (the "Master Servicer"), and Citibank, N.A., as trustee (the
"Trustee"). The Mortgage Loans were acquired by the Seller from Saxon Mortgage,
Inc. ("Saxon Mortgage"), an affiliate of the Seller which originated or acquired
the Mortgage Loans from various mortgage banking institutions. The Mortgage
Loans are secured first liens on single family residential properties, including
investment properties (which may be condominiums, one family residences, two to
four family residences or homes in planned unit developments). The Mortgage
Loans will be serviced by Meritech Mortgage Services, Inc. (the "Servicer"), an
affiliate of the Seller.
The Class A Certificates were purchased by Lehman Brothers, Inc. and
PaineWebber Incorporated (the "Underwriters"), from the Seller pursuant to an
Underwriting Agreement dated as of August 8, 1996, and offered pursuant to
Registration Statement No. 333-4127 by the Underwriters from time to time in
negotiated transactions or otherwise, at varying prices to be determined at the
time of sale.
The financial guaranty insurance policies (the "MBIA Policies") issued
by MBIA Insurance Corporation provide an unconditional and irrevocable guarantee
as to payment of Insured Payments, subject to the terms of the MBIA Policies.
An election will be made to treat certain assets of the Trust as a real
estate mortgage investment conduit (a "REMIC") for federal income tax purposes.
Each Class of Class A Certificates will constitute "regular interests" in the
REMIC.
The description of the Mortgage Loans pledged to the Trustee pursuant to
the Indenture begins on the following page. The amounts contained in the
following tables have been rounded to the nearest dollar amount and percentage,
as applicable. Asterisks (*) in the following tables indicate values between
0.0% and 0.5%
Original Loan-to-Value Ratios
Original Loan-to-Value Number of Scheduled Principal Percent of Scheduled
Ratios (%) Loans Balance ($) Principal Balance (%)
50.00 and Below 46 8,454,589.77 4.658
50.01-55.00 28 7,252,547.95 3.996
55.01-60.00 37 8,870,691.27 4.888
60.01-65.00 64 13,922,021.66 7.671
65.01-70.00 111 23,605,778.36 13.007
70.01-75.00 164 35,048,639.35 19.312
75.01-80.00 305 61,099,581.78 33.666
80.01-85.00 71 8,889,163.02 4.898
85.01-90.00 51 9,229,726.28 5.086
90.01-95.00 25 5,116,407.40 2.819
Totals 902 181,489,146.84 100.000
The weighted average original loan-to-value ratio is approximately 73.16%.
The maximum Scheduled Principal Balance with an original loan-to-value ratio
greater than 90% is approximately $709,418.
Approximately 52.03% (by scheduled principal balance) of the Mortgage Loans with
an original loan-to-value ratio greater than 80% are covered by a Primary
Mortgage Insurance Policy.
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Property Types of Mortgaged Premises
Property Type Number of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
Single Family Detached 797 165,418,051.06 91.145
Low Rise Condominium 30 3,851,087.80 2.122
Single Family Attached 23 4,618,821.08 2.545
Planned Unit Development 21 3,565,562.22 1.965
Townhouse 9 957,643.68 0.528
Deminimus PUD 8 1,726,956.68 0.952
Manufactured Housing 6 455,250.00 0.251
2-4 Family 5 631,231.60 0.348
High Rise Condominium 3 264,542.72 0.146
Totals 902 181,489,146.84 100.000
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Occupancy of Mortgaged Premises
Occupancy Type* Number of Loans Scheduled Principal Percent of Scheduled
Balance ($) Principal Balance (%)
Primary Home 853 176,346,823.95 97.167
Investor 42 3,863,857.23 2.129
Second Home 7 1,278,465.66 0.704
Totals 902 181,489,146.84 100.000
* As represented by the Borrower on the Mortgage Loan application.
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Loan Purpose
Loan Purpose Number of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
Refinance (Cash-Out) 350 55,748,543.06 30.717
Purchase 288 56,767,544.63 31.279
Refinance (No Cash-Out) 264 68,973,059.15 38.004
Totals 902 181,489,146.84 100.000
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Metropolitan Area Distribution of Mortgaged Premises
Metro (2% or greater) Number of Scheduled Principal Percent of Scheduled
concentration) Loans Balance ($) Principal Balance (%)
San Francisco, CA 84 25,475,062.95 14.037
Los Angeles, CA 61 16,419,627.59 9.047
San Diego, CA 37 11,778,953.64 6.490
Washington, DC 42 8,706,641.16 4.797
Other* 678 119,108,861.50 65.629
Totals 902 181,489,146.84 100.000
* Other includes approximately 53.66% of the Mortgaged Loans which are not
identified by metropolitan area.
The maximum percentage of Mortgage Loans (based on Scheduled Principal Balance)
secured by Mortgaged Premises located in any one zip code is approximately 1.5%.
Approximately 1% of the Mortgage Loans are convertible from an adjustable to a
fixed Note Rate.
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Origination Program
Origination Program Number of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
Full Documentation 582 109,801,854.33 60.501
Limited Documentation 320 71,687,292.51 39.499
Totals 902 181,489,146.84 100.000
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First Interest Adjustment Date for ARM Loans
Adjustment Date Number of Loans Scheduled Principal Percent of Scheduled
Balance ($) Principal Balance (%)
May 1, 1995 1 192,364.36 0.106
June 1, 1995 2 321,274.38 0.177
July 1, 1995 2 393,388.70 0.217
September 1, 1995 1 80,350.13 0.044
January 1, 1996 1 531,860.62 0.293
April 1, 1996 1 215,360.52 0.119
July 1, 1996 2 705,991.09 0.389
August 1, 1996 2 323,684.26 0.178
September 1, 1996 6 749,504.59 0.413
October 1, 1996 23 2,980,565.78 1.642
November 1, 1996 91 22,216,831.62 12.241
December 1, 1996 176 42,466,799.69 23.999
January 1, 1997 164 35,389,486.44 19.500
February 1, 1997 75 16,574,507.89 9.133
April 1, 1997 2 429,896.06 0.237
May 1, 1997 13 2,745,449.16 1.513
June 1, 1997 74 15,847,126.52 8.732
July 1, 1997 84 14,657,354.24 8.076
August 1, 1997 42 6,988,762.00 3.851
March 1, 1999 1 108,227.40 0.060
April 1, 1999 9 1,173,465.59 0.647
May 1, 1999 12 1,716,136.56 0.946
June 1, 1999 47 4,874,656.37 2.686
July 1, 1999 46 6,367,447.87 3.508
August 1, 1999 25 3,438,475.00 1.895
Totals 902 181,489,146.84 100.000
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Next Interest Adjustment Date for ARM Loans
Adjustment Date Number of Loans Scheduled Principal Percent of Scheduled
Balance ($) Principal Balance (%)
September 1, 1996 7 830,034.72 0.457
October 1, 1996 24 3,195,926.30 1.761
November 1, 1996 92 22,409,195.98 12.347
December 1, 1996 178 42,788,074.07 23.576
January 1, 1997 169 37,020,726.85 20.398
February 1, 1997 76 16,645,559.73 9.172
April 1, 1997 2 429,896.06 0.237
May 1, 1997 13 2,745,449.16 1.513
June 1, 1997 74 15,847,126.52 8.732
July 1, 1997 84 14,657,354.24 8.076
August 1, 1997 43 7,241,394.42 3.990
March 1, 1999 1 108,227.40 0.060
April 1, 1999 9 1,173,465.59 0.647
May 1, 1999 12 1,716,136.56 0.946
June 1, 1999 47 4,874,656.37 2.686
July 1, 1999 46 6,367,447.87 3.508
August 1, 1999 25 3,438,475.00 1.895
Totals 902 181,489,146.84 100.000
The Weighted Next Interest Adjustment Date is May 1, 1997.
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Original Term to Stated Maturity
Original Term (Months) Numer of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
360 377 44,241,096.74 84.108
337 1 104,887.41 0.199
336 2 117,032.16 0.222
335 4 447,265.31 0.850
334 1 114,167.29 0.217
333 1 129,991.89 0.247
332 2 380,414.53 0.723
331 1 96,458.72 0.183
329 1 87,137.31 0.166
326 1 219,641.21 0.418
313 1 108,167.49 0.206
312 1 285,199.94 0.542
301 1 681,758.85 1.296
240 3 180,150.00 0.342
180 69 5,242,565.06 9.967
120 2 164,400.00 0.313
Totals 468 52,600,333.91 100.000
The weighted average original term to stated maturity is approximately 339
months.
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Original Loan-to-Value Ratios
Original Loan-to-Value Number of Scheduled Principal Percent of Scheduled
Ratios (%) Loans Balance ($) Principal Balance (%)
50.00 and Below 44 3,457,188.32 6.573
50.01-55.00 17 1,975,033.96 3.755
55.01-60.00 17 1,976,851.54 3.758
60.01-65.00 29 3,304,283.99 6.282
65.01-70.00 70 8,066,492.51 15.335
70.01-75.00 74 9,333,337.07 17.744
75.01-80.00 160 17,890,756.01 34.013
80.01-85.00 18 1,688,967.14 3.211
85.01-90.00 17 2,278,994.56 4.333
90.01-95.00 22 2,628,428.81 4.997
Totals 468 52,600,333.91 100.000
The weighted average original loan-to-value ratio is approximately 72.93%.
The maximum Scheduled Principal Balance with an original loan-to-value ratio
greater than 90% is approximately $245,737.
Approximately 75.73% (by scheduled principal balance) of the Mortgage Loans with
an original loan-to-value ratio greater than 80% are covered by a Primary
Mortgage Insurance Policy.
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Payment Type
Payment Type Number of Loans Scheduled Principal Percent of Scheduled
Balance ($) Principal Balance (%)
Buydown 1 398,400.00 0.757
Level Payment 467 52,201,933.91 99.243
Totals 468 52,600,333.91 100.000
Approximately 100% of the Mortgage Loans (based on Scheduled Principal Balance)
contain a `due on-sale' clause.
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Property Types of Mortgaged Premises
Property Type Number of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
Single Family Detached 402 46,253,271.99 87.933
Single Family Attached 17 2,205,744.95 4.193
Deminimus PUD 12 1,199,633.78 2.281
Low Rise Condominium 9 740,913.70 1.409
Manufactured Housing 9 455,978.63 0.867
Planned Unit Development 8 901,662.28 1.714
High Rise Condominium 5 286,430.52 0.545
2-4 Family 4 431,787.01 0.821
Townhouse 2 124,911.05 0.237
Totals 468 52,600,333.91 100.000
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Occupancy of Mortgages Permises
Occupancy Type* Number of Loans Scheduled Principal Percent of Scheduled
Balance ($) Principal Balance (%)
Primary Home 421 48,708,008.75 92.600
Investor 36 2,694,674.54 5.123
Second Home 11 1,197,650.62 2.277
Totals 468 52,600,333.91 100.000
* As represented by the Borrower on the Mortgage Loan application.
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Loan Purpose
Loan Purpose Number of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
Refinance (Cash-Out) 232 22,754,875.77 43.260
Purchase 154 18,279,629.24 34.752
Refinance (No Cash-Out) 82 11,565,828.90 21.988
Totals 468 52,600,333.91 100.000
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Origination Program
Origination Program Number of Scheduled Principal Percent of Scheduled
Loans Balance ($) Principal Balance (%)
Full Documentation 237 24,298,230.58 46.194
Limited Documentation 231 28,302,103.33 53.806
Totals 468 52,600,333.91 100.000
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Metropolitan Area Distribution of Mortgaged Premises
Metro (5% or greater Number of Scheduled Principal Percent of Scheduled
concentration) Loans Balance ($) Principal Balance (%)
Los Angeles, CA 28 4,061,431.49 7.721
Other* 440 48,538,902.42 92.279
Totals 468 52,600,333.91 100.000
* Other includes approximately 71.62% of the Mortgaged Loans which are not
identified by metropolitan area.
The maximum percentage of Mortgaged Loans (based on Scheduled Principal Balance)
secured by Mortgaged Premises located in any one zip code is approximately 1.4%
Item 6. Registrations of Registrant's Directors.
Not Applicable.
Item 7. Financial Statements, Pro Forma, Financial Information and Exhibits
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits
1.1 Underwriting Agreement dated August 8, 1996 among Lehman
Brothers, Inc., PaineWebber Incorporated, Saxon Asset
Securities Company, Saxon Mortgage, Inc. and Dominion
Mortgage Services, Inc. and Standard Terms to Underwriting
Agreement
(August 1996 Edition).
4.1 Trust Agreement dated August 1, 1996 among Saxon Asset
Securities Company, Texas Commerce Bank National
Association, as Master Servicer, Custodian, Certificate
Registrar and Paying Agent and Citibank, N.A., as Trustee
and Standard Terms to the Trust Agreement (August 1996
Edition).
99.2 Copies of the Certificate Guaranty Insurance Policies
issued by MBIA Insurance Corporation
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.
SAXON ASSET SECURITIES COMPANY
By: /s/ Bradley Adams
Name: Bradley Adams
Title: Assistant Vice President
August 30, 1996