SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) November 7, 2003
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Hyundai ABS Funding Corporation
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as Depositor to the Issuer described herein
(Exact Name of Registrant as Specified in Charter)
Delaware 333-108545 33-0978453
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(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
10550 Talbert Avenue, Fountain Valley, California 92708
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number including area code (714) 594-1579
Former Name or Former Address, if Changed Since Last Not Applicable
Report
TABLE OF CONTENTS
Item 5. Other Events
Item 7. Financial Statements and Exhibits
EXHIBIT INDEX
SIGNATURES
EX-1.1 Underwriting Agreement
EX-4.1 Indenture
EX-5.1 Legality Opinion
EX-8.1 Tax Opinion
EX-10.1 Sale and Servicing Agreement
EX-10.2 Receivables Purchase Agreement
EX-10.3 Administration Agreement
EX-23.1 Consent
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
Hyundai ABS Funding Corporation (the "Registrant") is filing certain
exhibits under Item 7 hereof, which relate to the recent public offering of
asset-backed notes by Hyundai Auto Receivables Trust 2003-A (the "Issuer").
On November 7, 2003, the Issuer publicly issued $170,000,000 of Class
A-1 1.11% Asset Backed Notes due November 15, 2004, $241,000,000 of Class A-2
1.56% Asset Backed Notes due September 15, 2006, $130,000,000 of Class A-3 2.33%
Asset Backed Notes due November 15, 2007, $120,618,000 of Class A-4 3.02% Asset
Backed Notes due October 15, 2010 (the "Class A Notes"), $39,034,000 of Class B
2.99% Asset Backed Notes due October 15, 2010 (the "Class B Notes"), $11,710,000
of Class C 3.19% Asset Backed Notes due October 15, 2010 (the "Class C Notes")
and $40,985,000 of Class D 4.06% Asset Backed Notes due October 15, 2010 (the
"Class D Notes" and, together with the Class A Notes, the Class B Notes and the
Class C Notes, the "Notes") pursuant to a registration statement (No.
333-108545) declared effective on October 23, 2003. The joint bookrunners for
the issuance of the Notes were Banc One Capital Markets, Inc. and Citigroup
Global Markets Inc., and the co-managers of the Class A Notes were ABN AMRO
Incorporated, Deutsche Bank Securities Inc. and SG Cowen Securities Corporation.
The Registrant paid the underwriters a fee of $1,433,413.65 in connection with
the sale of the Notes. The net proceeds from the sale of the Notes, which
amounted to $751,860,403.72, were used by the Issuer to purchase a pool of motor
vehicle retail installment sale contracts that are secured by new and used
automobiles and light-duty trucks, which constitute the receivables included in
the assets of the Issuer, from the Registrant. The Registrant acquired the
receivables from Hyundai Motor Finance Company, a California corporation. The
Issuer also used $5,855,027.57 of the net proceeds from the sale of the Notes to
fund the Reserve Account.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Exhibit
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1.1 Underwriting Agreement, dated as of October 29, 2003,
among the Registrant, Hyundai Motor Finance Company
("HMFC") and Banc One Capital Markets, Inc.
4.1 Indenture, dated as of November 7, 2003, between the
Issuer and Wells Fargo Bank Minnesota, National
Association (the "Indenture Trustee")
5.1 Opinion of Latham & Watkins LLP with respect to legality
8.1 Opinion of Latham & Watkins LLP with respect to United
States federal income tax matters
10.1 Sale and Servicing Agreement, dated as of November 7,
2003, among the Issuer, the Registrant, the Indenture
Trustee and HMFC
10.2 Receivables Purchase Agreement, dated as of November 7,
2003, between the Registrant and HMFC
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10.3 Administration Agreement, dated as of November 7, 2003,
among the Issuer, the Indenture Trustee and HMFC
23.1 Consent of Latham & Watkins LLP (included in Exhibits 5.1
and 8.1)
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SIGNATURE
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 hereunto duly authorized.
Dated: December 16, 2003 HYUNDAI ABS FUNDING CORPORATION
By: /s/ David A. Hoeller
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Name: David A. Hoeller
Title: Vice President & Secretary
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EXHIBIT INDEX
Exhibit No. Exhibit
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1.1 Underwriting Agreement, dated as of October 29, 2003,
among the Registrant, Hyundai Motor Finance Company
("HMFC") and Banc One Capital Markets, Inc.
4.1 Indenture, dated as of November 7, 2003, between the
Issuer and Wells Fargo Bank Minnesota, National
Association (the "Indenture Trustee")
5.1 Opinion of Latham & Watkins LLP with respect to legality
8.1 Opinion of Latham & Watkins LLP with respect to United
States federal income tax matters
10.1 Sale and Servicing Agreement, dated as of November 7,
2003, among the Issuer, the Registrant, the Indenture
Trustee and HMFC
10.2 Receivables Purchase Agreement, dated as of November 7,
2003, between the Registrant and HMFC
10.3 Administration Agreement, dated as of November 7, 2003,
among the Issuer, the Indenture Trustee and HMFC
23.1 Consent of Latham & Watkins LLP (included in Exhibits 5.1
and 8.1)
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