UNITED STATES
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) December 30, 2005
ORIGEN RESIDENTIAL SECURITIES, INC. (as depositor under a Trust Agreement, dated
as of December 1, 2005, providing for, inter alia, the issuance of Origen
Manufactured Housing Contract Trust Collateralized Notes, Series 2005-B)
Origen Residential Securities, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 333-117573 20-1370314
State of Incorporation (Commission File Number) (I.R.S. Employer
Identification No.)
27777 South Franklin Road, Suite 1700, Southfield, Michigan 48034
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (248) 644-5595
_________________________________________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e4(c))
Item 8.01. Other Events
The Registrant registered issuances of Origen Manufactured Housing
Contract Trust Collateralized Notes, Series 2005-B on a delayed or
continuous basis pursuant to Rule 415 under the Securities Act of 1933, as
amended, by a Registration Statement on Form S-3 (Registration File No.
333-117573) (the "Registration Statement"). Pursuant to the Registration
Statement, the Registrant issued $156,187,000 aggregate principal amount of
Class A-1, Class A-2, Class A-3, Class A-4, Class M-1, Class M-2, Class B-1
and Class B-2 Notes (the "Notes") on December 15, 2005. This Current Report
on Form 8-K is being filed to satisfy an undertaking contained in the
definitive Prospectus dated September 27, 2004, as supplemented by the
Preliminary Prospectus Supplement dated November 30, 2005, to file copies
of the Indenture, the Servicing Agreement and other operative documents
executed in connection with the issuance of the Notes, certain forms of
which were filed as exhibits to the Registration Statement.
On December 15, 2005, Origen Manufactured Housing Contract Trust
2005-B entered into an Indenture, dated as of December 1, 2005 (the
"Indenture"), among Origen Manufactured Housing Contract Trust 2005-B, as
issuer, and JPMorgan Chase Bank, N.A., as indenture trustee, pursuant to
which the Notes were issued.
Origen Manufactured Housing Contract Trust 2005-B was formed and the
Ownership Certificate issued pursuant to a Trust Agreement, dated as of
December 1, 2005 (the "Trust Agreement"), between Origen Residential
Securities, Inc., as depositor, Wilmington Trust Company, as owner trustee,
and JPMorgan Chase Bank, N.A., as certificate registrar and certificate
paying agent.
The Notes are secured by assets of a trust estate (the "Trust Estate")
pledged by Origen Manufactured Housing Contract Trust 2005-B that consists
primarily of certain manufactured housing installment sales contracts and
installment loan agreements (collectively, the "Contracts").
The Contracts were sold by Origen Securitization Company, LLC, as
seller, to the Registrant, as purchaser, pursuant to the terms of an Asset
Purchase Agreement (the "Asset Puchase Agreement"), dated as of December 1,
2005, between Origen Securitization Company, LLC, the Registrant and Origen
Financial L.L.C., as originator.
The Contracts are serviced pursuant to the terms of a servicing
agreement (the "Servicing Agreement"), dated as of December 1, 2005, among
Origen Financial L.L.C., as servicer, Origen Servicing, Inc., as
subservicer, Vanderbilt Mortgage and Finance, Inc., as backup servicer,
JPMorgan Chase Bank, N.A., as indenture trustee, and Origen Manufactured
Housing Contract Trust 2005-B, as issuer.
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Not applicable
(b) Not applicable
Exhibit No. Description
- ----------- -----------
1.1 The Underwriting Agreement, dated as of December 8, 2005 (the
"Underwriting Agreement"), among Origen Residential Securities,
Inc., Origen Securitization Company, LLC, Origen Financial L.L.C.
and Citigroup Global Markets Inc.
4.1 The Indenture, dated as of December 1, 2005 (the "Indenture"),
among Origen Manufactured Housing Contract Trust 2005-B, as
issuer, and JPMorgan Chase Bank, N.A., as indenture trustee.
4.2 The Trust Agreement, dated as of December 1, 2005 (the "Trust
Agreement"), among Origen Residential Securities, Inc., as
depositor, Wilmington Trust Company, as owner trustee, and
JPMorgan Chase Bank, N.A., as certificate registrar and
certificate paying agent.
99.1 The Asset Purchase Agreement, dated as of December 1, 2005 (the
"Asset Purchase Agreement"), among Origen Securitization Company,
LLC, as seller, Origen Financial L.L.C., as originator, and Origen
Residential Securities, Inc., as purchaser.
99.2 The Servicing Agreement, dated as of December 1, 2005 (the
"Servicing Agreement"), among Origen Financial L.L.C., as
servicer, Origen Servicing, Inc., as subservicer, Vanderbilt
Mortgage and Finance, Inc., as backup servicer, JPMorgan Chase
Bank, as indenture trustee, and Origen Manufactured Housing
Contract Trust 2005-B, as issuer.
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.
ORIGEN RESIDENTIAL SECURITIES, INC.
(Registrant)
By: /s/ W. Anderson Geater
------------------------------------
Name: W. Anderson Geater
Title: Director, Secretary and Treasurer
Dated: December 30, 2005
EXHIBIT INDEX
Item 601(a) of
Exhibit Regulation S-K Paper (P) or
Number Exhibit No. Description Electronic (E)
- ------- -------------- ----------- --------------
1 1.1 The Underwriting Agreement, dated as of December E
8, 2005 (the "Underwriting Agreement"), among
Origen Residential Securities, Inc., Origen
Securitization Company, LLC, Origen Financial
L.L.C. and Citigroup Global Markets Inc.
2 4.1 The Indenture, dated as of December 1, 2005 (the E
"Indenture"), among Origen Manufactured Housing
Contract Trust 2005-B, as issuer, and JPMorgan
Chase Bank, N.A, as indenture trustee.
3 4.2 The Trust Agreement, dated as of December 1, 2005 E
(the "Trust Agreement"), among Origen Residential
Securities, Inc., as depositor, Wilmington Trust
Company, as owner trustee, and JPMorgan Chase
Bank, N.A., as certificate registrar and
certificate paying agent.
4 99.1 The Asset Purchase Agreement, dated as of December E
1, 2005 (the "Asset Purchase Agreement"), among
Origen Securitization Company, LLC, as seller,
Origen Financial L.L.C., as originator, and Origen
Residential Securities, Inc., as purchaser.
5 99.2 The Servicing Agreement, dated as of December 1, E
2005 (the "Servicing Agreement"), among Origen
Financial L.L.C., as servicer, Origen Servicing,
Inc., as subservicer, Vanderbilt Mortgage and
Finance, Inc., as backup servicer, JPMorgan Chase
Bank, N.A., as indenture trustee, and Origen
Manufactured Housing Contract Trust 2005-B, as
issuer.