FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report: September 9, 1999 - ---------------------------- (Date of earliest event reported) NISSAN AUTO RECEIVABLES CORPORATION ON BEHALF OF NISSAN AUTO RECEIVABLES 1999-A OWNER TRUST -------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 333-82763 33-0479655 (State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer Incorporation) Identification No.) 990 WEST 190TH STREET TORRANCE, CALIFORNIA 90502 -------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (310) 719-8013 ITEM 5. OTHER EVENTS On September 1, 1999, Nissan Auto Receivables Corporation ("NARC") and Nissan Motor Acceptance Corporation ("NMAC") entered into that certain Purchase Agreement, dated as of August 1, 1999 (the "Purchase Agreement"), pursuant to which NMAC transferred to NARC certain retail installment sales contracts relating to certain new, near-new and used automobiles and light-duty trucks (the "Receivables") and related property. On September 1, 1999, Nissan Auto Receivables 1999-A Owner Trust, a Delaware business trust created pursuant to that certain Trust Agreement, dated as of August 6, 1999, as amended by the Amended and Restated Trust Agreement, dated as of August 6, 1999 (the "Amended and Restated Trust Agreement"), by and between NARC, as depositor, and Chase Manhattan Bank Delaware, as Owner Trustee (the "Trust"), entered into that certain Sale and Servicing Agreement, dated as of August 1, 1999 (the "Sale and Servicing Agreement"), with NARC, as seller, and NMAC, as servicer, pursuant to which the Receivables and related property were transferred to the Trust. Also on September 1, 1999, the Trust caused the issuance, pursuant to an Indenture, dated as of August 1, 1999 (the "Indenture"), by and between the Trust, as issuer, and Norwest Bank Minnesota, National Association, as indenture trustee (the "Indenture Trustee"), of the Notes in the following classes: Class A-1, Class A-2 and Class A-3 (collectively, the "Notes"). Also on September 1, 1999, NARC, as seller, NMAC, as servicer, and the Indenture Trustee entered into that certain Yield Supplement Agreement, dated as of August 1, 1999 (the "Yield Supplement Agreement"), relating to the yield supplement account to be maintained for the benefit of the holders of the Notes. Also on September 1, 1999, the Trust, as issuer, NMAC, as administrator, and the Indenture Trustee entered into that certain Administration Agreement, dated as of August 1, 1999, relating to the provision by NMAC of certain services relating to the Notes. The Notes, with an aggregate scheduled principal balance, as of August 1, 1999, of $662,590,000, were sold to Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch"), Banc of America Securities LLC, Chase Securities Inc. and J.P. Morgan Securities Inc. as underwriters (the "Underwriters"), pursuant to an Underwriting Agreement, dated as of August 25, 1999, by and among NARC, NMAC and Merrill Lynch, on behalf of itself and as the representative of the Underwriters. The Notes have been registered pursuant to the Securities Act of 1933, as amended, under a Registration Statement on Form S-3 (Commission File No. 333-82763). Attached as Exhibit 4.1 is the Sale and Servicing Agreement, as Exhibit 4.2 is the Indenture, as Exhibit 4.3 is the Purchase Agreement, as Exhibit 4.4 is the Amended and Restated Trust Agreement, as Exhibit 4.5 is the Administration Agreement and as Exhibit 4.6 is the Yield Supplement Agreement. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Not applicable. (b) Not applicable. (c) Exhibits The exhibit number corresponds with Item 601(a) of Regulation S-K. EXHIBIT NO. DESCRIPTION ----------- ----------- Exhibit 4.1 Sale and Servicing Agreement, dated as of August 1, 1999, by and among the Trust, as issuer, NARC, as seller, and NMAC, as servicer. Exhibit 4.2 Indenture, dated as of August 1, 1999, by and between the Trust, as issuer, and the Indenture Trustee. Exhibit 4.3 Purchase Agreement, dated as of August 1, 1999, by and between NARC, as purchaser, and NMAC, as seller. Exhibit 4.4 Amended and Restated Trust Agreement, dated as of August 6, 1999, by and between NARC, as depositor, and Chase Manhattan Bank Delaware, as Owner Trustee. Exhibit 4.5 Administration Agreement, dated as of August 1, 1999, by and among the Trust, as issuer, NMAC, as administrator, and the Indenture Trustee. Exhibit 4.6 Yield Supplement Agreement, dated as of August 1, 1999, by and among NARC, as seller, NMAC, as servicer, and the Indenture Trustee. Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf of the Registrant by the undersigned thereunto duly authorized. NISSAN AUTO RECEIVABLES CORPORATION By: /s/ TOMOAKI SHIMAZU ---------------------------------------------- Name: Tomoaki Shimazu Title: Treasurer, Assistant Secretary and Director September 9, 1999 EXHIBIT INDEX Item 601(a) of Regulation S-K EXHIBIT NO. DESCRIPTION - ----------- ----------- Exhibit 4.1 Sale and Servicing Agreement, dated as of August 1, 1999, by and among the Trust, as issuer, NARC, as seller, and NMAC, as servicer. Exhibit 4.2 Indenture, dated as of August 1, 1999, by and between the Trust, as issuer, and the Indenture Trustee. Exhibit 4.3 Purchase Agreement, dated as of August 1, 1999, by and between NARC, as purchaser, and NMAC, as seller. Exhibit 4.4 Amended and Restated Trust Agreement, dated as of August 6, 1999, by and between NARC, as depositor, and Chase Manhattan Bank Delaware, as Owner Trustee. Exhibit 4.5 Administration Agreement, dated as of August 1, 1999, by and among the Trust, as issuer, NMAC, as administrator, and the Indenture Trustee. Exhibit 4.6 Yield Supplement Agreement, dated as of August 1, 1999, by and among NARC, as seller, NMAC, as servicer, and the Indenture Trustee.