CONFORMED WITH EXHIBITS
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(MARK ONE)
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
- ----- ACT OF 1934 (FEE REQUIRED)
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR (15D) OF THE SECURITIES
- ----- EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
FOR THE TRANSITION PERIOD FROM _____ TO ________________________
COMMISSION FILE NUMBER 333-46102
GREENPOINT CREDIT, LLC, AS SERVICER AND SELLER OF CERTAIN MANUFACTURED
HOUSING CONTRACTS CONVEYED TO A CERTAIN TRUST WHICH TRUST ISSUED:
GREENPOINT CREDIT MANUFACTURED HOUSING CONTRACT TRUST PASS-
THROUGH CERTIFICATES, SERIES 2000-5, (TOGETHER,
THE "OFFERED CERTIFICATES")
- --------------------------------------------------------------------------------
(exact name of registrant as specified in charter)
GREENPOINT CREDIT, LLC
DELAWARE 13-4002891
(state or other jurisdiction (I.R.S. employer
of incorporation) identification number)
10089 Willow Creek Road
San Diego, California 92131
(858) 530-9394
(address and telephone number of registrant's principal executive offices)
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED
NONE NONE
INDICATE BY CHECK MARK WHETHER THE REGISTRANT 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 ___1
1 On February 27, 1992, the Securities and Exchange Commission granted the
Registrant a "no action" and exemptive order request to modify the information
required to be reported by the trust under Section 13 and 15(d) of the
Securities Exchange Act of 1934
AGGREGATE MARKET VALUE OF VOTING STOCK HELD BY NON-AFFILIATES OF THE REGISTRANT:
NOT APPLICABLE.
DOCUMENTS INCORPORATED BY REFERENCE: NONE
NUMBER OF SHARES OF REGISTRANT'S COMMON STOCK OUTSTANDING AS OF DECEMBER 31,
2000: NOT APPLICABLE.
ITEM 1. BUSINESS
GreenPoint Credit, LLC, (the "Registrant") is filing this Annual
Report on Form 10-K in its capacity as Seller of certain manufactured housing
contracts (the "Contracts") conveyed to a trust (the "Trust"). The Trust issued
the GreenPoint Credit Manufactured Housing Contract Trust Pass-Through
Certificates, Series 2000-5 (the "Certificates") pursuant to a pooling and
servicing agreement, dated as of September 1, 2000 (the "Agreement"), between
the Registrant, as Seller and Servicer and Bank One, National Association, as
Trustee (the "Trustee"). The Certificates evidence undivided beneficial
interests in the Trust.
In filing this Annual Report on Form 10-K, the Registrant is using a
reduced disclosure format pursuant to a "no action" letter and exemptive order
granted to its predecessor in interest, Security Pacific Acceptance Corp., by
the Securities and Exchange Commission on February 27, 1992 (the "Order").
ITEM 2. PROPERTIES
Pursuant to the terms of the Order, reference is hereby made to the
Annual Statement as to Compliance delivered to the Trustee with respect to the
Trust (the "Annual Statement as to Compliance"), filed as Exhibit 99.1 to this
Annual Report on Form 10-K.
ITEM 3. LEGAL PROCEEDINGS
The Registrant was a party to no material pending legal proceedings
during the period covered by this Annual Report and during such period knew of
no other material pending legal proceedings involving the Trust, the
manufactured housing contracts contained in such Trust (the "Contract Pool"), or
with respect to the Contract Pool, the Trustee, any custodian's or the Servicer
other than ordinary routine litigation incidental to the Trustee's, any
custodian's or the Servicer's duties under the Agreement.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Registrant knows of no vote or consent of holders of any
Certificate that was solicited for any purpose during the calendar year covered
by this Annual Report on Form 10-K.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
(a) There is no established public trading market for the offered
Certificates.
(b) As of December 31, 2000, the total number of holders of record of
each class of Offered Certificates were as follows: (i) Class A-1 Certificates,
5; Class A-2 Certificates, 4; and Class A-3 Certificates, 5.
2
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The Annual Statement as to Compliance with respect to the Trust for
the period covered by this Annual Report appears as Exhibit 99.1 to this Annual
Report on Form 10-K.
The Annual Report on the Servicer's servicing activities for the Trust
for the period covered by this Annual Report is included as Exhibit 99.2 to this
Annual Report on Form 10-K.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not Applicable.
PART IV
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
No transaction between the Trust and the holders of the Certificates
occurred during the period covered by this Annual Report on Form 10-K, except
routine distributions to such certificate holders as contemplated by the
agreement.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
Pursuant to the Order, the Registrant includes as an exhibit to this
Annual Report on Form 10-K the Annual Statement as to Compliance with respect to
the Trust for the year ended December 31, 2000 delivered by the Servicer under
the Agreement and the annual report on the Servicer's servicing activities for
the Trust.
Exhibit No.
99.1 Annual Statement as to Compliance for the Trust for the year ended
December 31, 2000.
99.2 Annual Servicing Report for the Trust for the year ended December
31, 2000.
99.3 Aggregate Payment Amounts for Calendar year 2000.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
SIGNATURES TITLE DATE
/s/ Peter Paul* President and CEO (Principal March 30, 2001
-------------------------------- Executive Officer) and Manager
Peter Paul
/s/ John S. Buchanan* Senior Vice President, March 30, 2001
-------------------------------- Treasurer (Principal Financial and
John S. Buchanan Accounting Officer) and Manager
/s/ Abdul H. Rajput* Executive Vice President March 30, 2001
-------------------------------- and Manager
Abdul H. Rajput
/s/ Charles P. Richardson* Executive Vice President March 30, 2001
-------------------------------- and Manager
Charles P. Richardson
* Signed by Charles O. Ryan, Attorney-in-Fact.
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Annual Report on Form
10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
GREENPOINT CREDIT, LLC
By: /s/ Peter Paul*
--------------------------------
Peter Paul
President, CEO and Manager
* Signed by Charles O. Ryan, Attorney-in-Fact.
4
EXHIBIT INDEX
Sequentially
Exhibit No. Description Numbered Page
99.1 Annual Statement as to Compliance for the
Trust for the year ended December 31, 2000 6
99.2 Annual Servicing Report for the Trust
for the year ended December 31, 2000 7
99.3 Aggregate Payment Amounts for
Calendar year 2000 9
5
EXHIBIT 99.1
ANNUAL STATEMENT AS TO COMPLIANCE
The undersigned certifies that she is an Assistant Vice President of GreenPoint
Credit, LLC (the "Servicer") and that, as such, she is duly authorized to
execute and deliver this certificate on behalf of the Servicer pursuant to
Section 4.20 of the Pooling and Servicing Agreement (the "Agreement"), dated as
of September 1, 2000 between GreenPoint Credit, as Seller, GreenPoint Credit, as
Servicer, and Bank One, as Trustee, (all capitalized terms used herein without
definition having the respective meanings specified in the Agreement) and
further certifies that:
1. I have reviewed the activities for the one year period ending December 31,
2000 and performance under this agreement has been made under such
officer's supervision under Section 4.20 of the Agreement; and
2. To the best of my knowledge, based on such review, the Servicer has
fulfilled all its obligations under this Agreement throughout such period.
IN WITNESS WHEREOF, I have affixed hereunto my signature this 30th day of March,
2000.
GREENPOINT CREDIT, LLC
By /s/ Mary Churley
---------------------------------
Mary Churley
Assistant Vice President and Manager
Investor Servicing
6
EXHIBIT 99.2
January 16, 2001
PricewaterhouseCoopers LLP
400 S. Hope Street
Los Angeles, CA 90071
Ladies and Gentlemen:
As of and for the year ended December 31, 2000, GreenPoint Credit LLC has
complied in all material respects with the minimum servicing standards set forth
in the Mortgage Bankers Association of America's Uniform Single Attestation
Program for Mortgage Bankers. As of and for this same period, GreenPoint Credit
Corporation had in effect a fidelity bond and errors and omissions policy in the
amount of $50 million and $20 million respectively.
Sincerely,
/s/ Peter Paul /s/ Charlies P. Richardson
- ------------------------------ -----------------------------------------------
Peter Paul, President Charles P. Richardson, Executive Vice President
/s/ Charles O. Ryan /s/ Mary Churley
- ------------------------------ -----------------------------------------------
Charles O. Ryan, Vice President Mary Churley, Assistant Vice President
7
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Stockholder
Of GreenPoint Credit LLC
We have examined management's assetion about GreenPoint Credit LLC's (the
"Company") compliance with the minimum servicing standards identified in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers ("USAP") as of and for theyear ended December 31, 2000 included
in the accompanying management assertion. Management is responsible for the
Company's compliance with those minimum servicing standards. Our responsibility
is to express an opinion on management's assertion about the Company's
compliance based on our examination.
Our examination was made in accordance with standards established by the America
Institute of Certified Public Accountants and accordingly, included examining,
on a test basis, evidence about the Company's compliance with the minimum
servicing standards and performing such other procedures as we considered
necessary in the circumstances. We believe that our examination provides a
reasonsble basis for our opinion. Our examination does not provide a legal
determination on the Company's compliance with the minimum servicing standards.
In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and the the year ended December
31, 2000 is fairly stated, in all material respects.
/s/ PricewaterhouseCoopers LLP
January 16, 20001
8
EXHIBIT 99.3
GREENPOINT MANUFACTURED HOUSING CONTRACT TRUST
PASS THROUGH CERTIFICATES
SERIES 2000-5
JANUARY 1, 2000 THROUGH DECEMBER 31, 2000
Class A-1 Class A-2 Class A-3
--------- --------- ---------
2000 Distribution Allocable to Principal 10,649,473.84 0.00 0.00
2000 Distributions Allocable to Interest 2,973,314.91 3,120,972.21 3,189,409.72
12/31/00 Remaining Principal Balance 116,725,000.00 125,000,000.00 125,000,000.00
Number and aggregate remaining principal balance of Contracts with payments
delinquent:
Days Delinquent Number Aggregate Remaining Principal Balance
--------------- ------ -------------------------------------
31 - 59 211 9,229,033.79
60 - 89 47 2,078,987.50
90 or more 38 2,087,639.82
Aggregate amount of servicing fees and expenses payable out of the trust for 2000: 1,239,603.11
The number of contracts that were repurchased or replaced during 2000: 0
2000 Aggregate Principal Balance of All Contracts repossessed or foreclosed upon 3,234,718.75
The balance in the Reserve Account as of 12/31/00 0.00
2000 Cumulative Realized Losses 210,417.95
The amount of any outstanding Monthly Advance Amount as of 12/31/00 0.00
2000 amounts deposited to Reserve Account 0.00
The pool scheduled principal balance, expressed as a percentage 97.7895343%
of the Cut-Off Date pool principal balance
The number of Manufactured Homes Currently held by the Servicer due to Repossessions 64
and the aggregate principal balance of the related defaulted Contracts 2,789,870.69
9