ABS-15G 1 santander-abs15g_0511.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM ABS-15G

ASSET-BACKED SECURITIZER

REPORT PURSUANT TO SECTION 15G OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Santander UK plc1

(Exact name of securitizer as specified in its charter)

 

Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:

 

X Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period

January 1, 2016 to March 31, 2016

Date of Report (Date of earliest event reported): March 31, 2016

Commission File Number of securitizer: 025-00440

Central Index Key Number of securitizer: 0001087711

 

 

Thomas Ranger, +44 20 7756 6303

 

Name and telephone number, including area code, of the person to contact in connection with this filing.

 

Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1) [ ]

 

Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i) [ ]

 

Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii) [ ]

_______Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)

 

 

Central Index Key Number of depositor:                              

 

 

            _____________________________________________________________________________

(Exact name of issuing entity as specified in its charter)

 

Central Index Key Number of issuing entity (if              ___________
applicable): Central Index Key Number of underwriter ___________
(if applicable):

 

           ______________________________________________________________________________ 


Name and telephone number, including area code, of the person to contact in connection with this filing

 

 

 

 

 

1 Santander UK plc, as securitizer, is filing this Form ABS-15G in respect of all asset-backed securities issued in securitization programs sponsored by it and outstanding during the first quarterly reporting period in 2016 in the residential mortgage asset class, and issued and offered by the issuing entities Fosse Master Issuer PLC and Holmes Master Issuer PLC in either offerings registered under the U.S. Securities Act of 1933, as amended (the Securities Act) or in reliance on Rule 144A under the Securities Act.  The information included in this Form does not include Santander UK plc's securitization programs under which asset-backed securities are issued and sold solely in offerings outside the United States in reliance on Regulation S under the Securities Act.

 

 

 
 

 

INFORMATION TO BE INCLUDED IN THE REPORT PART 1: REPRESENTATION AND WARRANTY INFORMATION

Item 1.01 Initial Filing of Rule 15Ga-1 Representations and Warranties Disclosure

 

 

Not applicable.

 

Item 1.02 Periodic Filing of Rule 15Ga-1 Representations and Warranties Disclosure

 

 

There is no activity to report for the first quarterly period in 2016 with respect to asset-backed securities issued by Holmes Master Issuer PLC. Please refer to Form ABS-15G filed by Santander UK plc, as securitizer, on August 12, 2015 with respect to the second quarterly reporting period April 1, 2015 to June 30, 2015 for Holmes Master Issuer PLC.

 

The following table sets forth activity for the first quarterly period in 2016 with respect to asset-backed securities issued by Fosse Master Issuer PLC.

 

 
 

Rule 15Ga-1 Periodic Filing for Fosse Master Issuer PLC under its Residential Mortgage Backed Note Programme

 

 

Name of Issuing Entity Check if
Registered		 Name of
Originator 1		 Total Assets in
ABS by Originator 2		 Assets That
Were Subject
of Demand 3		 Assets That
Were Repurchased
or Replaced 3		 Assets Pending Repurchase
or Replacement
(within cure period)		 Demand
in Dispute		 Demand
Withdrawn		 Demand
Rejected
      (#) ($) 4 (% of
prin-
cipal
bal-
ance) 		(#) ($) (% of
prin-
cipal
bal-
ance)		 (#) ($) (% of
prin-
cipal
bal-
ance) 		(#) ($) (% of
prin-
cipal
bal-
ance) 		(#) ($) (% of
 prin-
cipal
bal-
ance)		 (#) ($) (% of
prin-
cipal
bal-
ance)		 (#) ($) (% of
prin-
cipal
bal-
ance)
(a) (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) (l) (m) (n) (o) (p) (q) (r) (s) (t) (u) (v) (w) (x)
Asset Class:
Residential Mortgage Loans5		                                              
Issuing Entity:
Fosse Master Issuer PLC		                                              
(1)    Series 2010-1 Issuance
(issued on 12 March 2010, stated as at 31 December 2009 cut-off date) 6		   Alliance & Leicester plc

87,359

 

 11,329,335,634.36

100.00%

 

                                    
(2)    Series 2010-2 Issuance
(issued on 3 June 2010, stated as at 11 April 2010 cut-off date)		   Alliance & Leicester plc

131,232

 

 17,490,926,040.33

100.00%

 

                                    
(3)    Series 2010-3 Issuance
(issued on 27 July 2010, stated as at 10 June 2010 cut-off date)		   Alliance & Leicester plc

153,545

 

 20,475,665,619.92 100.00%                                    
(4)    Series 2010-4 Issuance
(issued on 9 September 2010, stated as at 10 June 2010 cut-off date)		   Alliance & Leicester plc

153,545

 

 20,475,665,619.92 100.00%                                    
(5)    Series 2011-1 Issuance
(issued on 25 May 2011, stated as at 31 May 2011) 7		   Alliance & Leicester plc

196,277

 

 28,772,227,103.51 98.48%                                    
  Santander UK plc

1,989

 

 442,727,348.62 1.52%                                    
(6)    Total (2011-1 Issuance)     198,266 29,214,954,452.13 100.00%                                    
(7)    Series 2011-2 Issuance (issued on 6 December 2011, stated as at 31 December 2011) 7   Alliance & Leicester plc

188,083

 

 26,075,178,022.07 89.83%                                    
  Santander UK plc

14,018

 

 2,953,080,041.87 10.17%                                    
(8)    Total (2011-2 Issuance)     202,101 29,028,258,063.94 100.00%                                    
(9)    Series 2012-1 Issuance (issued on 23 May 2012, stated as at 3 April 2012)   Alliance & Leicester plc

210,118

 

29,729,996,621.64

 

 89.60%                                    
                                             
                                             
  Santander UK plc

15,675

 

3,450,315,339.78

 

 10.40%                                    
(10)  Total (2012-1 Issuance)     225,793 33,180,311,961.42 100.00%                                    

(11)  Series 2014-1 Issuance (issued on 16 June 2014, stated as at 31 March 2014 cut-off date)

 

 

  

Alliance & Leicester plc

 

Santander UK plc

160,721



8,486

 

 

21,155,760,207.01



1,578,813,167.66

 

 

93.06%



6.94%

 

 

                                    
(12)  Total (2014-1 Issuance)     169,207 22,734,573,374.67 100.00%                                    

(13)  Series 2015-1 Issuance (issued on 24 March 2015, stated as at 31 December 2014 cut-off date)

 

 

  

Alliance & Leicester plc

 

Santander UK plc

 

138,487



6,790

 

 

16,349,484,190.27



1,078,124,842.32

 

 

93.81%



6.19%

 

 

                                    
(14)  Total (2015-1 Issuance)     145,277 17,427,609,032.59 100.00%                                    
(15)  Total assets in pool per originator (as at 31 March 2016)  

Alliance & Leicester plc

 

 109,161 11,422,255,091.16 94.30% 1 134,088.47 0.001% 1 134,088.47 0.001% 0 0 0.00% 0 0 0.00% 0 0 0.00% 0 0 0.00%
  Santander UK plc 5,179 690.510,315.13 5.70% 0 0 0.00% 0 0 0.00% 0 0 0.00% 0 0 0.00% 0 0 0.00% 0 0 0.00%
(16)  Total (as at
31 March 2016) 		  Santander UK plc and Alliance & Leicester plc 114,340 12,112,765,406.28 100.00% 1 134,088.47 0.001% 1 134,088.47 0.001% 0 0 0.00% 0 0 0.00% 0 0 0.00% 0 0 0.00%

 

 

 

1 Banco Santander, S.A., the parent company of Santander UK plc, acquired the entire issued share capital of Alliance & Leicester plc in October 2008 and, in January 2009, transferred all of its shares in Alliance & Leicester plc to Santander UK plc. On 28 May 2010 (the effective date), Alliance & Leicester plc transferred substantially all of its business, assets and liabilities to Santander UK plc pursuant to an English court-approved business transfer scheme. In December 2010, all Alliance & Leicester plc branches were rebranded as Santander. The asset pool under the Fosse Residential Mortgage Backed Note Programme contains assets originated by Alliance & Leicester plc prior to the effective date, but Alliance & Leicester plc no longer originates residential mortgages as a separate legal entity. From the effective date, mortgage loans originated by Santander UK plc were sold into this asset pool, subject to the satisfaction of relevant conditions under the documentation. Therefore, all references in this filing to “Alliance & Leicester plc” should now be regarded as references to “Santander UK plc”.

 

2 The total assets for columns (d), (e) and (f) are reported by reference to each issuance by the issuing entity, Fosse Master Issuer PLC, under its Residential Mortgage Backed Note Programme, as this is not a stand-alone securitisation (but a master trust). Accordingly, information as to assets that were the subject of demand and repurchased is shown in rows (15) and (16) in respect of the issuing entity (see Note 3 below). For each row, per issuance and per originator (if there is more than one), the total assets and outstanding principal balances of assets in the pool are shown. Rows (15) and (16) for columns (d), (e) and (f) also show the number and outstanding principal balance of assets in the entire asset pool backing the issuances by Fosse Master Issuer PLC, per originator (row 15) and totals (row 16), as at March 31, 2016, for the purpose of calculating the percentages of the repurchases as at the end of this quarterly reporting period.

 

3 The assets that were subject to demand and repurchased as a result of breaches of representations and warranties in relation to the asset-backed securities issued by Fosse Master Issuer PLC are shown in rows (15) and (16) for columns (g) to (x).

 

4 The total principal balance for these assets is originally stated in pounds sterling (GBP), being the underlying currency of the assets. For the purposes of this filing, this original sterling amount has been converted to US Dollars using historical exchange rates for GBP to USD conversions as provided by Bloomberg. For the amounts provided for issuances of Series 2010-1, 2010-2, 2010-3, 2010-4, 2012-1, 2014-1 and 2015-1 Notes in column (e), the relevant reference date for the exchange rate is the portfolio cut-off date shown in column (a). For amounts provided for the issuance of Series 2011-1 Notes in column (e), the relevant reference date for the exchange rate is the month end date shown in column (a) and, for the amounts provided for the issuance of Series 2011-2 Notes, the reference date for the exchange rate is 30 December 2011. For the amounts provided as at the end of the quarter in rows (15) and (16), the relevant reference date for the exchange rate is the quarterly period end date stated in column (a). If, in each case, the relevant reference date did not fall on a London business day, the exchange rate provided by Bloomberg for the next following London business day is used; unless such London business day fell in another calendar month, in which case the exchange rate provided by Bloomberg for the immediately preceding London business day is used.

 

5 These are residential mortgage loans secured over properties located in England, Wales, Scotland and Northern Ireland.

6 The number of assets and outstanding principal balances stated for columns (d) and (e) for the Series 2010-1, 2010-2, 2010-3, 2010-4, 2012-1, 2014-1 and 2015-1 Notes are stated as at the portfolio cut-off date of each such issuance. The portfolio cut-off date is the relevant reference date for the statistical information on the portfolio included in the offering document for each issuance.


7 The total number of assets and outstanding principal balances stated for columns (d) and (e) for the issuances of Series 2011-1 and Series 2011-2 Notes are stated as at the month end for the month in which the relevant issuance occurred, as the offering documents for these issuances did not provide separate information per originator as at the portfolio cut-off date, but a total number of assets in the pool. See also Notes 1 and 4 above.

 

 

 
 

Item 1.03 Notice of Termination of Duty to File Reports under Rule 15Ga-1

 

 

Not applicable.

 

PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS

 

Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer

 

Not applicable.

 

Item 2.02 Findings and Conclusions of a Third-Party Due Diligence Report Obtained by the Underwriter

 

Not applicable.

 
 

SIGNATURES

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Santander UK plc

(Securitizer)

 

 

By: /s/ Thomas Ranger

Name: Thomas Ranger

Title: Senior officer in charge of securitization of the securitizer

 

 

Date: May 11, 2016