8-K 1 form8ktopsa_200611.htm

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 14, 2006

 

Long Beach Mortgage Loan Trust 2006-11

(Issuing Entity with respect to the Securities)

Long Beach Securities Corp.

(Depositor with respect to the Securities)

Washington Mutual Bank

(Sponsor with respect to the Securities)

_________________________________________

(Exact name of registrant as specified in its charter)

 

333-131252

(Commission File Number)

 

Delaware

(State or other jurisdiction of

incorporation)

33-0917586

(I.R.S. Employer Identification No.)

 

 

1400 South Douglass Road, Suite 100, Anaheim, California 92806

(Address of principal executive offices, with zip code)

 

(714) 939-5200

(Registrant's telephone number, including area code)

 

(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):

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



SECTION 8 – OTHER EVENTS

 

Item 8.01 Other Events.

 

On December 14, 2006, a single series of certificates, entitled Long Beach Mortgage Loan Trust 2006-11, Asset-Backed Certificates, Series 2006-11 (the “Certificates”), were issued pursuant to a pooling and servicing agreement, dated as of December 1, 2006 (the “Pooling and Servicing Agreement”), attached hereto as Exhibit 4.1, among Long Beach Securities Corp. as depositor (the “Depositor”), Washington Mutual Bank as seller and servicer (“WMB”), Deutsche Bank National Trust Company as trustee and Deutsche Bank Trust Company Delaware, as Delaware trustee.  The Certificates consist of twenty-one classes of certificates (collectively, the “Certificates”), designated as the “Class I-A Certificates”, “Class II-A1 Certificates”, “Class II-A2 Certificates”, “Class II-A3 Certificates”, “Class II-A4 Certificates”, “Class M-1 Certificates”, “Class M-2 Certificates”, “Class M-3 Certificates”, “Class M-4 Certificates”, “Class M-5 Certificates”, “Class M-6 Certificates”, “Class M-7 Certificates”, “Class M-8 Certificates”, “Class M-9 Certificates”, “Class B-1 Certificates”, “Class B-2 Certificates”, “Class C Certificates”, “Class P Certificates”, “Class R Certificates”, “Class R-CX Certificates” and “Class R-PX Certificates.”  The Certificates evidence in the aggregate the entire beneficial ownership interest in a trust fund (the “Trust Fund”), consisting of a pool (the “Mortgage Pool”) of adjustable-rate and fixed-rate residential mortgage loans having original terms to maturity up to 40 years (the “Mortgage Loans”).  The Mortgage Pool consists of Mortgage Loans having an aggregate scheduled principal balance of approximately $1,500,000,071 as of December 1, 2006 (the “Cut-off Date”).  The Mortgage Loans were purchased pursuant to the Mortgage Loan Purchase Agreement, dated December 8, 2006 (the “Mortgage Loan Purchase Agreement”), between WMB and the Depositor.  The Depositor, WMB, WaMu Capital Corp. and Goldman, Sachs & Co. (together, WaMu Capital Corp. and Goldman, Sachs & Co. are the “Underwriters”) have entered into an Underwriting Agreement dated as of December 8, 2006 for the purchase of Class I-A Certificates, the Class II-A1 Certificates, the Class II-A2 Certificates, the Class II-A3 Certificates, the Class II-A4 Certificates, the Class M-1 Certificates, the Class M-2 Certificates, the Class M-3 Certificates, the Class M-4 Certificates, the Class M-5 Certificates, the Class M-6 Certificates, the Class M-7 Certificates, the Class M-8 Certificates and the Class M-9 Certificates.



 

The Certificates have the following initial Certificate Balances and Pass-Through Rates:

Class

Initial Certificate
Principal Balance or
Notional Amount

Pass-Through Rate

I-A

$408,047,000.00

Variable

II-A1

$332,114,000.00

Variable

II-A2

$136,392,000.00

Variable

II-A3

$243,208,000.00

Variable

II-A4

$91,489,000.00

Variable

M-1

$48,750,000.00

Variable

M-2

$44,250,000.00

Variable

M-3

$27,750,000.00

Variable

M-4

$24,750,000.00

Variable

M-5

$23,250,000.00

Variable

M-6

$22,500,000.00

Variable

M-7

$19,500,000.00

Variable

M-8

$11,250,000.00

Variable

M-9

$12,000,000.00

Variable

B-1

$8,250,000.00

Variable

B-2

$15,000,000.00

Variable

C

~$31,699,821.58

Variable

P

$100.00

N/A

R

100.00%

N/A

R-CX

100.00%

N/A

R-PX

100.00%

N/A

 

The Class I-A Certificates, the Class II-A1 Certificates, the Class II-A2 Certificates, the Class II-A3 Certificates and the Class II-A4 Certificates, the Class M-1 Certificates, the Class M-2 Certificates, the Class M-3 Certificates, the Class M-4 Certificates, the Class M-5 Certificates, the Class M-6 Certificates, the Class M-7 Certificates, the Class M-8 Certificates and the Class M-9 Certificates and the Mortgage Loans are more particularly described in the Prospectus, dated July 21, 2006, the Preliminary Prospectus Supplement, dated December 8, 2006 and the Prospectus Supplement, dated December 11, 2006, as previously filed with the Securities and Exchange Commission pursuant to Rule 424(b).  The Class B-1 Certificates, the Class B-2 Certificates, the Class C Certificates, the Class P Certificates, the Class R Certificates, the Class R-CX Certificates and the Class R-PX Certificates have not been and will not be publicly offered by the Depositor.  The Class B-1 Certificates and the Class B-2 Certificates were sold to a limited number of qualified institutional buyers, institutional accredited investors or non-United States persons in transactions exempt from registration under the Securities Act of 1933 (the “Act”) in reliance on Section 4(2) of the Act.  Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Prospectus Supplement.

 


 


SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

 

Item 9.01                Financial Statements and Exhibits

 

                                (a)           Not applicable

 

                                (b)           Not applicable

 

                                (c)           Not applicable

 

                                (d)           Exhibits

 

Exhibit No.

Description

4.1

Pooling and Servicing Agreement and Exhibits to the Pooling and Servicing Agreement.

4.2

Mortgage Loan Purchase Agreement.

4.3

ISDA Master Agreement including Schedule, Credit Support Annex and Swap Confirmation each dated as of December 14, 2006 between Wachovia Bank, N.A. and Deutsche Bank National Trust Company, not in its individual capacity but solely as Trustee on behalf of Long Beach Mortgage Loan Supplemental Interest Trust 2006-11.

4.4

Administrative Agent Agreement between WMB, as servicer, and Washington Mutual Mortgage Securities Corp., and its successors and assigns, in its capacity as Administrative Agent, effective as of April 1, 2006 (incorporated by reference from Exhibit 4.4 to Form 8-K filed under File No. 131-131252 on July 26, 2006).



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 hereunto duly authorized.

 

 

LONG BEACH SECURITIES CORP.

 

 

Date:  December 29, 2006                                                   By:              /s/ Barbara Loper                                            

Name:         Barbara Loper

Title:           Authorized Transaction Management Officer

 

 

 

 

 

 



Index to Exhibits

 

Exhibit No.

Description

4.1

Pooling and Servicing Agreement and Exhibits to the Pooling and Servicing Agreement.

4.2

Mortgage Loan Purchase Agreement.

4.3

ISDA Master Agreement including Schedule, Credit Support Annex and Swap Confirmation each dated as of December 14, 2006 between Wachovia Bank, N.A. and Deutsche Bank National Trust Company, not in its individual capacity but solely as Trustee on behalf of Long Beach Mortgage Loan Supplemental Interest Trust 2006-11.

4.4

Administrative Agent Agreement between WMB, as servicer, and Washington Mutual Mortgage Securities Corp., and its successors and assigns, in its capacity as Administrative Agent, effective as of April 1, 2006 (incorporated by reference from Exhibit 4.4 to Form 8-K filed under File No. 131-131252 on July 26, 2006).