-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I7fpVVYcGHSXa9xqFXG12E7Wb9SuQslj0Tm1jsBbyHNoS4hBvNUI/IdFJNxujXw7 CFFEEJNYlHBDEqzK1srn8A== 0000912057-01-508666.txt : 20010416 0000912057-01-508666.hdr.sgml : 20010416 ACCESSION NUMBER: 0000912057-01-508666 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010331 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010413 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOYOTA MOTOR CREDIT RECEIVABLES CORP CENTRAL INDEX KEY: 0000908599 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 330593804 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-04336 FILM NUMBER: 1602350 BUSINESS ADDRESS: STREET 1: 19300 GRAMERCY PL STREET 2: NORTH BLDG CITY: TORRANCE STATE: CA ZIP: 90509 BUSINESS PHONE: 3104687332 MAIL ADDRESS: STREET 1: TOYOTA MOTOR CREDIT RECEIVABLES CORP STREET 2: 19300 GRAMERCY PL NORTH BLDG CITY: TORRANCE STATE: CA ZIP: 90509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOYOTA MOTOR CREDIT CORP CENTRAL INDEX KEY: 0000834071 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 953775816 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09961 FILM NUMBER: 1602351 BUSINESS ADDRESS: STREET 1: 19300 GRAMERCY PLACE STREET 2: NORTH BUILDING CITY: TORRANCE STATE: CA ZIP: 90509 BUSINESS PHONE: 3107871310 MAIL ADDRESS: STREET 1: 19300 GRAMERCY PLACE STREET 2: NORTH BUILDING CITY: TORRANCE STATE: CA ZIP: 90509 8-K 1 a2045031z8-k.txt 8-K FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 31, 2001 TOYOTA MOTOR CREDIT RECEIVABLES CORPORATION ON BEHALF OF THE TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) CALIFORNIA 333-76505 33-0593804 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) c/o TOYOTA MOTOR CREDIT CORPORATION 19001 SOUTH WESTERN AVENUE TORRANCE, CALIFORNIA 90509 - -------------------------------------------------------------------------------- (Address of principal executive offices) (310) 468-1310 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS Toyota Auto Receivables 2000-A Owner Trust ("Owner Trust"), Toyota Motor Credit Receivables Corporation ("TMCRC") and Toyota Motor Credit Corporation ("TMCC") have executed the Instrument of Amendment of the 2000-A Sale and Servicing Agreement, dated as of March 31, 2001 (the "SSA Amendment"), in order to amend the 2000-A Sale and Servicing Agreement, dated as of June 1, 2000, between Owner Trust, as issuer, TMCRC, as seller, and TMCC, as Servicer (the "Servicer"). TMCC has changed the date of its fiscal year end from September 30 to March 31, and desires to cause the fiscal year end dates for its subsidiaries (including TMCRC) and for each securitization trust formed thereby to be changed so as to remain consistent with that of TMCC. The SSA Amendment modifies the dates by which the Servicer is required to deliver certain annual certificates and reports as to which such change is relevant. The SSA Amendment is attached hereto as exhibit 20.1. Toyota Auto Receivables 2000-A Owner Trust ("Owner Trust") and U.S. Bank National Association ("U.S. Bank") have executed the Instrument of Amendment of the 2000-A Indenture, dated as of March 31, 2001 (the "Indenture Amendment"), in order to amend the 2000-A Indenture, dated as of June 1, 2000, between Owner Trust, as issuer, and U.S. Bank, as Indenture Trustee and securities intermediary (the "Indenture Trustee"). The Indenture Amendment changes the fiscal year-end date of the Owner Trust from September 30 to March 31 and modifies the dates by which the Indenture Trustee is required to deliver certain annual reports as to which such change is relevant. The Indenture Amendment is attached hereto as exhibit 20.2. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits 20.1 Instrument of Amendment to the 2000-A Sale and Servicing Agreement. 20.2 Instrument of Amendment to the 2000-A Indenture. 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. TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST BY: TOYOTA MOTOR CREDIT CORPORATION, AS SERVICER By: /s/ GEORGE E. BORST ----------------------------------------------- Name: George E. Borst Title: President and Chief Executive Officer April 10, 2001 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION OF EXHIBIT - ----------- ---------------------- 20.1 Instrument of Amendment to the 2000-A Sale and Servicing Agreement. 20.2 Instrument of Amendment to the 2000-A Indenture. EX-20.1 2 a2045031zex-20_1.txt EXHIBIT 20.1 EXHIBIT 20.1 - -------------------------------------------------------------------------------- TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST, TOYOTA MOTOR CREDIT RECEIVABLES CORPORATION, AND TOYOTA MOTOR CREDIT CORPORATION TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST INSTRUMENT OF AMENDMENT OF SALE AND SERVICING AGREEMENT Dated as of March 31, 2001 - -------------------------------------------------------------------------------- TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST INSTRUMENT OF AMENDMENT OF SALE AND SERVICING AGREEMENT THIS INSTRUMENT OF AMENDMENT, dated as of March 31, 2001 (the "Amendment"), among Toyota Auto Receivables 2000-A Owner Trust ("Owner Trust"), in its capacity as issuer (the "Issuer"), Toyota Motor Credit Receivables Corporation ("TMCRC"), in its capacity as seller (the "Seller"), and Toyota Motor Credit Corporation ("TMCC"), in its capacity as Servicer (the "Servicer"), is made with respect to amending the Sale and Servicing Agreement, dated as of June 1, 2000, among Owner Trust, TMCRC and TMCC. RECITALS WHEREAS, TMCC has changed the date of its fiscal year end from September 30 to March 31, and desires to cause the fiscal year end dates for its subsidiaries (including TMCRC) and for each securitization trust formed thereby to be changed so as to remain consistent with that of TMCC; and WHEREAS, the parties hereto wish to enter into this Amendment in order to amend and supplement certain provisions of the Sale and Servicing Agreement to effect such change and to modify the dates on which the Servicer is required to deliver certain certificates and reports as to which such change is relevant; NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto agree as follows: SECTION 1. DEFINITIONS. For all purposes of this Amendment, unless otherwise defined herein, all capitalized terms used herein shall have the meanings attributed to them in the Sales and Servicing Agreement and the Indenture. SECTION 2. AMENDMENT TO SECTION 4.11(a). Section 4.11(a) is amended to read as follows: "Within 120 days after March 31 of each calendar year (commencing with the fiscal year ended March 31, 2001), the Servicer shall deliver an Officer's Certificate to the Owner Trustee and the Indenture Trustee to the effect that a review of the activities of the Servicer during the prior fiscal year (or since the Closing Date in the case of the first such Officer's Certificate) has been made under the supervision of the officer executing such Officer's Certificate with a view to determining whether during such period the Servicer has performed and observed all of its obligations under this Agreement, and either (i) stating that, to the best of -1- his or her knowledge, no default by the Servicer under this Agreement has occurred and is continuing, or (ii) if such a default has occurred and is continuing, specifying such default and the nature and status thereof." SECTION 3. AMENDMENT TO SECTION 4.12. The first sentence of the first paragraph of Section 4.12 is amended to read as follows: "ANNUAL ACCOUNTANTS' REPORT. Within 120 days after March 31 of each fiscal year for the Servicer (commencing with the year ended March 31, 2001), the Servicer shall deliver to the Owner Trustee and the Indenture Trustee a report prepared by the Independent Accountants of the Servicer concerning their review of the activities of the Servicer during the preceding 12-month period ended March 31 (or other applicable period in the case of the first such report or letter) to the effect that such accountants have reviewed certain records and documents relating to the servicing of the Receivables under this Agreement (using procedures specified in such report or letter) and as a result of such review, and in connection with such procedures, they are reporting such exceptions, if any, as shall be set forth therein. Such report or letter shall also indicate that the firm is independent with respect to the Seller and the Servicer within the meaning of the Code of Professional Ethics of the American Institute of Certified Public Accountants." [Remainder of the page intentionally left blank.] -2- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective officers, thereunto duly authorized and duly attested, all as of the day and year first above written. TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST, as Issuer By: U.S. Bank National Association, not in its individual capacity but solely as Owner Trustee on behalf of the Issuer By: /s/ MELISSA A. ROSAL ------------------------------------ Name: Melissa A. Rosal Title: Vice President TOYOTA MOTOR CREDIT RECEIVABLES CORPORATION, as Seller By: /s/ LLOYD MISTELE ------------------------------------ Name: Lloyd Mistele Title: President TOYOTA MOTOR CREDIT CORPORATION, as Servicer By: /s/ GEORGE E. BORST ----------------------------------- Name: George E. Borst Title: President and Chief Executive Officer ACKNOWLEDGED AND ACCEPTED AS OF THE DAY AND YEAR FIRST ABOVE WRITTEN: U.S. Bank National Association, not in its individual capacity but solely as Indenture Trustee By: /s/ MELISSA A. ROSAL ------------------------------- Name: Melissa A. Rosal Title: Vice President S-1 EX-20.2 3 a2045031zex-20_2.txt EHXHIBIT 20.2 EXHIBIT 20.2 - -------------------------------------------------------------------------------- TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST, AND U.S. BANK NATIONAL ASSOCIATION TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST INSTRUMENT OF AMENDMENT OF INDENTURE Dated as of March 31, 2001 - -------------------------------------------------------------------------------- TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST INSTRUMENT OF AMENDMENT OF INDENTURE THIS INSTRUMENT OF AMENDMENT, dated as of March 31, 2001 (the "Amendment"), among Toyota Auto Receivables 2000-A Owner Trust ("Owner Trust"), in its capacity as issuer (the "Issuer") and U.S. Bank National Association, in its capacity as indenture trustee and securities intermediary (the "Indenture Trustee"), is made with respect to amending the Indenture (the "Indenture"), dated as of June 1, 2000, among Owner Trust and Indenture Trustee. RECITALS WHEREAS, Toyota Motor Credit Corporation ("TMCC") has changed the date of its fiscal year end from September 30 to March 31, and desires to cause the fiscal year end dates for its subsidiaries (including Toyota Motor Credit Receivables Corporation ("TMCRC")) and for each securitization trust formed thereby to be changed so as to remain consistent with that of TMCC; and WHEREAS, the parties hereto wish to enter into this Amendment in order to amend and supplement certain provisions of the Indenture to effect such changes and to modify the fiscal year-end date for Owner Trust and the date on which the Indenture Trustee is required to provide certain reports as to which such change is relevant; NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto agree as follows: SECTION 1. DEFINITIONS. For all purposes of this Amendment, unless otherwise defined herein, all capitalized terms used herein shall have the meanings attributed to them in the Sales and Servicing Agreement and the Indenture. SECTION 2. AMENDMENT TO SECTION 7.03(b). Section 7.03(b) is amended to read as follows: "Unless the Issuer otherwise determines, the fiscal year of the Issuer shall end on March 31 of each year." SECTION 3. AMENDMENT TO SECTION 7.04. The first paragraph of Section 7.04 is amended to read as follows: -1- "REPORTS BY INDENTURE TRUSTEE. If required by TIA Section 313(a), within 60 days after each March 31 beginning with 2001, the Indenture Trustee shall mail to each Noteholder as required by TIA Section 313(c) a brief report dated as of such date that complies with TIA Section 313(a). The Indenture Trustee also shall comply with TIA Section 313(b)." [Remainder of the page intentionally left blank.] -2- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective officers, thereunto duly authorized and duly attested, all as of the day and year first above written. TOYOTA AUTO RECEIVABLES 2000-A OWNER TRUST, as Issuer By: U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee By: /s/ MELISSA A. ROSAL ----------------------------------------- Name: Melissa A. Rosal Title: Vice President U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ MELISSA A. ROSAL ----------------------------------------- Name: Melissa A. Rosal Title: Vice President S-1 -----END PRIVACY-ENHANCED MESSAGE-----