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):
November 17, 2003
Nissan Wholesale Receivables Corporation II
(Originator of the Nissan Master Owner Trust Receivables)
(Exact name of registrant as specified in its charter)
Nissan Master Owner Trust Receivables
(Issuer with respect to the Securities)
(Exact name of registrant as specified in its charter)
Delaware | 333-105666 | 65-1184628 |
(State or other Jurisdiction of incorporation) | (Commission Registration Number) | (I.R.S. Employer Identification Number) |
990 WEST 190TH STREET
TORRANCE, CALIFORNIA 90502
___________________________________
(Address of principal executive office)
Registrant's telephone number, including area code: (310) 719-8369
Item 5.Other Events.
Pursuant to Section 5.03(a) of the Indenture Supplement, dated as of October 15, 2003, by and between Nissan Master Owner Trust Receivables, as issuer, and JPMorgan Chase Bank, as indenture trustee (the "Indenture Trustee"), Nissan Motor Acceptance Corporation, as servicer (the "Servicer") has delivered to the Indenture Trustee a monthly Servicer's report (the "Monthly Servicer's Report") and a monthly Servicer's certificate (the "Monthly Servicer's Certificate"). The Monthly Servicer's Report is attached hereto as Exhibit 20.1 and the "Monthly Servicer's Certificate is attached hereto as Exhibit 20.2.
Item 7(c). | 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 |
| 20.1 | Monthly Servicer's Report for the month ended |
20.2 | Monthly Servicer's Certificate for the month ended |
SIGNATURES
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 undersigned thereunto duly authorized.
| NISSAN MASTER OWNER TRUST RECEIVABLES | ||||
| By: | Nissan Wholesale Receivables Corporation II, | |||
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| By: | ___/s/___Jennifer A. Kuritz___________ | ||
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| Jennifer A. Kuritz |
| NISSAN WHOLESALE RECEIVABLES CORPORATION II | ||||
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| By: | ___/s/___Jennifer A. Kuritz___________ | |||
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| Jennifer A. Kuritz |
November 28, 2003
EXHIBIT INDEX
Exhibit No. | Description | Sequentially |
20.1 | Monthly Servicer's Report for the month ended October 31, 2003 | 5 |
20.2 | Monthly Servicer's Certificate for the month ended October 31, 2003 | 8 |
Exhibit 20.1
NISSAN MASTER OWNER TRUST RECEIVABLES 2003-A
Monthly Servicer's Report
for the month ended October 31, 2003
NMOTR 2003-A
NISSAN MASTER OWNER TRUST RECEIVABLES - AGGREGATE SERIES | ||||||||||
Period Collection | Collection | Accrual | Distribution | |||||||
From | 01-Oct-03 | 15-Oct-03 | 17-Nov-03 | |||||||
To | 31-Oct-03 | 17-Nov-03 | ||||||||
Days | ||||||||||
Trust and Series Allocation - Beginning of Collection Period | ||||||||||
Name | Outstanding Debt | Excess Funding Account | Amount Invested in Receivables | Required Primary Overcollateraliz. Amount | Required Participation Amount | Incremental Overcollateraliz. Amount | Excess Receivables | Total Receivables | Series Allocation Percentage (SAP) | |
Warehouse | 750,000,000.00 | 0.00 | 750,000,000.00 | 97,500,000.00 | 22,500,000.00 | 2,331,443.13 | 450,323,000.65 | 1,322,654,443.78 | 100% | |
2003-A | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||
Total Trust | $750,000,000.00 | $0.00 | $750,000,000.00 | $97,500,000.00 | $22,500,000.00 | $2,331,443.13 | $450,323,000.65 | $1,322,654,443.78 | 100% | |
Trust and Series Allocation - End of Collection Period | ||||||||||
Name | Outstanding Debt | Excess Funding Account | Amount Invested in Receivables | Required Primary Overcollateraliz. Amount | Required Participation Amount | Incremental Overcollateraliz. Amount | Excess Receivables | Total Receivables | Series Allocation Percentage (SAP) | |
Warehouse | 50,000,000.00 | 0.00 | 50,000,000.00 | 6,657,223.80 | 3,250,000.00 | 0.00 | 11,185,086.38 | 14,435,086.38 | 5% | |
2003-A | 950,000,000.00 | 0.00 | 950,000,000.00 | 126,487,252.11 | 61,750,000.00 | 0.00 | 212,516,641.13 | 274,266,641.13 | 95% | |
Total Trust | $1,000,000,000.00 | $0.00 | $1,000,000,000.00 | $133,144,475.90 | $65,000,000.00 | $0.00 | $223,701,727.50 | $1,421,846,203.41 | 100% | |
Trust Principal Receivables | Trust Non-Principal Receivables | |||||||||
Beginning Gross Pool Balance | $1,421,502,482.90 | Total Interest Collections | $3,833,920.60 | |||||||
Total Principal Collections | $855,596,098.87 | Interest Collections | $4,119,564.24 | |||||||
Principal Collections | $855,596,098.87 | CMA Offset | ($285,643.64) | |||||||
Principal Adjustments | $0.00 | Interest Collections from Defaulted Dealers | $0.00 | |||||||
Principal Collections from Defaulted Dealers | $0.00 | Recoveries on Receivables Written Off | $0.00 | |||||||
Investment in New Receivables | $873,325,465.29 | Investment Income | $7,772.73 | |||||||
Receivables Added for Additional Accounts | $93,734,936.60 | |||||||||
Repurchases | $1,962,217.20 | Portfolio Yield | ||||||||
Principal Default Amounts | $0.00 | Total Interest Collections | $3,833,920.60 | |||||||
Gross Ending Pool Balance | $1,531,004,568.72 | / Average Daily Pool Balance | $1,372,250,323.60 | |||||||
Less Net CMA Offset | ($107,104,821.31) | * 360 | 360.00 | |||||||
Less Servicing Adjustment | ($2,053,544.00) | / Actual Days (prior month) | 31.00 | |||||||
Net Collateral Balance | $1,421,846,203.41 | Average Collection Rate | 3.24% | |||||||
Servicing Fee | 1.00% | |||||||||
Average Daily Balance | $1,372,250,323.60 | |||||||||
Monthly Payment Rate | 62.35% | |||||||||
Previous Monthly Payment Rate | 60.51% | Net Portfolio Yield | 2.2445% | |||||||
Monthly Payment Rate 2 Months Ago | 53.52% | Weighted Average Financing Cost | 1.1200% | |||||||
3-Month Average Payment Rate | 58.79% | Excess Spread | 1.1245% | |||||||
Used Vehicle Balance | $182,012,459.02 | |||||||||
Used Vehicle Percentage | 12.80114% | |||||||||
Incremental Overcollateralization Amount | $ - | |||||||||
Total Balance in Excess Funding Accounts | $0.00 | |||||||||
Total Balance in Accumulation Accounts | $0.00 | |||||||||
Principal Default Amounts/Avg. Daily Balance | 0.0000% | |||||||||
Summary of Collections | ||||||||||
Total Principal Collections | 855,596,098.87 | |||||||||
Total Interest Collections | 3,833,920.60 | |||||||||
Total Collections | 859,430,019.47 |
NISSAN MASTER OWNER TRUST RECEIVABLES - 2003-A SERIES | ||||||||
Period | Collection | Accrual | Distribution | Series Allocation Percentage at Month-End | 95.00% | |||
From | 01-Oct-03 | 15-Oct-03 | 17-Nov-03 | Floating Allocation Percentage at Month-End | 85.67% | |||
To | 31-Oct-03 | 17-Nov-03 | ||||||
Days | ||||||||
Description of Collateral | Expected Final | Accumulation | Early Redemption | |||||
On the Distribution Date, the Series 2003-A balances were: | Payment Date | Period | Period | |||||
09/15/06 | 03/01/06 | No | ||||||
Notes | 950,000,000.00 | |||||||
Principal Amount of Debt | 950,000,000.00 | |||||||
Required Overcollateralization | 126,487,252.11 | |||||||
Incremental Overcollateralization Amount | - | |||||||
Series Nominal Liquidation Amount | 1,076,487,252.11 | |||||||
Required Participation Amount | 61,750,000.00 | Accumulation Account | ||||||
Excess Receivables | 212,516,641.13 | Beginning | $ - | |||||
Total Collateral | 1,350,753,893.23 | Additions | - | |||||
Ending Balance | $ - | |||||||
Collateral as Percent of Notes | 142.18% | |||||||
NMOTR Trust Pool Activity | ||||||||
During the past Collection Period, the following activity occurred: | ||||||||
2003-A | Distributions to Investors | |||||||
NMOTR | Investor Share | Days | 33 | |||||
Total Pool | LIBOR | 1.12000% | ||||||
Beginning Gross Principal Pool Balance | 1,421,502,482.90 | - | Applicable Margin | 0.06000% | ||||
Total Principal Collections | (855,596,098.87) | (381,872,607.17) | 1.18000% | |||||
Investment in New Receivables | 873,325,465.29 | 389,785,639.25 | ||||||
Receivables Added for Additional Accounts | 93,734,936.60 | 41,836,100.78 | Actual | Per $1000 | ||||
Repurchases | (1,962,217.20) | (875,783.56) | Interest | $ 1,027,583.33 | $ 1.08 | |||
Principal Default Amounts | - | - | Principal | $ - | $ - | |||
Principal Reallocation | - | - | Unused Fee | $ - | $ - | |||
New Series Issued During Collection Period | - | 1,076,333,841.58 | ||||||
Less Net CMA Offset | (107,104,821.31) | (47,803,393.92) | Total Due Investors | $ 1,027,583.33 | $ 1.08 | |||
Less Servicing Adjustment | (2,053,544.00) | (916,544.85) | Servicing Fee | $ 448,536.36 | ||||
Ending Balance | 1,421,846,203.41 | 1,076,487,252.11 | Excess Cash Flow | $ 189,591.01 | ||||
SAP for Next Period | 95.00% | |||||||
Average Receivable Balance | 1,372,250,323.60 | |||||||
Monthly Payment Rate | 62.35% | Reserve Account | ||||||
Interest Collections | Required Balance | $ 7,125,000.00 | ||||||
During the past collection period, the following activity occurred: | Current Balance | 7,125,000.00 | ||||||
Deficit/(Excess) | $ - | |||||||
2003-A | ||||||||
Total Pool | Investor Share | |||||||
Total Interest Collections | $ 3,833,920.60 | $ 1,665,710.70 | ||||||
Principal Reallocations | - | - | ||||||
Recoveries on Receivables Written Off | - | - | ||||||
Total Available | $ 3,833,920.60 | $ 1,665,710.70 |
Exhibit 20.2
NISSAN MASTER OWNER TRUST RECEIVABLES 2003-A
Monthly Servicer's Certificate
for the month ended October 31, 2003
NISSAN MOTOR ACCEPTANCE CORPORATION
NISSAN MASTER OWNER TRUST RECEIVABLES,
2003-A
Pursuant to Section 3.04 of the Amended and Restated Transfer and Servicing Agreement, dated as of October 15, 2003 (as in effect on the date hereof, the "Transfer and Servicing Agreement"), among Nissan Wholesale Receivables Corporation II, as transferor (the "Transferor"), Nissan Master Owner Trust Receivables, as issuer (the "Issuer") and Nissan Motor Acceptance Corporation, as servicer (the "Servicer") and Section 5.03(a) of the Indenture Supplement, dated as of October 15, 2003 (as in effect on the date hereof, the "Indenture Supplement") to the Amended and Restated Indenture, dated as of October 15, 2003 (as in effect on the date hereof, the "Base Indenture"; and together with the Indenture Supplement, the "Indenture"), each between the Issuer and JPMorgan Chase Bank, as indenture trustee (the "Indenture Trustee"), the Servicer is required to prepare a Payment Date Statement. The undersigned, a duly Authorized Officer of the Servicer, does hereby certify in this Certificate (this "Certificate"):
(i) | Capitalized terms used in this Certificate have their respective meanings set forth in the Annex of Definitions attached to the Indenture and the other Transaction Documents or the Indenture Supplement, as applicable. |
(ii) | This Certificate is being delivered pursuant to Section 5.03(a) of the Indenture Supplement. |
(iii) | The undersigned is the Servicer under the Indenture and the Transfer and Servicing Agreement. The undersigned is an Authorized Officer of the Servicer. |
(iv) | The date of the Certificate is on, or prior to, the Determination Date related to the Payment Date occurring on November 17, 2003. |
(v) | As of the date hereof, the best knowledge of the undersigned, the Servicer has performed in all material respects all its obligations under the Indenture and the Transfer and Servicing Agreement through the Collection Period preceding such Payment Date. |
(vi) | As of the date hereof, no Early Amortization Event or Event of Default has occurred and is continuing under (and as defined in) the Indenture and, to the best of knowledge of the undersigned, no event or condition exists which notice and/or the passage of time, would constitute an Early Amortization Event or Event of Default. |
(vii) | The Payment Date Statement with respect to the Payment Date occurring on November 17, 2003 is true, complete and accurate in all material respects. |
IN WITNESS WHEREOF, the undersigned has duly executed and delivered this Certificate this 17th day of November, 2003.
| NISSAN MOTOR ACCEPTANCE CORPORATION, | ||||
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| By: | ___/s/___Joji Tagawa___________ | |||
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| Name: | Joji Tagawa |