UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
10-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2013
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
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Commission File Number: 001-31846
filed on
behalf of:
Corporate Backed Trust Certificates, Series 2001-8 Trust
(Exact Name of Registrant as Specified in Its Charter)
by:
Lehman ABS
Corporation
(Exact Name of Depositor as Specified in Its Charter)
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Delaware
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13-3447441
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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1271 Avenue of the Americas, New York, New York
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10020
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (646) 285-9000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes
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No
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Indicate by check mark
if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes
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No
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Indicate by check mark whether the registrant: (1) 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
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No
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Not applicable.
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein,
and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a
non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):
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Large Accelerated Filer
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Accelerated Filer
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Non-Accelerated Filer
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Smaller reporting company
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act). Yes
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No
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State the aggregate market value of the voting and non-voting common equity held by nonaffiliates computed by reference to the price at which the common
equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrants most recently completed second fiscal quarter.
The registrant has no voting stock or class of common stock that is held by nonaffiliates.
DOCUMENTS INCORPORATED BY REFERENCE
The
distribution reports to security holders filed on Form 8-K during the fiscal year in lieu of reports on Form
10-Q
which include the reports filed on Form 8-K listed in Item 15(a) hereto are incorporated
by reference into part IV of this Annual Report.
Introductory Note
Lehman ABS Corporation (the Depositor) is the Depositor in respect of the Corporate Backed Trust Certificates, Series 2001-8 Trust (the
Trust), a common law trust formed pursuant to the Standard Terms for Trust Agreements, dated as of January 16, 2001, between the Depositor and U.S. Bank Trust National Association, as trustee (the Trustee), as
supplemented by a Series Supplement (the Series Supplement), dated as of March 8, 2001, in respect of the Trust. The Trusts assets consist solely of a $32,575,000 escrow position established by the Depository Trust Company
(DTC) representing the original $32,575,000 principal amount 8.10% Debentures due June 15, 2024 (the Underlying Securities) issued by Motors Liquidation Company (f/k/a General Motors Corporation)(the Underlying
Securities Issuer) for the purpose of making distributions under the Second Amended Joint Chapter 11 Plan of the Underlying Securities Issuer, as further described in Item 9B below. The Certificates do not represent obligations or
interests in the Depositor or the Trustee.
The Depositor is a wholly-owned, indirect subsidiary of Lehman Brothers Holdings Inc.
(LBHI). On September 15, 2008 and periodically thereafter, LBHI and certain of its subsidiaries (collectively, the Debtors) commenced voluntary cases under chapter 11 of title 11 of the United States Code with the
United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court) (jointly administered proceedings,
In re Lehman Brothers Holdings Inc.
et al., Case Number 08-13555). LBHI and its wholly-owned
broker-dealer, Lehman Brothers Inc., have sold since September 15, 2008 significant businesses, including the sale on September 21, 2008 of the investment banking business to Barclays Capital Inc., which business included the employees who
historically conducted the Registrants business.
On December 6, 2011, the Bankruptcy Court entered an order (the Confirmation
Order) confirming the Modified Third Amended Joint Chapter 11 Plan of Lehman Brothers Holdings Inc. and its Affiliated Debtors (the Plan). The Plan and the Confirmation Order were attached as Exhibit 2.1 and Exhibit 2.2,
respectively, to LBHIs Current Report on Form 8-K filed with the Securities and Exchange Commission on December 14, 2011. LBHIs Current Report on Form 8-K filed with the Securities and Exchange Commission on December 14,
2011 contains a summary of the Plan.
On March 6, 2012 (the Effective Date), the Plan became effective and a notice of the Effective Date
of the Plan (the Notice of Effective Date) was filed with the Bankruptcy Court.
As further described under Item 9B below, the
Class A-1 Certificates of the Trust were removed from the listing and registration on the New York Stock Exchange LLC.
As further described under
Item 9B below, Motors Liquidation Company GUC Trust is subject to certain information reporting requirements of the Securities Exchange Act of 1934, as amended (the Exchange Act). For information on Motors Liquidation Company (f/k/a
General Motors Corporation) and Motors Liquidation Company GUC Trust, please see periodic and current reports filed with the Securities and Exchange Commission (the Commission) under Exchange Act file number 001-00043. The Commission
maintains a site on the World Wide Web at http://www.sec.gov at which users can view and download copies of reports, proxy and information statements and other information regarding issuers filed electronically through the Electronic
Data Gathering, Analysis and Retrieval system, or EDGAR. Periodic and current reports and other information required to be filed pursuant to the Exchange Act by the issuer of the underlying securities may be accessed on this site.
Neither the Depositor nor the Trustee has participated in the preparation of such reporting documents, or made any due diligence investigation with respect to the information provided therein. Neither the Depositor nor the Trustee has verified the
accuracy or completeness of such documents or reports. There can be no assurance that events affecting the issuer of the underlying securities or the underlying securities have not occurred or have not yet been publicly disclosed which would affect
the accuracy or completeness of the publicly available documents described above.
PART I
Item 1. Business.
Not Applicable
Item 1A. Risk Factors
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Not
Applicable
Item 1B. Unresolved Staff Comments
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Not Applicable
Item 2. Properties
Not Applicable
Item 3. Legal
Proceedings.
None
Item 4.
Submission of Matters to a Vote of Security Holders.
None
PART II
Item 5. Market for
Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
The publicly offered
Certificates representing investors interest in the Trust are represented by one or more physical Certificates registered in the name of Cede & Co., the nominee of The Depository Trust Company.
Item 6. Selected Financial Data.
Not Applicable
Item 7.
Managements Discussion and Analysis of Financial Condition and Results of Operation.
Not Applicable
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not Applicable
Item 8. Financial
Statements and Supplementary Data.
Not Applicable
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
None
Item 9A. Controls and Procedures.
Not Applicable
Item 9A(T). Controls and Procedures.
Not Applicable
Item 9B. Other
Information.
On June 1, 2009, the Underlying Securities Issuer filed for bankruptcy protection in U.S. Bankruptcy Court in New
York. Under the Trust Agreement, the bankruptcy filing by the Underlying Securities Issuer (the Company) constituted an event of default with respect to the Certificates.
At the opening of business on July 20, 2009, New York Stock Exchange LLC (the Exchange) removed the entire class of Corporate
Backed Trust Certificates, Series 2001-8, Class A-1 due 6/15/2024 (the Certificates) of the Depositor from listing and registration on the Exchange, pursuant to the provisions of Rule 12d2-2(b) of the Securities Exchange Act of
1934, because, in the opinion of the Exchange, the Certificates were no longer suitable for continued listing and trading on the Exchange in light of the underlying General Motors Corporation (GM) debt security and the fact that GM
filed for relief under Chapter 11 of the U.S. Bankruptcy Code with the United States Bankruptcy Court in the Southern District of New York.
On March 18, 2011, the Company and certain of its affiliates filed their Second Amended Joint Chapter 11 Plan, which was confirmed by an
order of the Bankruptcy Court entered on March 29, 2011 (as so confirmed, the Plan). The Plan became effective on March 31, 2011 and provided for distributions under the Plan to holders of Allowed General Unsecured Claims.
On July 28, 2011, the Trustee, as a holder of the Underlying Securities, received its pro rata share of a second distribution consisting
of 3,502 shares of New GM Stock (CUSIP 37045V100), 3,183 New GM Warrants (Exercise Price of $10.00 per Share, CUSIP 37045V118), and 3,183 New GM Warrants (Exercise Price of $18.33 per Share, CUSIP 37045V126)(collectively, the New GM
Securities). The Trustee allocated and distributed New GM Securities to the holders of the Class A-1 Certificates then outstanding and unpaid, (after deducing costs incurred in connection therewith) in accordance with Section 5(d) of
the Series Supplement on or about August 25, 2011. There were insufficient amounts to make a distribution to the holders of Class A-2 at that time.
On November 1, 2011, the Trustee, as a holder of the Underlying Securities, received its pro rata share of a third distribution
consisting of 2,604 shares of New GM Stock (CUSIP 37045V100), 2,367 New GM Warrants (Exercise Price of $10.00 per Share, CUSIP 37045V118) and 2.367 New GM Warrants (Exercise Price of $18.33 per Share, CUSIP 37045V126) (collectively, the
New GM Securities). The Trustee allocated and distributed New GM Securities to the holders of Class A-1 Certificates then outstanding and unpaid, (after deducting costs incurred in connection therewith) in accordance with
Section 5(d) of the Series Supplement on or about January 31, 2012. There were insufficient amounts to make a distribution to the holders of Class A-2 at that time.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Not Applicable
Item 11. Executive
Compensation.
Not Applicable
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Not Applicable
Item 13. Certain
Relationships and Related Transactions, and Director Independence.
None
Item 14. Principal Accountant Fees and Services.
Not Applicable
PART IV
Item 15. Exhibits, Financial Statement Schedules.
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(a)
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The following documents have been filed as part of this report.
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31.1 Certification by Executive Vice President of the Registrant pursuant to
15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Annual Compliance
Report by Trustee pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
The
Trust covered by this Annual Report was formed prior to June 30, 2003 and there is no requirement in the trust agreement for the preparation of a report by an independent public accountant regarding the Trustees compliance with its
obligations.
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(b)
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See Item 15(a) above.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized. In preparing this report the Registrant has relied on Distribution Statements provided to it by the Trustee.
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Lehman ABS Corporation, as Depositor for the Trust (the Registrant)
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Dated: March 28, 2014
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By:
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/s/ Michael S. Leto
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Name:
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Michael S. Leto
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Title:
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Executive Vice President and Chief Financial Officer
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EXHIBIT INDEX
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Reference
Number per
Item 601 of
Regulation SK
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Description of Exhibits
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Exhibit Number
in this Form 10-K
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(31.1)
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Certification by Executive Vice President of the Registrant pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.1
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(31.2)
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Annual Compliance Report by Trustee pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.2
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