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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

     
þ   ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
     
OR  
     
o   TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to ________________.

Commission file number: 333-105077

Capital Auto Receivables, Inc.
Capital Auto Receivables Asset Trust 2004-2

(Exact name of registrant as specified in its charter)

     
 
DELAWARE
(State or other jurisdiction of
incorporation or organization)
  38-3082892
20-6354537

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

c/o General Motors Acceptance Corporation
200 Renaissance Center
P.O. Box 200 Detroit, Michigan
48265-2000

(Address of principal executive offices)
(Zip Code)

(313) 556-5000
(Registrant’s telephone number, including area code)

Securities registered or to be registered pursuant to Section 12(b) of the Act: None

Securities required to be registered pursuant to Section 12(g) of the Act: None

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 last 90 days. Yes þ No o

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act) Yes o No þ

Documents incorporated by reference. None

 
 

 


Table of Contents

TABLE OF CONTENTS

             
           
  Business     2  
  Properties     2  
  Legal Proceedings     2  
  Submission of Matters to a Vote of Security Holders     2  
 
           
           
  Market For Registrant’s Common Equity and Related Stockholder Matters     2  
  Selected Financial Data     2  
  Management’s Discussion and Analysis of Financial Condition and Results of Operations     2  
  Quantitative and Qualitative Disclosures About Market Risk     2  
  Financial Statements and Supplementary Data     2  
  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure     2  
  Controls and Procedures     2  
  Other Information     2  
 
           
           
  Directors and Executive Officers of the Registrant     3  
  Executive Compensation     3  
  Security Ownership of Certain Beneficial Owners and Management     3  
  Certain Relationships and Related Transactions     3  
  Principal Accountant Fees and Services     3  
 
           
           
  Exhibits, Financial Statement Schedules     3  
 Certification of Executive Officer Pursuant to Rule 13a-14/15d-14
 Aggregate Annual Servicing Report For Capital Auto Receivables Asset Trust 2004-2
 Capital Auto Receivables Asset Trust 2004-2 Annual Statement as to Compliance
 Report of Independent Registered Public Accounting Firm dated March 11, 2005

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Part I

Item 1. Business
Capital Auto Receivables Asset Trust 2004-2 (the “Trust”) was formed pursuant to a Trust Agreement between Capital Auto Receivables, Inc. (the “Seller”) and Deutsche Bank Trust Company Delaware, as Owner Trustee (the “Owner Trustee”). The Trust has issued Asset-Backed Notes (the “Notes”). The Notes are issued and secured pursuant to an Indenture between the Trust and JPMorgan Chase Bank, as Indenture Trustee (the “Indenture Trustee” and, together with the Owner Trustee, the “Trustees”). The Trust has also issued Asset-Backed Certificates (the “Certificates”). For further information, refer to the Prospectus Supplement and Offering Memorandum dated December 1, 2004, filed pursuant to Rule 424(b) on December 7, 2004.

Item 2. Properties
The property currently held by the Trust includes a pool of retail instalment sales contracts and direct purchase money loans secured by new and used automobiles and light trucks, certain monies due or received thereafter, security interests in the vehicles financed thereby and interest rate swaps.

Item 3. Legal Proceedings
There are no material legal proceedings involving the Trust, the Seller or General Motors Acceptance Corporation (“GMAC” or the “Servicer”) which relate to the Trust or its property pending as of the date of this report.

Item 4. Submission of Matters to a Vote of Security Holders
No votes or consents of Noteholders or Certificateholders were solicited for any purpose during the year ended.

Part II

Item 5. Market For Registrant’s Common Equity and Related Stockholder Matters
As of December 31, 2004, the holders of the Asset-Backed Notes and Asset-Backed Certificates issued by the Trust totaled:

         
Class A-1a Notes
    16  
Class A-1b Notes
    9  
Class A-2 Notes
    35  
Class A-3 Notes
    32  
Class A-4 Notes
    39  
Class B Notes
    10  
Class C Notes
    8  
Class D Notes
    7  
Certificates
    1  

To the best knowledge of the Registrant, there is no established public trading market for the Notes or Certificates.

Item 6. Selected Financial Data
Not Applicable

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The Trust was formed pursuant to a Trust Agreement between the Seller and Deutsche Bank Trust Company Delaware, as Owner Trustee. The Trust issued the Asset-Backed Notes and Certificates in the following table. The Trust acquired retail instalment sales contracts and direct purchase money loans from the Seller in the aggregate amount as shown below in exchange for Asset-Backed Notes and Asset-Backed Certificates representing undivided equity interests in the Trust.

                         
        Retail          
        Instalment Sales          
    Date of Trust   Contracts          
    Sale and Servicing   Aggregate   Asset-Backed     Asset-Backed
Trust   Agreement   Amount   Notes     Certificates
        (millions)   (millions)     (millions)
Capital
  December 9, 2004   $2,762   Class A-1a   $ 220     $26
Auto
          Class A-1b     657     (Private Placement)
Receivables
          Class A-2     740      
Asset Trust
          Class A-3     558      
2004-2
          Class A-4     240      
 
          Class B     97      
 
          Class C     33      
 
          Class D     26      
 
          (Private Placement)    

GMAC, the acquirer of the retail instalment sales contracts and direct purchase money loans, continues to service the receivables for the aforementioned Trust and receives compensation and fees for such services. Investors receive, periodic payments of principal and interest for each class of Notes and Certificates as the receivables are liquidated.

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 9B. Other Information
None

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Part III

Item 10. Directors and Executive Officers of the Registrant
Not Applicable

Item 11. Executive Compensation
Not Applicable

Item 12. Security Ownership of Certain Beneficial Owners and Management
Not Applicable

Item 13. Certain Relationships and Related Transactions
None

Item 14. Principal Accountant Fees and Services
None

Part IV

Item 15. Exhibits, Financial Statement Schedules
     (a) List the following documents filed as a part of the report:

  (1)   Financial Statements — Not Applicable.
 
  (2)   Financial Statements Schedules — Not Applicable
 
  (3)   Exhibits

  •   Annual Statement to Noteholders and Certificateholders stating aggregate totals of information in distribution reports.
 
  •   Officer’s Certificate of Compliance pursuant to Section 4.1 of the Trust Sale and Servicing Agreement.
 
  •   Copy of Report of Independent Registered Public Accounting Firm dated March 11, 2005.

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Signature

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.
         
  Capital Auto Receivables Asset Trust 2004-2


by: General Motors Acceptance Corporation
(Administrator, not in its individual capacity
but solely as Administrator on behalf of the Trust)
 
 
     
     
     
 
         
     
Date: March 31, 2005  /s/ Jerome B. Van Orman, Jr.     
  (Jerome B. Van Orman, Jr., Vice President —   
  Finance and Chief Financial Officer of GMAC
North American Operations) 
 

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Table of Contents

         

Index of Exhibits

         
Exhibit   Description   Method of Filing
 
       
31
  Certification of Executive Officer Pursuant to Rule 13a-14/15d-14   Filed herewith.
 
       
99.1
  Aggregate Annual Servicing Report For Capital Auto Receivables Asset Trust 2004-2   Filed herewith.
 
       
99.2
  Capital Auto Receivables Asset Trust 2004-2 Annual Statement as to Compliance   Filed herewith.
 
       
99.3
  Report of Independent Registered Public Accounting Firm dated March 11, 2005   Filed herewith.

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