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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C 20549
FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000
OR
[ ] 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 333-32874
ADVANTA BUSINESS RECEIVABLES CORP, AS TRANSFEROR
on behalf of
ADVANTA BUSINESS CARD MASTER TRUST
(Exact Name of Registrant as Specified in Its Charter)
Nevada 23-2852207
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
639 Isbell Road, Suite 390, Reno, Nevada 89506
(Address of principal executive offices)
Registrant's telephone number, including area code: (775) 823-3080
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
The Registrant has no voting stock or class of common stock outstanding
as of the date of this report.
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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 X No
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's 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 [X]
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates of the Registrant. The aggregate market value
shall be computed by reference to the price at which the common equity was sold,
or the average bid and asked prices of such common equity, as of a specified
date within 60 days prior to the date of filing. (See definition of affiliate in
Rule 405, 17 C.F.R. 230.405): Not Applicable.
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TABLE OF CONTENTS
PART I............................................................................................................ 3
Item 1. Business........................................................................................... 3
Item 2. Properties......................................................................................... 3
Item 3. Legal Proceedings.................................................................................. 3
Item 4. Submission of Matters to a Vote of Security Holders................................................ 4
PART II........................................................................................................... 4
Item 5. Market For The Registrant's Common Equity and Related Stockholder Matters.......................... 4
Item 6. Selected Financial Data............................................................................ 4
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations...................................................................................... 4
Item 7A. Quantitive and Qualitative Disclosures About Market Risk........................................... 4
Item 8. Financial Statements and Supplementary Data........................................................ 4
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure............................................................................... 4
PART III.......................................................................................................... 5
Item 10. Directors and Executive Officers of the Registrant................................................. 5
Item 11. Executive Compensation............................................................................. 5
Item 12. Security Ownership of Certain Beneficial Owners and Management..................................... 5
Item 13. Certain Relationships and Related Transactions..................................................... 5
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K................................... 5
SIGNATURES........................................................................................................ 7
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PART I
ITEM 1. BUSINESS.
The Advanta Business Card Master Trust (the "Trust") was organized by
Advanta Business Receivables Corp. (the "Transferor"), pursuant to the Trust
Agreement (the "Trust Agreement") dated as of August 1, 2000, between the
Transferor and Wilmington Trust Company as owner trustee (the "Owner Trustee").
Pursuant to the Receivables Purchase Agreement dated as of August 1, 2000,
between Advanta Bank Corp. ("ABC") as seller and the Transferor as purchaser,
ABC transferred all of its rights, title and interest in, to and under certain
credit card receivables arising from time to time in designated accounts (the
"Receivables") to the Transferor. The Transferor, in turn, transferred all of
its rights, title and interest in, to and under the Receivables to the Trust,
pursuant to the Transfer and Servicing Agreement dated as of August 1, 2000 (the
"Transfer and Servicing Agreement"), among the Transferor, ABC as servicer (the
"Servicer") and the Trust. Under the Transfer and Servicing Agreement, the
Servicer has agreed to service and administer the Receivables as agent for the
Transferor and the Trust. The Trust and Bankers Trust Company as indenture
trustee (the "Indenture Trustee") entered into a master indenture (the "Master
Indenture") dated as of August 1, 2000. The Master Indenture is supplemented by
various series supplements providing for the issuance of notes, in varying
series. Publicly registered and outstanding notes existing as of December 31,
2000 are the following: Series 2000-B Asset-Backed Notes, Class A, Class B and
Class C; and Series 2000-C Asset-Backed Notes, Class A, Class B and Class C
(these publicly registered notes are collectively referred to as the "Notes").
The Notes represent interests in the Trust only and do not represent interests
in or obligations of the Transferor, ABC, Advanta Corp. or any affiliate
thereof.
The Registrant has prepared this Form 10-K in reliance upon various
no-action letters issued by the Securities and Exchange Commission (the
"Commission") to other trusts which are substantially similar to the Trust.
Items designated herein as "Not Applicable" have been omitted as a result of
this reliance.
ITEM 2. PROPERTIES.
The Trust's assets consist primarily of a pool of receivables in a
portfolio of business revolving credit card accounts originated or acquired by
ABC.
ITEM 3. LEGAL PROCEEDINGS.
The Transferor is not aware of any material pending litigation
involving the Trust, the Owner Trustee, the Indenture Trustee, the Transferor or
ABC with respect to the Notes or the property or activities of the Trust. The
Transferor is aware that the Servicer is a party to various legal proceedings
resulting from the ordinary business activities relating to its operations.
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ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No vote or consent of holders of any Notes was solicited for any
purpose during the year ended December 31, 2000.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
Each class of Notes is represented by a single Note of such class
registered in the name of Cede & Co., the nominee of The Depository Trust
Company ("DTC"). To the best knowledge of the Registrant, there is no
established public trading market for the Notes.
ITEM 6. SELECTED FINANCIAL DATA.
Not Applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Not Applicable.
ITEM 7A. QUANTITIVE 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.
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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.
(a) Each class of Notes is represented by a single Note registered in
the name of Cede & Co., the nominee of DTC, and an investor holding a beneficial
interest in a Note is not entitled to receive a note representing such interest
except in certain limited circumstances. Accordingly, Cede & Co. is the sole
holder of record of the Notes, which it holds on behalf of brokers, dealers,
banks and other direct participants in the DTC system. Such direct participants
may hold Notes for their own accounts or for the accounts of their customers.
The name and address of Cede & Co. is:
Cede & Co.
c/o The Depository Trust Company
55 Water Street
New York, New York 10041
(b) Not Applicable.
(c) Not Applicable.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
There have not been, and there are not currently proposed, any
transaction or series of transactions, to which the Trust, the Transferor, the
Servicer, or the Owner Trustee on behalf of the Trust, is a party with any
holder of a Note who owns of record or beneficially more than five percent of
the Notes.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) 1. Financial Statements: Not Applicable.
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2. Financial Statement Schedules: Not Applicable.
(b) The following reports on Form 8-K were filed by the Registrant
during fiscal year 2000, including "Item 7. Financial Statements, Pro Forma
Financial Information, and Exhibits":
Date of Report
October 20, 2000
November 20, 2000
December 20, 2000
(c) Not Applicable.
(d) Not Applicable.
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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.
ADVANTA BUSINESS CARD MASTER TRUST
By: Advanta Bank Corp., as attorney in fact
By: /s/ Kirk S. Weiler
----------------------------------------
Name: Kirk S. Weiler
Title: Vice President/Treasurer
Dated: May 14, 2001
ADVANTA BUSINESS RECEIVABLES CORP.
By: /s/ Mark Shapiro
----------------------------------------
Name: Mark Shapiro
Title: Treasurer
Dated: May 14, 2001
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
/s/ Jeffrey D. Beck
--------------------------------------------
Jeffrey D. Beck
President, Director
(Principal Executive Officer)
Dated: May 14, 2001
/s/ Michael Coco
------------------------------------
Michael Coco
Vice President of Finance, Director
(Principal Financial Officer and
Principal Accounting Officer)
Dated: May 14, 2001
/s/ Mark Shapiro
------------------------------------
Mark Shapiro
Vice President and Treasurer, Director
Dated: May 14, 2001
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/s/ Janice C. George
--------------------------------------------
Janice C. George
Director
Dated: May 14, 2001
/s/ Francis B. Jacobs, II
------------------------------------
Francis B. Jacobs, II
Director
Dated: May 14, 2001
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