UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
(Mark One) |
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2003
OR
o
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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 333-81788
ADVANTA BUSINESS RECEIVABLES CORP, AS TRANSFEROR
on behalf of
ADVANTA BUSINESS CARD MASTER TRUST
Nevada | 23-2852207 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
2920 Green Valley Parkway, Suite 3-321-8, Henderson, Nevada |
89014 |
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(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code:
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(702) 433-9886 | |
Securities registered pursuant to Section 12(b) of the Act:
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None | |
Securities registered pursuant to Section 12(g) of the Act:
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None |
The registrant has no voting stock or class of common stock outstanding as of the date of this report.
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 o
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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 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. x
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b 2). Yes o No x
State the aggregate market value of the voting and non-voting common equity held by non-affiliates 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.: Not Applicable.
Indicate the number of shares outstanding of each of the registrants classes of common stock, as of the latest practicable date.: Not Applicable.
DOCUMENTS INCORPORATED BY REFERENCE.
List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) any annual report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual reports to security holders for fiscal year ended December 24, 1980): None.
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TABLE OF CONTENTS
Page |
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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 Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 4 | ||||||
Item 6. | Selected Financial Data. | 4 | ||||||
Item 7. | Management's Discussion and Analysis of Financial Condition and Results of Operations. | 4 | ||||||
Item 7A. | Quantitative 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 | ||||||
Item 9A. | Controls and Procedures | 4 | ||||||
PART III | 4 | |||||||
Item 10. | Directors and Executive Officers of the Registrant. | 4 | ||||||
Item 11. | Executive Compensation. | 5 | ||||||
Item 12. | Security Ownership of Certain Beneficial Owners and Management and | 5 | ||||||
Item 13. | Certain Relationships and Related Transactions | 5 | ||||||
Item 14. | Principal Accountant Fees and Services | 5 | ||||||
Item 15. | Exhibits, Financial Statement Schedules, and Reports on Form 8-K | 5 | ||||||
CERTIFICATION - SECTION 302 OF SARBANES-OXLEY ACT | ||||||||
ANNUAL SERVICER'S CERTIFICATE | ||||||||
INDEPENDENT ACCOUNTANT'S REPORT |
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PART I
Item 1.
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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 Deutsche Bank Trust Company Americas (formerly known as 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, 2003 are the following: Series 2000-C Asset-Backed Notes, Class A, Class B and Class C; Series 2001-A Asset-Backed Notes, Class A, Class B and Class C; Series 2002-A Asset-Backed Notes, Class A, Class B and Class C; Series 2003-A Asset-Backed Notes, Class A, Class B and Class C; Series 2003-B Asset-Backed Notes, Class A, Class B and Class C; Series 2003-C Asset-Backed Notes, Class A-1, Class A-2, Class B, Class C-1 and Class C-2; and Series 2003-D 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.
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Properties. |
The Trusts assets consist primarily of a pool of receivables in a portfolio of revolving business credit card accounts originated or acquired by ABC.
Item 3.
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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 current and discontinued operations.
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Item 4.
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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, 2003.
PART II
Item 5.
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Market For Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. |
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).
(a) Not Applicable.
(b) Not Applicable.
Item 6.
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Selected Financial Data. |
Not Applicable.
Item 7.
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Managements Discussion and Analysis of Financial Condition and Results of Operations. |
Not Applicable.
Item 7A.
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Quantitative and Qualitative Disclosures About Market Risk. |
Not Applicable.
Item 8.
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Financial Statements and Supplementary Data. |
Not Applicable.
Item 9.
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. |
None.
Item 9A.
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Controls and Procedures. |
Not Applicable.
PART III
Item 10.
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Directors and Executive Officers of the Registrant. |
Not Applicable.
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Item 11.
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Executive Compensation. |
Not Applicable.
Item 12.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. |
There is no established public trading market for the Registrants common equity.
There are no securities for issuance under equity compensation plans.
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
Item 13.
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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.
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Principal Accountant Fees and Services. |
Not Applicable.
Item 15.
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Exhibits, Financial Statement Schedules, and Reports on Form 8-K. |
(a) | 1. | Financial Statements: Not Applicable. | ||||||||||
2. | Financial Statement Schedules: Not Applicable. | |||||||||||
3. | 31.1 | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||||||||
99.1 | Annual Servicers Certificate dated September 17, 2003 | |||||||||||
99.2 | Independent Accountants Report on Managements Assertion |
(b) The following reports on Form 8-K were filed by the Registrant during fiscal year 2003, including Item 7. Financial Statements, Pro Forma Financial Information, and Exhibits:
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Date of Report |
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January 21, 2003 | ||||||
February 20, 2003 | ||||||
March 20, 2003 | ||||||
April 21, 2003 | ||||||
May 20, 2003 | ||||||
June 20, 2003 | ||||||
July 21, 2003 | ||||||
August 20, 2003 | ||||||
September 22, 2003 | ||||||
October 20, 2003 | ||||||
November 20, 2003 | ||||||
December 22, 2003 | ||||||
(c) | See Item 15(a)(3). | |||||
(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/ Michael Coco |
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Name: | Michael Coco | |||
Title: | Vice President and Treasurer | |||
Dated: | March 29, 2004 | |||
ADVANTA BUSINESS RECEIVABLES CORP. | ||||
By: | /s/ Mark Shapiro |
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Name: | Mark Shapiro | |||
Title: | Vice President and Assistant Treasurer | |||
Dated: | March 29, 2004 |
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/ Michael Coco |
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Michael Coco | ||||
President, Director | ||||
Dated: March 29, 2004 | ||||
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Susan McVeigh | ||||
Vice President and Treasurer, Director | ||||
Dated: | ||||
/s/ Mark Shapiro |
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Mark Shapiro | ||||
Vice President and Assistant Treasurer, Director | ||||
Dated: March 29, 2004 | ||||
/s/ Janice C. George
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Janice C. George | ||||
Director | ||||
Dated: March 29, 2004 | ||||
/s/ Francis B. Jacobs, II
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Francis B. Jacobs, II | ||||
Director | ||||
Dated: March 29, 2004 |
EXHIBIT INDEX
EXHIBIT |
DESCRIPTION |
MANNER OF FILING |
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31.1
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Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | * | ||
99.1
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Annual Servicers Certificate | * | ||
99.2
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Independent Accountants Report on Managements Assertion | * |
* | Filed electronically herewith. |
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