**FORM 10-K/A**

 

**SECURITIES AND EXCHANGE COMMISSION**

 

**Washington,D.C. 20549**

 
| **ý** | **ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE  SECURITIES EXCHANGE ACT OF 1934.** |
|------------|---------------------------------------------------------------------------------------------|
|       |                                                                                        |

 

**For the year ended December 31, 2002.**

 

**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: 333-44924**

 

**AMERICREDIT AUTOMOBILE RECEIVABLESTRUST 2001-D**

(Exact name of Registrant as specified in its charter)

 

| **Delaware**                                                                                             |   | **88-6086026**                        |
|----------------------------------------------------------------------------------------------------------|--------|---------------------------------------|
| (State or other  jurisdiction of  incorporation or organization)                                         |   | (I.R.S. employer  identification no.) |
|                                                                                                     |   |                                  |
| **AmeriCredit  Financial Services, Inc. (as originator)  801 Cherry Street, Suite 3900  Fort Worth, TX** |   | **76102**                             |
| (Address of principal  executive offices)                                                                |   | (Zip Code)                            |

 

Registrant’s telephone number, including area code **(817) 302-7000**

 

Securities Registered Pursuant to Section 12 (b) of the SecuritiesExchange Act of 1934:  **None**

 

Securities Registered Pursuant to Section 12 (g) of the SecuritiesExchange Act of 1934:  **None**

 

Indicate by check markwhether the Registrants (1) have filed all reports required to be filed bySection 13 or 15 (d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the Registrant wasrequired to file such reports), and (2) have been subject to such filingrequirements for the past 90 days.

 

Yes ý     Noo

 

Indicate by checkmarkwhether the registrant is an accelerated filer (as defined in Rule 12b-2 of theAct).  Yes o  Noý

 

Indicate by check mark ifthe disclosure of delinquent filers pursuant to Item 405 of Regulation S-K isnot contained herein and will not be contained, to the best of the Registrants’knowledge, in definitive proxy or information statements incorporated byreference in Part III of this Form 10-K or any amendment to this Form10-K.   ý

 

The aggregate market value of the voting stock held by non-affiliatesof the Registrant:   None

 

 

----

----

 

PART I

 

ITEM1.                                                     BUSINESS

 

A response to Item 1 is omittedin reliance on guidance provided in the Bay View Auto Trusts No-Action Letter(January 15, 1998).

 

ITEM2.                                                     PROPERTIES

 

None.

 

ITEM3.                                                     LEGALPROCEEDINGS

 

None.

 

ITEM4.                                                     SUBMISSIONOF MATTERS TO A VOTE OF SECURITY HOLDERS

 

None.

 

PART II

 

ITEM5.                                                     MARKETFOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

 

As of January 29, 2003,there was one holder of record of the securities.  See also Item 12. Security Ownership of Certain Beneficial Ownersand Management.  There was no principalmarket in which the securities traded.

 

 

ITEM6.                                                     SELECTEDFINANCIAL DATA

 

A response to Item 6 isomitted in reliance on guidance provided in the Bay View Auto Trusts No-ActionLetter (January 15, 1998).

 

2

----

----

 

ITEM7.                                                     MANAGEMENT’SDISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

A response to Item 7 isomitted in reliance on guidance provided in the Bay View Auto Trusts No-ActionLetter (January 15, 1998).

 

ITEM7A.                                           QUANTITATIVEAND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

On October 24, 2001,AmeriCredit Automobile Receivables Trust 2001-D issued the followingsecurities:

 
| $ | 234,000,000 |   | 2.39125%      |   | Class A-1 Notes                |
|---|-------------|--------|---------------|--------|--------------------------------|
| $ | 610,000,000 |   | LIBOR + 0.23% |   | Floating Rate Class A-2  Notes |
| $ | 481,000,000 |   | LIBOR + 0.30% |   | Floating Rate Class A-3  Notes |
| $ | 475,000,000 |   | 4.41%         |   | Class A-4 Notes                |

 

The Trust’s grossinterest rate spread, which is the difference between interest earned on itsfinance receivables and interest paid on its debt securities, is affected bychanges in interest rates.  The interestrate demanded by investors on the debt securities depends on prevailing marketinterest rates for comparable transactions and the general interest rateenvironment.  These debt securities canbear either fixed or variable interest rates. The Trust can utilize derivative financial instruments, interest rateswap and cap agreements, to minimize the impact of the interest ratefluctuations on the gross interest rate margin.

 

The finance receivablesheld by the Trust bear interest at a fixed rate, while the debt securities beareither a fixed or floating rate to the investors.  The fixed rates on the debt securities are indexed to marketinterest rate swap levels for transactions of similar duration or variousLondon Interbank Offered Rates (“LIBOR”) and do not fluctuate during the termof the transaction.  The floating ratesissued are indexed to LIBOR and fluctuate periodically based on movements inLIBOR. As noted in the table above the Trust issued two classes of floatingrate debt securities indexed to LIBOR and two classes of fixed rate debtsecurities.  The Trust utilizes interestrate swap agreements to convert variable rate exposures on the debt securitiesto a fixed rate, thereby (i) locking in the gross interest rate spread to beearned over the life of a securitization transaction that would have beenaffected by changes in interest rates or (ii) hedging the variability in futureexcess cash flows to be received over the life of a securitization transaction.  The Trust is contractually required toprovide protection from adverse changes in interest rates when floating ratedebt securities are issued.

 

The following tableprovides information about the Trust’s interest rate sensitive financialinstruments by expected maturity date as of December 31, 2002 (dollars inthousands):

 

3

----

----

 
| **Years  Ending December 31,**            |   | **2003** |    | **2004** |   | **2005** |   | **2006** |    | **Fair Value** |   |
|-------------------------------------------|--------|----------|---------|----------|--------|----------|--------|----------|---------|----------------|--------|
|                                      |   |     |    |     |   |     |   |     |    |           |   |
| Assets:                                   |   |     |    |     |   |     |   |     |    |           |   |
| Finance  receivables                      |   | $        | 482,598 |     | $      | 339,314  |   | $        | 242,254 |           | $      | 203,609 |   | $ | 1,375,240 |   |
|                                      |   |     |    |     |   |     |   |     |    |           |   |
| Liabilities:                              |   |     |    |     |   |     |   |     |    |           |   |
| Debt securities  issued                   |   |     |    |     |   |     |   |     |    |           |   |
| Principal  amounts                        |   | $        | 441,615 |     | $      | 308,776  |   | $        | 220,451 |           | $      | 185,284 |   | $ | 1,156,126 |   |
| Weighted average  effective interest rate |   | 3.09     | %       | 4.07     | %      | 4.41     | %      | 4.41     | %       |           |   |
|                                      |   |     |    |     |   |     |   |     |    |           |   |
| Interest rate  swaps                      |   |     |    |     |   |     |   |     |    |           |   |
| Notional amounts                          |   | $        | 469,909 |     | $      | 123,202  |   | —   |    | —         |   | $ | 11,640 |   |
| Average pay rate                          |   | 3.69     | %       | 3.76     | %      | —   |   | —   |    |           |   |
| Average receive  rate                     |   | 1.74     | %       | 2.49     | %      | —   |   | —   |    |           |   |

 

As of December 31, 2002,finance receivables are estimated to be realized in future periods usingdiscount rates, prepayment and credit loss assumptions based on historicalexperience.  Notional amounts oninterest rate swap agreements are based on contractual terms.  Debt securities issued principal amountshave been classified based on expected payoff.

 

Notional amounts, whichare used to calculate the contractual payments to be exchanged under thecontracts, represent average amounts that will be outstanding for each of theyears included in the table. Notional amounts do not represent amountsexchanged by parties and, thus, are not a measure of the Trust’s exposure toloss through its use of these agreements. Hedging activities are monitored to ensure that the value of the hedges,their correlation to the contracts being hedged and the amounts being hedgedcontinue to provide effective protection against interest rate risk.  However, there can be no assurance that thestrategies will be effective in minimizing interest rate risk or that increasesin interest rates will not have an adverse effect on profitability.  All transactions are entered into forpurposes other than trading.

 

ITEM8.                                                     FINANCIALSTATEMENTS AND SUPPLEMENTARY DATA

 

A response to Item 8 is omittedin reliance on guidance provided in the Bay View Auto Trusts No-Action Letter(January 15, 1998).

 

ITEM9.                                                     CHANGEIN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

None.

 

ITEM9A.                                           CONTROLSAND PROCEDURES

 

A response to Item 9A is omitted pursuant to 17 C.F.R.§§ 240.13a-14(g) and 240.13a-15(a).

 

4

----

----

 

PART III

 

ITEM10.                                               DIRECTORSAND EXECUTIVE OFFICERS OF THE REGISTRANT

 

A response to Item 10 isomitted in reliance on guidance provided in the Bay View Auto Trusts No-ActionLetter (January 15, 1998).

 

ITEM11.                                               EXECUTIVECOMPENSATION

 

A response to Item 11 isomitted in reliance on guidance provided in the Bay View Auto Trusts No-ActionLetter (January 15, 1998).

 

ITEM12.                                               SECURITYOWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

 

AFS Funding Corp. was theonly holder of record which beneficially owns more than 5% of theCertificates.  The dollar and percentageamounts reflected in the table below are based upon the face amount of theCertificates as of the Closing Date, and do not reflect amortization, if any,since that date.

 

| **Name and  Address of Participant**                                |   | **Amount of Certificates  Beneficially Owned** |   | **Percentage of Certificates  Beneficially Owned** |   |
|---------------------------------------------------------------------|--------|------------------------------------------------|--------|----------------------------------------------------|--------|
| AFS Funding Corp.  639 Isbell Road, Suite 390  Reno, NV  89509 |   | no face amount  (residual value)               |   | 100                                                | %      |

 

ITEM13.                                               CERTAINRELATIONSHIPS AND RELATED TRANSACTIONS

 

(a)          Transactions withManagement and Others.

 

None.

 

(b)         Certain BusinessRelationships.

 

None.

 

(c)          Indebtedness of Management.

 

None.

 

ITEM 14.                                               PRINCIPALACCOUNTANT FEES AND SERVICES

 

A response to Item 14 isomitted pursuant to the Instruction to Item 14.

 

5

----

----

 

PART IV

 

ITEM15.                                               EXHIBITS,FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

 

(a)                    Exhibits

 
| **Exhibit Number** |   | **Description**                                                                                                                          |   | **Method of filing**   |
|--------------------|--------|------------------------------------------------------------------------------------------------------------------------------------------|--------|------------------------|
|               |   |                                                                                                                                     |   |                   |
| Exhibit 31.1       |   | Chief Financial Officer  and Treasurer Certification Pursuant to Section 302(a) of the Sarbanes-Oxley  Act of 2002 Relating to Reporting |   | Filed with this report |
|               |   |                                                                                                                                     |   |                   |
| Exhibit 99.1       |   | Annual Servicer  Statement of Compliance                                                                                                 |   | Filed with this report |
|               |   |                                                                                                                                     |   |                   |
| Exhibit 99.2       |   | Report of Independent  Auditors                                                                                                          |   | Filed with this report |

 

(b)                   Reports on Form8-K

 

The current report onForm 8-K attaching the related transaction documents was filed by AmeriCreditFinancial Services, Inc. on October 31, 2001.

 

The current reports onForm 8-K attaching the related Monthly Servicer’s Report were filed byAmeriCredit Automobile Receivables Trust 2001-D on December 11, 2001 for themonth ending November 30, 2001 and January 14, 2002 for the month endingDecember 31, 2001 and March 15, 2002 for the month ending February 28, 2002 andApril 16, 2002 for the month ending March 31, 2002 and May 14, 2002 for themonth ending April 30, 2002 and June 13, 2002 for the month ending May 31, 2002and July 15, 2002 for the month ending June 30, 2002 and August 12, 2002 forthe month ending July 31, 2002 and September 13, 2002 for the month endingAugust 31, 2002 and October 16, 2002 for the month ending September 30, 2002and November 14, 2002 for the month ending October 31, 2002 and December 16,2002 for the month ending November 30, 2002. The Monthly Servicer Report for the month ending December 31, 2002 wasfiled with the Annual report on Form 10-K on January 29, 2003.  AmeriCredit Financial Services, Inc. filed aForm 15-15D on February 3, 2003 on behalf of the Issuer, therebysuspending the Issuer’s ongoing reporting obligations under Section 13 andSection 15(d) of the Securities Exchange Act of 1934.

 

(c)                    Exhibits tothis report are listed in Item 15(a) above.

 

6

----

----

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15 (d)of the Securities Exchange Act of 1934, AmeriCredit Automobile ReceivablesTrust 2001-D has duly caused this report to be signed on its behalf by theundersigned, thereunto duly authorized.

 

 
| AMERICREDIT AUTOMOBILE  RECEIVABLES TRUST 2001-D |
|--------------------------------------------------|
|                                             |
| By:                                              | AMERICREDIT FINANCIAL  SERVICES, INC., |
|                                             | as sponsor and as  servicer |
|                                             |   |
| By:                                              | /s/ Preston A. Miller |   |
|                                             | Name: | Preston A. Miller |
|                                             | Title: | Chief Financial Officer  and Treasurer |
|                                             | Dated: | April 21, 2004 |
|                                                  |  |  |  |

 

EXHIBIT INDEX

 

AMERICREDITAUTOMOBILE RECEIVABLES TRUST 2001-D

 
| **Exhibit Number** |   | **Description**                                                                                                                          |   | **Method of filing**   |
|--------------------|--------|------------------------------------------------------------------------------------------------------------------------------------------|--------|------------------------|
|               |   |                                                                                                                                     |   |                   |
| Exhibit 31.1       |   | Chief Financial Officer  and Treasurer Certification Pursuant to Section 302(a) of the Sarbanes-Oxley  Act of 2002 Relating to Reporting |   | Filed with this report |
|               |   |                                                                                                                                     |   |                   |
| Exhibit 99.1       |   | Annual Servicer  Statement of Compliance                                                                                                 |   | Filed with this report |
|               |   |                                                                                                                                     |   |                   |
| Exhibit 99.2       |   | Report of Independent  Auditors                                                                                                          |   | Filed with this report |

 

7

----

----