Annual Report (10-k)
28 Marzo 2018 - 8:41AM
Edgar (US Regulatory)
UNITED STATES
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)
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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, 2017
OR
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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
to
.
Commission file number
033-91744-02
Corporate Asset Backed Corporation, on behalf of CABCO Trust for J.C. Penney Debentures
(Exact name of registrant as specified in its charter)
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Delaware
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22-3281571
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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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68 South Service Road, Suite 120, Melville, New York
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11747
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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: (631)
587-4700
Securities registered pursuant to Section 12(b) of the Act:
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Title of class
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Name of each Exchange on which
registered
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$52,650,000 Trust Certificates for J.C. Penney Debentures
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New York Stock Exchange
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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 ☐ No ☒
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 ☐ No ☒
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 ☒ 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 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. ☒
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated
filer, smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule
12b-2
of the Exchange Act.
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Large accelerated filer
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Accelerated filer
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Non-accelerated
filer
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☒ (Do not check if a smaller reporting company)
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Smaller reporting company
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☐
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Emerging growth company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the
Act). Yes ☐ No ☒
State the aggregate market value of voting and
non-voting
common stock held by
non-affiliates
of the registrant: All the common stock of Corporate Asset Backed Corporation, the depositor of the trust, is held by UBS
Americas Inc., its parent.
Indicate the number of shares outstanding of each of the registrants classes of common stock, as of the latest
practicable date: As of March 27, 2018, 100 shares of common stock of Corporate Asset Backed Corporation, the depositor of the trust, par value $1.00 per share, were outstanding.
INTRODUCTORY NOTE
The Registrant is a trust (the Trust) created by the Amended and Restated Trust Agreement, dated as of March 25, 1999,
between Corporate Asset Backed Corporation, as depositor (the Depositor), and U.S. Bank Trust National Association as successor trustee to The Bank of New York (the Trustee), providing for the issuance of
$52,650,000 Trust Certificates for J.C. Penney Debentures (the Certificates). The Certificates do not represent obligations of or interests in the Depositor or the Trustee. The Certificates represent beneficial interests in the
Trust. The Trusts assets consist primarily of $52,650,000 principal amount of
7-5/8%
J.C. Penney Company, Inc. Debentures due 2097. J.C. Penney Company, Inc. is subject to the informational requirements
of the Securities Exchange Act of 1934, and in accordance with those requirements files periodic and current reports and other information (including financial information) with the Securities and Exchange Commission (SEC) (File
No. 001-00777).
You may read and copy any reports, statements and other information filed by J.C. Penney Company, Inc. with the SEC (a) over the Internet at the SEC website at http://www.sec.gov containing
reports, proxy statements and other information regarding registrants that file electronically with the SEC; and (b) the SECs public reference room at 450 Fifth Street, N.W., Washington, D.C. 20549. You can also request copies of these
documents upon payment of a copying fee, by writing to the SECs public reference room at 450 Fifth Street, N.W., Washington, D.C. 20549. Please call the SEC at
(800) SEC-0330
for further information
on the operation of the public reference facilities. For information regarding J.C. Penney Company, Inc., please refer to these periodic and current reports filed with the SEC.
Part I
Not Applicable.
Not Applicable.
Item 1B.
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Unresolved Staff Comments
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Not Applicable.
Not Applicable.
Item 3.
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Legal Proceedings
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None.
Item 4.
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Submission of Matters to a Vote of Security Holders
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None.
Part II
Item 5. Market for
Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
The Trust Certificates issued by
CABCO Trust for J.C. Penney Debentures 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.
The Certificates are listed on the New York Stock Exchange.
Item 6.
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Selected Financial Data
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Not Applicable.
Item 7. 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
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Not Applicable.
Item 8.
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Financial Statements and Supplementary Data
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Not Applicable.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.
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Controls and Procedures
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Not Applicable.
Item 9B.
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Other Information
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None.
Part III
Item 10.
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Directors and Executive Officers of the Registrant
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Not Applicable.
Item 11.
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Executive Compensation
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Not Applicable.
Item 12.
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Security Ownership of Certain Beneficial Owners and Management
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None.
Item 13.
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Certain Relationships and Related Transactions
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None.
Item 14.
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Principal Accounting Fees and Services
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Not Applicable.
Part IV
Item 15.
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Exhibits and Financial Statement Schedules
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(a) Not Applicable.
(b) (1) Certification pursuant to Rule
13a-14
of
the Securities Exchange Act of 1934 is filed herewith as Exhibit 31.1.
(2) The Trustees statement of compliance with respect to the
Trust Agreement is filed herewith as Exhibit 99.1.
(3) Report of Aston Bell, CPA, is filed herewith as Exhibit 99.2.
(4) Disclosure Pursuant to Section 13(r) of the Securities Exchange Act of 1934 is filed herewith as Exhibit 99.3.
(5) The reports on
Form 8-K
filed by Corporate Asset Backed Corporation during the Fiscal Year on
behalf of CABCO Trust for J.C. Penney Debentures that included distribution reports to the respective Certificate holders, are incorporated herein as Exhibits 99.4 and 99.5.
(c) Not Applicable.
EXHIBIT INDEX
*
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Previously filed with the Securities and Exchange Commission.
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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 on this 27
th
day of March 2018.
CORPORATE ASSET BACKED CORPORATION
as Depositor of the
CABCO Trust for J.C. Penney Debentures
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By: /s/ Lee Thompson
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Name:
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Lee Thompson
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Title:
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Vice President
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Prudential Financial (NYSE:PFH)
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