
About DCAT
Dealers Capital
Access Trust, Inc.
Dealers
Capital Access Trust, Inc. ("DCAT") was
incorporated in 1992 with a mission similar to that of CATD; to
provide Caterpillar dealers with consistent, low cost,
short-term financing to fund the acquisition of inventory and
other normal business expenses.
DCAT
issues investment
grade commercial paper ("CP") and uses the
proceeds solely to fund its loan program. All loans have the
same maturity dates as the CP issued to fund them.
DCAT
borrowers use the proceeds of loans for working capital and
occasionally to fund business acquisitions or stock
redemptions.
Eligibility to
borrow from DCAT: The DCAT program
is open to members of CATD and other entities who sell (or
whose wholly owned subsidiaries sell) equipment supplied by
Caterpillar or Caterpillar Societe Anonyme Responsabilite
Limitee ("CSARL") pursuant to a Caterpillar or CSARL sales and
service agreement. Eligible borrowers who are not CATD
shareholders must pay a facility fee to participate in the DCAT
program.
Credit
Enhancement and Approval Letter Process: Caterpillar Financial Services Corporation
("CFSC") provides Credit Enhancement for the DCAT CP
program. CFSC is a
subsidiary of Caterpillar Inc. A potential DCAT borrower must submit a written application for
Approval Letter together with such financial information as
CFSC may request. Credit approval can be sought prior to the
purchase of a CATD share or payment of a facility fee.
As a condition of
issuing an Approval Letter, CFSC stipulates financial covenants for inclusion in a loan
agreement. The covenants typically include some or all of the
following: minimum net worth test, maximum leverage ratio,
working capital minimum, minimum current assets ratio and
limitations on liens. CFSC also determines whether loans will
be made on a secured or unsecured basis.
Loan Agreement
and Program Documents: Once the
application for Approval Letter and the Approved Amount (credit
limit) is approved, a commitment letter is issued setting forth
proposed financial covenants and other requirements for
closing. Closing documents include a loan agreement with DCAT
and, if required by CFSC, a security agreement with CFSC as
collateral agent for DCAT.
After the loan
documentation (loan agreement, security agreement,
intercreditor agreements and other agreements, as required
by CFSC) is complete, CFSC issues the Approval Letter to DCAT
and the borrower. All Approval
Letters expire on June 30, 2010, but may be extended at
the discretion of CFSC.
Once the
Approval Letter is issued, the borrower is eligible to request
advances from DCAT. However, the aggregate Face Amount of the
borrower's outstanding loans cannot exceed its Approved Amount.
The program documents between DCAT and a borrower do not create
a committed credit facility. DCAT is not obligated to fund a
borrower's loan request and cannot do so unless it can issue CP
to fund the request.
The
financial condition of the borrower is monitored by CFSC on an
ongoing basis and periodic (quarterly or more frequently)
reporting is required as a conditioning of maintaining the
Approval Letter.
CP Issuance and
Limitations: DCAT issues
commercial paper (CP) in order to fund its short-term loan
program, and lends the proceeds to its eligible borrowers on a
"match-funded" basis. This means the Face Amount, maturity date
and discount rate of CP is the same as the aggregate Face
Amount, maturity date and discount rate of the loan(s) it
funds. (Although the discount rate of the CP and loan(s) are
the same, the rate passed through to a borrower is increased by
the Add-on. See All-in
Rate and Add-on in the Glossary of
DCAT Terms).
The
maturity date of CP (and the loans(s) it is issued to fund)
cannot be more than 270 days from the funding date. Generally,
the maturity date of the CP and related loan cannot be less
than 7 days from the date of funding. In addition, CP (and the
loans(s) it is issued to fund) must mature on or before the
expiry date of the underlying Approval Letters.
The
agreements which govern the structure and operation of DCAT
limit the maximum amount of CP it can have outstanding at any
point in time. The aggregate Face Amount of outstanding DCAT CP
cannot exceed the aggregate Face Amount of outstanding DCAT
loans. In addition, the Face Amount of outstanding DCAT CP
cannot exceed the overall issuance limit placed on the program
by CFSC, as set by CFSC from time to time. Currently, CFSC has set the
overall issuance limit at $600 million dollars.
Issuing and
Paying Agent:The issuing and
paying agent is responsible for administering the flow of CP
funds and loan repayments between CP investors, DCAT and its
borrowers. JP Morgan is the
issuing and paying agent for the DCAT CP program.
Liquidity
Support: Liquidity support
for the DCAT program is provided by CFSC. CFSC provides a
source of liquidity in case new CP cannot be issued to pay the
holders of maturing CP. DCAT does not
issue any extendible CP.
Under
the terms of an agreement between DCAT and CFSC (the "Dealer
Loan Purchase Agreement" or "DLPA"), CFSC is obligated to
purchase any DCAT loan which is not paid at maturity, provided
the loan was made to a borrower for which an Approval Letter
was in effect. The purchase price is the Face Amount of the
loan. This obligation provides both Credit Enhancement for the
loans of DCAT and liquidity for the holders of DCAT CP. The
obligation of CFSC to purchase the defaulted loan(s) of any
borrower is limited to the Approved Amount for such
borrower.
If
CFSC is required to purchase a defaulted loan from DCAT, it
will transfer the purchase price to the account of DCAT at JP
Morgan. JP Morgan will use the proceeds of the purchase to pay
the maturing DCAT CP which was issued to match fund the
defaulted loan, and DCAT will assign the loan to CFSC to
complete the purchase.
Thereafter CFSC may pursue collection against the
borrower.
Click
herefor an overview of DCAT CP Structure
and Credit Enhancement.
The commercial paper program of the
U.S. Caterpillar® dealers
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