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1、 RONGTENG 2018-1 RETAIL AUTO MORTGAGE LOAN SECURITIZATION OFFERING CIRCULAR SAIC-GMAC AUTOMOTIVE FINANCE CO., LTD. (a limited liability company incorporated in accordance with the laws of the Peoples Republic of China) Originator/Servicer COFCO TRUST CO., LTD. (a limited liability company incorporat
2、ed in accordance with the laws of the Peoples Republic of China) Trustee/Issuer CITIC SECURITIES CO., LTD. Bookrunner/Lead Underwriter CHINA MERCHANTS BANK CO., LTD. MIZUHO BANK (CHINA), LTD. Joint Lead Underwriter Joint Lead Underwriter February 2018 THE REFERENCE FORMAT AND FRAMEWORK OF INFORMATIO
3、N DISCLOSURE DOCUMENTS THE REFERENCE FORMAT AND FRAMEWORK OF INFORMATION DISCLOSURE DOCUMENTS The Number of Information Disclosure * The Page Of Offering Circular The Number of Information Disclosure * The Page Of Offering Circular F-0 F-4 F-0-1 The Cover F-4-1 45-48 F-0-2 I- III F-4-2 48-50 F-0-3 V
4、-I F-4-3 50-53 F-0-4 IV F-5 F-1 F-5-1 54-56 F-1-1 1-7 F-5-2 56-58 F-2 F-5-3 58-60 F-2-1 8-9 SENSITIVITY ANALYSIS 60-62 F-2-2 9-24 F-5-4 62-63 F-2-3 24-26 INFORMATION RELATING TO ISSUING MANNER 63 F-2-4 26-34 F-6 F-2-5 34-37 F-6-1 64-76 F-2-6 37-41 F-6-2 77-78 F-2-7 41-42 F-6-3 78-84 F-3 F-7 F-3-1 43
5、 F-7-1 85-86 F-3-2 43 F-7-2 86-88 F-3-3 43-44 PROTECTION MECHANISM FOR NOTEHOLDERS 89-90 F-3-4 44 UPDATE ON HISTORICAL LOAN DATA 91、107-132 INFORMATION OF THE ORIGINATOR F-3-5 44-45 DEFINITIONS 92-106 *The number is the serial number of the Reference Format and Framework of information required to b
6、e disclosed during the issuance phrase as stipulated in the Guidance for Appropriate Information Disclosure in respect of Retail Auto Loans Securitization (Trial). I Total Issuance Amount: RMB3,000,000,000.00 RONGTENG 2018-1 RETAIL AUTO MORTGAGE LOAN SECURITIZATION OFFERING CIRCULAR Issuance Amounts
7、 Per Interest Rate Rating (CBR) Rating (Lianhe) Expected Maturity Date Class A Senior 2,590,000,000.00 86.33% Floating Rate AAAsf AAAsf 2019/11/26 Class B Senior 200,000,000.00 6.67% Floating Rate AA+sf AA+sf 2020/1/26 Subordinated 210,000,000.00 7.00% No Interest Rate No Rating No Rating 2020/6/26
8、The Trustee shall issue the Class A Senior Notes, the Class B Senior Notes and the Subordinated Notes (whose Legal Maturity Date is 26 September 2024) on the Trust Effective Date, and shall pay the net proceeds of the issuance of the Senior Notes to the Originator. The Subordinated Notes will be ret
9、ained by the Originator. Investing in the Notes involves certain risks. Please refer to Chapter I (Risk Factors) of this Offering Circular. The interest of the Notes will accrue from (and including) the Trust Effective Date. On each Payment Date, the Trustee shall pay the Noteholders the relevant pr
10、incipal (if any) and interest. The first Payment Date of the Notes shall be 26 April 2018 (if such date is not a Business Day, the following Business Day). Please refer to Chapter II (Transaction Summary) of this Offering Circular for the Coupon Rate of the Notes. China Central Depository and if thi
11、s Offering Circular is being sent to you electronically, the e-mail address that you gave us and to which this e-mail has been delivered is not located in the United States, and you consent to delivery of this Offering Circular by electronic transmission. IV IMPORTANT NOTICE The Notes are issued aft
12、er completion of filing and issuance registration according to the Filing Notice of the Innovation Department of CBRC on Rongteng 2018-1 Retail Auto Mortgage Loan Securitization and the Decision of the Peoples Bank of China to Grant Administrative Permission (Yin Shi Chang Xu Zhun Yu Zi 2016 No. 87)
13、. The Issuer confirms that, as of the date set forth on the cover of this Offering Circular, there is no false information, misleading statements or material omissions contained in this Offering Circular. Summary of Credit Rating Reports, Legal Opinions, Accounting Opinions, Tax Opinions and other p
14、rofessional opinions in this Offering Circular have been verified by the relevant professional parties. The Issuer declares that the information provided is true and accurate. The Notes only represent the relevant portions of the Trust Interest in the Trust Assets of the special purpose trust, and d
15、o not constitute any liabilities of the Originator, the Trustee or any other parties to the Noteholders. The recourse of the Noteholders against the Trustee should be limited to the Trust Assets. Other than the duties as Settlor under the Trust Agreement and “Servicer” under the Servicing Agreement,
16、 the Originator assumes no obligation or responsibility for any potential losses with respect to this Transaction. The Trustee should pay principal and interests of the Notes to the Noteholders, the total amounts of which should be limited to the amount of the Trust Assets. The Senior Notes are Notes representing the Senior Trust Interest, which is the interest to take priority over the Subordinated Trust Interest in receiving Trust distribution. For each payment, the p
