UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A Amendment #1
Quarterly Report Pursuant to Section 13 or 15(d) of
Securities Exchange Act of 1934
For the period ended: March 31, 1998 Commission file number: 001-11981
MUNICIPAL MORTGAGE AND EQUITY, L.L.C.
(Exact name of registrant as specified in its charter)
Delaware 52-1449733
(State of organization) (I.R.S. Employer Identification No.)
218 North Charles Street, Suite 500, Baltimore, Maryland 21201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(410)962-8044
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
The Company had 14,355,075 Growth Shares outstanding as of May 13,
1998, the latest practicable date.
<PAGE>
MUNICIPAL MORTGAGE AND EQUITY, L.L.C.
INDEX TO FORM 10-Q/A Amendment #1
DESCRIPTION OF AMENDMENT:
AMENDMENT #1:
A) Item 6 (a) has been amended to reflect additional exhibits furnished as
part of the Company's quarterly report on Form 10-Q for the quarter
ended March 31, 1998.
Part I- FINANCIAL INFORMATION
Item
1. Financial Statements (previously filed on May 14, 1998)
2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (previously filed on May 14, 1998)
Part II- OTHER INFORMATION
Item
5. Other Information
6. Exhibits and Reports on Form 8-K
<PAGE>
PART II - OTHER INFORMATION
Item 5 - Other Information
On January 26, 1998, the Registrant filed a Form S-3 Registration
Statement under the Securities Act of 1933 registering the offering of
3,000,000 Growth Shares at a price of $20.625 per share and granted the
underwriters an option to purchase up to an aggregate of 450,000 Growth
Shares to cover over-allotments at the same price. The net proceeds from this
offering are intended to fund bond acquisitions totaling $116 million. Net
proceeds on the 3,000,000 shares approximated $57.9 million. On February
13, 1998, the underwriters exercised their option to purchase 246,000 Growth
Shares generating net proceeds of approximately $4.8 million.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits:
3.1 Amended and Restated Certificate of Formation and
Operating Agreement of the Company (filed as Item
14 (c) Exhibit 3.1 to the Company's current report on
Form 10-K/A - Amendment #1, filed with the
Commission on May 29, 1998 and incorporated by
reference herein).
3.2 By-laws of the Company (filed as Item 14 (c) Exhibit
3.2 to the Company's current report on Form 10-K/A
- Amendment #1, filed with the Commission on May
29, 1998 and incorporated by reference herein).
10.1 Employment Agreement between the Registrant and
Mark K. Joseph, dated August 1, 1996 (filed as Item
7 (c) Exhibit 10.1 to the Company's Form 8-K, File
No. 001-11981, and incorporated by reference herein).
10.2 Employment Agreement between the Registrant and
Michael L. Falcone, dated August 1, 1996 (filed as
Item 7 (c) Exhibit 10.2 to the Company's Form 8-K,
File No. 001-11981, and incorporated by reference
herein).
10.3 Employment Agreement between the Registrant and
Thomas R. Hobbs, dated August 1, 1996 (filed as Item
7 (c) Exhibit 10.3 to the Company's Form 8-K, File
No. 001-11981, and incorporated by reference herein).
10.4 Master Repurchase Agreement among the Registrant,
Trio Portfolio Investors, L.L.C., Rio Portfolio
Partners, L.P., Blackrock Capital Finance, L.P.,
Brazos Fund, L.P. and M.F. Swapco, Inc. dated June
30, 1997 (filed as Item 7 (c) Exhibit 10.4 to the
Company's Form 8-K, File No. 001-11981, and
incorporated by reference herein).
11 Computation of Earnings Per Share
27 Financial Data Schedule
(b) Reports on Form 8-K:
On January 23, 1998, the Company filed a Form 8-K to report
the Company entered into employee agreements with three senior officers and
to report the Company entered into a Master Repurchase Agreement with
the various owners of BlackCap, LLC.
<PAGE> SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MUNICIPAL MORTGAGE AND EQUITY, L.L.C.
(Registrant)
By: /s/ Mark K. Joseph
__________________
Mark K. Joseph
Chief Executive Officer
DATED: May 29, 1998
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Document
11 Computation of Earnings Per Share
27 Financial Data Schedule (previously filed on May 14,
1998)
EXHIBIT NO. 11
COMPUTATION OF EARNINGS PER SHARE
The following table reconcile the numerators and denominators in the
basic and diluted EPS calculations for the three months ended March 31, 1998
and 1997:
<TABLE>
<CAPTION>
For the three months ended March 31, 1998
(in thousands, except share and per share data)
------------------------------------------
Income Shares Per Share
(Numerator) (Denominator) Amount
-------------- -------------- --------------
<S> <C> <C> <C>
Basic EPS
Income allocable to growth shares $5,530 13,3336,903 $ 0.41
===========
Effect of Dilutive Securities
Options and restricted shares - 218,553
Convertible preferred shares
(Series I Preferred Shares) 218 546,446
------------ -----------------
Dilutive EPS
Income allocable to growth shares
plus assumed conversions $5,748 14,101,902 $ 0.41
============= ================ ============
For the three months ended March 31, 1997
(in thousands, except share and per share data)
------------------------------------------
Income Shares Per Share
(Numerator) (Denominator) Amount
-------------- -------------- --------------
<S> <C> <C> <C>
Basic EPS
Income allocable to growth shares $3,949 11,093,415 $ 0.36
===========
Effect of Dilutive Securities
Options and restricted shares - 1,760
Convertible preferred shares
(Series I Preferred Shares) - -
--------------- --------------
Dilutive EPS
Income allocable to growth shares
plus assumed conversions $3,949 11,095,175 $ 0.36
=============== ============= =============
For the period ended March 31, 1997, the effect of the potential
dilution from the conversion of the preferred shares is not included in the
calculation of diluted EPS because the effect of the conversion would have
been anti-dilutive.
</TABLE>
