UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number.: 1-7614
PMCC FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
Delaware 11-3404072
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3 Expressway Plaza, Roslyn Heights, New York 11577
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (516) 625-3000
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01 per share
(Title of Class)
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 [ ]
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 registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K/A or any amendment to
this Form 10-K/A. [ ]
The number of shares of common stock outstanding at March 22, 1999 was
3,724,800. As of such date, the aggregate market value of the voting stock held
by non-affiliates, based upon the closing price of these shares on the American
Stock Exchange, was approximately $9,492,200.
<PAGE>
Forward Looking Information
The statements included in this Annual Report on Form 10-K/A regarding
future financial performance and results and the other statements that are not
historical facts are forward-looking statements. The words "expect," "project,"
"estimate," "predict," "anticipate," "believes" and similar expressions are also
intended to identify forward-looking statements. Such statements are subject to
numerous risks, uncertainties and assumptions, including but not limited to, the
uncertainties relating to industry and market conditions, natural disasters and
other catastrophes, and other risks and uncertainties described in this Annual
Report on Form 10-K/A and in PMCC Financial Corp.'s other filings with the
Securities and Exchange Commission. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove incorrect,
actual outcomes may vary materially from those indicated.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The directors and executive officers of the Company are as follows:
<TABLE>
<CAPTION>
Name Age Position
- ------------------------------- ------------- --------------------------------------------------------------
<S> <C> <C>
Ronald Friedman (1) 34 President, Chief Executive Officer and Director
Robert Friedman (1) 60 Chairman of the Board of Directors, Chief Operating Officer,
Secretary, and Treasurer
Timothy J. Mayette 38 Chief Financial Officer
Keith S. Haffner 51 Executive Vice President
Joel L. Gold 57 Director
Stanley Kreitman 67 Director
- ----------------------
(1) Ronald Friedman is the son of Robert Friedman
</TABLE>
Ronald Friedman has been the President and Chief Executive Officer and a
Director of the Company since its inception. From 1989 through 1991, Ronald
Friedman was a senior mortgage consultant at ICI Mortgage Corporation. From 1987
through 1989, Ronald Friedman was a senior accountant at Touche Ross & Co., an
accounting firm. Ronald Friedman received a B.A. in Accounting from The George
Washington University. Ronald Friedman has been a certified public accountant
since 1989.
Robert Friedman has been the Chairman of the Board of Directors, Chief
Operating Officer, Secretary and Treasurer of the Company since its inception.
Robert Friedman was also the Company's Chief Financial Officer until October
1997. Prior to forming the Company, Robert Friedman was senior partner
specializing in real estate and mortgages at Bernstein & Friedman, P.C., an
accounting firm. Robert Friedman received his BBA in accounting from the City
College of New York in 1963. Robert Friedman has been a certified public
accountant since 1964.
Timothy J. Mayette joined the Company in October 1997 as the Company's
Chief Financial Officer. Prior to joining the Company, Mr. Mayette was Chief
Financial Officer at Mortgage Plus Equity and Loan Holdings Corp. from September
1996 through October 1997 and Vice President and Controller of BankAmerica
Mortgage Corporation (formerly Arbor National Holdings, Inc.) from August 1991
through September 1996. Mr. Mayette received an MBA degree from Hofstra
University in 1989 and is a certified public accountant. Mr. Mayette is
currently a member of the Board of Directors of Leak-X Environmental Corp.
Keith S. Haffner has been an Executive Vice President of the Company since
1996. From 1994 through 1995, Mr. Haffner was Executive Vice President of
Exchange Mortgage Corp. From 1986 through 1994, Mr. Haffner was Senior Vice
President of Mortgage Production Administration at Midcoast Mortgage Corp. Prior
to 1986, Mr. Haffner was employed at various positions with the Mortgage Bankers
Association and with the Department of Housing and Urban Development. Mr.
Haffner received his B.A. in Political Science in 1969 and a Masters in Public
Administration in Urban Studies and Real Estate Finance in 1972 from American
University.
Joel L. Gold has been a Director of the Company since February 23, 1998. In
September 1997, Mr. Gold became Vice Chairman of Coleman and Company Securities,
Inc. From April 1996 through September 1997, Mr. Gold was Executive Vice
President and head of investment banking at L.T. Lawrence Co., an investment
banking firm. From April 1995 to April 1996, Mr. Gold was a managing director
and head of investment banking at Fechtor & Detwiler. From 1993 to 1995, Mr.
Gold was a managing director at Furman Selz Incorporated, an investment banking
<PAGE>
firm. Prior to joining Furman Selz, from 1991 to 1993, Mr. Gold was a managing
director at Bear Stearns & Co., an investment banking firm. Previously, Mr. Gold
was a managing director at Drexel Burnham Lambert for nineteen years. He is
currently a member of the Board of Directors of Concord Camera, Sterling Vision,
Inc., Life Medical Sciences and BCAM International, Inc. Mr. Gold has a law
degree from New York University and an MBA from Columbia Business School.
Stanley Kreitman has been a Director of the Company since February 23,
1998. Since March 1994, Mr. Kreitman has been Vice Chairman at Manhattan
Associates, a merchant banking firm. From September 1975 through February 1994,
Mr. Kreitman was President of United States Bancnote Corporation. Mr. Kreitman
is Chairman of the Board of Trustees of New York Institute of Technology. He is
currently a member of the Board of Directors of Porta Systems Corp., Medallion
Funding Corp., and CCA Industries, Inc.
Board of Directors
The Board of Directors currently consists of four (4) members, who are as
follows: Robert Friedman, Ronald Friedman, Joel L. Gold and Stanley Kreitman.
The Company's Board of Directors is divided into three (3) classes with
each class consisting of, as nearly as may be possible, one-third of the total
number of directors constituting the entire Board. The Company's Board of
Directors presently consists of four (4) members with one (1) member in Class
II, one (1) member in Class III, and two (2) members in Class I. Class I
consists of Joel L. Gold and Stanley Kreitman, whose terms will expire at the
1998 annual meeting of stockholders, Class III consists of Ronald Friedman,
whose term will expire at the 2000 annual meeting of stockholders, and Class II
consists of Robert Friedman, whose term will expire at the 1999 annual meeting
of stockholders. After the initial term, each Class is elected for a term of
three (3) years. At each annual meeting, directors are elected to succeed those
in the Class whose term expires at that annual meeting, such newly elected
directors to hold office until the third succeeding annual meeting and the
election and qualification of their respective successors.
Executive officers of the Company are elected annually by the Board of
Directors and serve until their successors are duly elected and qualified.
Board Committees
The Board of Directors will establish an Audit Committee. The Audit
Committee will make annual recommendations to the Board of Directors concerning
the appointment of the independent public accountants of the Company and will
review the results and scope of the audit and other services provided by the
Company's independent auditors. The Audit Committee will be comprised of Joel L.
Gold and Stanley Kreitman.
Compensation Committee
The Board of Directors has established a Compensation Committee. The
Compensation Committee will make annual recommendations to the Board of
Directors concerning the compensation of executive officers and key employees.
The Compensation Committee consists of Ronald Friedman, Robert Friedman, Joel L.
Gold and Stanley Kreitman.
<PAGE>
Director Compensation
Directors who are employees of the Company receive no compensation, as
such, for services as members of the Board. It is expected that directors who
are not employees of the Company will receive options to purchase 5,000 shares
of Common Stock for each year served on the Board and reimbursement of expenses
incurred in connection with attending such meetings.
ITEM 11. EXECUTIVE COMPENSATION.
The following table shows all the cash compensation paid or to be paid by
the Company, as well as certain other compensation paid or accrued, during the
fiscal years indicated, to the Chief Executive Officer ("CEO") and the most
highly compensated executive officers whose aggregate cash compensation exceeded
$100,000 during the last three fiscal years.
<TABLE>
<CAPTION>
Summary Compensation Table
Name of Individual Annual Compensation
and Principal Position Year Salary Bonus Long Term Compensation
- ------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Ronald Friedman 1998 $ 252,834 -
Chief Executive Officer, 1997 $ 223,855 - -
President, Director 1996 $ 208,000 $46,538 -
Robert Friedman 1998 $ 259,615 - -
Chairman of the Board, Chief 1997 $ 165,475 - -
Operating Officer,
Secretary and Treasurer 1996 $ 107,093 - -
Keith Haffner 1998 $ 115,850 $59,500
Executive Vice President 1997 $ 126,811 $51,000 -
1996 - - -
- ------------------------------
</TABLE>
Distributions of Interest
During each of the years ended December 31, 1996, 1997, and 1998, PMCC made
S corporation distributions to stockholders in the aggregate amounts of
$267,000, $769,000, and $2.5 million, respectively
Employment Agreements
The Company has entered into employment agreements with Ronald Friedman and
Robert Friedman. Each of the employment agreements expire on December 31, 1999,
unless sooner terminated for death, physical or mental incapacity or cause
(which is defined as the uncured refusal to perform, or habitual neglect of, the
performance of his duties, willful misconduct, dishonesty or breach of trust
which causes the Company to suffer any loss, fine, civil penalty, judgment,
claim, damage or expense, a material breach of the employment agreement, or a
felony conviction), or terminated by either party with thirty (30) days' written
notice, and are automatically renewed for consecutive terms, unless cancelled at
least one year prior to expiration of the existing term. Each Employment
Agreement provides that all of such executive's business time be devoted to the
Company. In addition, each of the Employment Agreements also contain: (i)
non-competition provisions that preclude each employee from competing with the
Company for a period of two years from the date of the termination of his
employment with the Company; (ii) non-disclosure and confidentiality provisions
that all confidential information developed or made known during the term of
employment shall be exclusive property of the Company; and (iii)
non-interference provisions whereby, for a period of two years after his
termination of employment with the Company, the executive shall not interfere
with the Company's relationship with its customers or employees.
<PAGE>
The employment agreements include compensation plans for fiscal year 1998
whereby Ronald Friedman and Robert Friedman will each receive a salary of
$250,000, and cash bonuses, if any, as determined by the Board of Directors at
its discretion.
Key Man Life Insurance
The Company owns, maintains and is the sole beneficiary of key man term
life insurance policies on the lives of Ronald Friedman and Robert Friedman in
the amounts of $3,000,000 and $750,000, respectively, on which the Company is
named as beneficiary.
Limitation of Liability and Indemnification of Directors and Officers
The Certificate of Incorporation of the Company (the "Certificate")
provides that a director shall not be personally liable to the Company or its
stockholders for monetary damages for breach of fiduciary duty as a director,
except: (i) for any breach of the director's duty of loyalty to the Company or
its stockholders; (ii) for acts or omissions not in good faith or which involve
intentional misconduct or knowing violations of law; (iii) for liability under
Section 174 of the Delaware General Corporation Law (relating to certain
unlawful dividends, stock repurchases or stock redemptions); or (iv) for any
transaction from which the director derived any improper personal benefit. The
effect of this provision in the Certificate is to eliminate the rights of the
Company and its stockholders (through stockholders' derivative suits on behalf
of the Company) to recover monetary damages against a director for breach of the
fiduciary duty of care as a director (including breaches resulting from
negligent or grossly negligent behavior), except in certain limited situations.
This provision does not limit or eliminate the rights of the Company or any
stockholder to seek non-monetary relief such as an injunction or rescission in
the event of a breach of a director's duty of care. These provisions will not
alter the liability of directors under federal securities laws.
The Company's By-Laws provide that the Company shall indemnify each
director and such of the Company's officers, employees and agents as the Board
of Directors shall determine from time to time to the fullest extent provided by
the laws of the State of Delaware.
PMCC Stock Option Plan
On April 1, 1997, the stockholders of PMCC approved the PMCC Plan
(formerly, the "Premier Plan"). In connection with the PMCC Plan, 375,000 shares
(as adjusted) of Common Stock are reserved for issuance pursuant to options that
have been granted under such plan through March 30, 2007. To date, no options
have been exercised. The options vest over a three year period following the
date of the grant. As of March 24, 1999, 183,750 shares remained outstanding
under this plan.
The purpose of the PMCC Plan is to encourage stock ownership by employees
of the Company, its divisions and subsidiary corporations and to give them a
greater personal interest in the success of the Company. The PMCC Plan is
administered by the Board of Directors. The Board of Directors has the
authority, in its discretion, subject to and not inconsistent with the express
provisions of the PMCC Plan, to administer the PMCC Plan and to exercise all the
powers and authorities either specifically granted to it under the PMCC Plan or
necessary or advisable in the administration of the PMCC Plan, including,
without limitation, the authority to grant options; to determine which options
shall constitute incentive stock options ("ISO") and which options shall
constitute non-qualified stock options; to determine which options (if any)
shall be accompanied by rights or limited rights; to determine the purchase
price of the shares of Common Stock covered by each Option (the "Option Price");
to determine the persons to who, and the time or times at which, options shall
be granted; to determine the number of shares to be covered by each option; to
interpret the PMCC Plan; to prescribe, amend and rescind rules and regulations
relating to the PMCC Plan; and to make all other determinations deemed necessary
or advisable for the administration of the PMCC Plan. The Board of Directors may
delegate to one or more of its members or to one or more agents such
administrative duties as it may deem advisable, and the Board of Directors or
any person to whom it has delegated duties as aforesaid may employ one or more
persons to render advice with respect to any responsibility the Board of
Directors or such person may have under the PMCC Plan.
<PAGE>
Options granted under the PMCC Plan may not be granted at a price less than
the fair market value of the Common Stock on the date of grant (or 110% of fair
market value in the case of persons holding 10% or more of the voting stock of
the Company). The aggregate fair market value of shares for which ISOs granted
to any employee are exercisable for the first time by such employee during any
calendar year (under all stock option plans of the Company and any related
corporation) may not exceed $100,000. Options granted under the PMCC Plan will
expire not more than ten years from the date of grant (five years in the case of
ISOs granted to persons holding 10% or more of the voting stock of the Company).
Options granted under the PMCC Plan are not transferable during an optionee's
lifetime but are transferable at death by will or by the laws of descent and
distribution.
The PMCC Plan has been converted to a plan that has been adopted by the
Company's shareholders. There are currently options to purchase 183,750 shares
of the Company's Common Stock outstanding at an exercise price of $6.00.
1997 Stock Option Plan
In October, 1997, the Board of Directors of the Company adopted, and the
stockholders approved, the 1997 Plan. The 1997 Plan has 375,000 shares of Common
Stock reserved for issuance upon the exercise of options designated as either
(i) an ISO or (ii) non-qualified options. ISOs may be granted under the 1997
Plan to employees and officers of the Company. Non-qualified options may be
granted to consultants, directors (whether or not they are employees), employees
or officers of the Company.
The purpose of the 1997 Plan is to encourage stock ownership by certain
directors, officers and employees of the Company and certain other persons
instrumental to the success of the Company and to give them a greater personal
interest in the success of the Company. The 1997 Plan is administered by the
Board of Directors. The Board of Directors, within the limitations of the 1997
Plan, determines, with the approval of the Chief Executive Officer of the
Company, the persons to whom options will be granted, the number of shares to be
covered by each option, whether the options granted are intended to be ISOs, the
option purchase price per share, the manner and time of exercise, the manner and
form of payment upon exercise of an option, and restrictions such as repurchase
rights or obligations of the Company. Options granted under the 1997 Plan may
not be granted at a price less than the fair market value of the Common Stock on
the date of grant (or 110% of fair market value in the case of persons holding
10% or more of the voting stock of the Company). The aggregate fair market value
of shares for which ISOs granted to any employee are exercisable for the first
time by such employee during any calendar year (under all stock option plans of
the Company and any related corporation) may not exceed $100,000. Options
granted under the 1997 Plan will expire not more than ten years from the date of
grant (five years in the case of ISOs granted to persons holding 10% or more of
the voting stock of the Company). Options granted under the 1997 Plan are
generally not transferable during an optionee's lifetime but are transferable at
death by will or by the laws of descent and distribution.
On March 24, 1999, the Company granted options to purchase shares of Common
Stock under the 1997 Plan for 290,100 shares at an average exercise price of
$7.65 per share.
<PAGE>
Options
To date, options have not been granted to either Ronald Friedman or Robert
Friedman.
To date, options to purchase an aggregate of 262,500 shares at an exercise
price of $6.00 per share have been granted to employees under the PMCC Plan and
148,000 shares at an exercise price of $7.75 per share have been granted to 91
employees under the 1997 Plan. To date no options have been exercised.
The following table sets forth certain information with respect to
individual grants of stock options made to date to the named executive officers
and directors:
<TABLE>
<CAPTION>
Option Grants Potential Realizable Value at
Assumed Annual Rates of Stock
Date Options Exercise Expiration Date Price Appreciation for Option
Name Granted Granted (1) Price Terms (2)
---- ------- ----------- ----- ---------
<S> <C> <C> <C> <C> <C> <C>
5% 10%
Ronald Friedman - - - - - -
Robert Friedman - - - - - -
Timothy J. 1998 16,000 $ 7.69 3/08 $ 77,379 $196,094
Mayette
Keith Haffner 4/1/97 31,250 $ 6.00 3/07 $117,918 $298,827
- ------------
</TABLE>
(1) Each option is exercisable for one (1) share of Common Stock.
(2) The potential realizable value set forth under the columns represent the
difference between the stated option exercise price and the market value of the
Common Stock based on certain assumed rates of stock price appreciation from the
initial public offering price of $9.00 per share and assuming that the options
were exercised on their stated expiration date; the potential realizable values
set forth do not take into account applicable tax and expense payments which may
be associated with such option exercises. Actual realizable value, if any, will
be dependent on the future price of the Common Stock on the actual date of
exercise, which may be earlier than the stated expiration date. The 5% and 10%
assumed annualized rates of stock price appreciation over the exercise period of
the options used in the table above are mandated by the rules of the Securities
and Exchange Commission and do not represent the Company's estimate or
projection of the future price of the Common Stock on any date. There is no
representation either express or implied that the stock price appreciation rates
for the Common Stock assumed for purposes of this table will actually be
achieved.
<PAGE>
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The following table sets forth the beneficial ownership of the Common Stock
of (i) each person known by the Company to own beneficially five (5%) percent or
more of the outstanding Common Stock; (ii) each director of the Company; (iii)
each executive officer of the Company; and (iv) all directors and executive
officers of the Company as a group.
<TABLE>
<CAPTION>
Amount and Nature of
Name and Address of Beneficial Owner Beneficial Ownership (1) Percentage
- ---------------------------------------------- ------------------------------------------------ ----------------------
<S> <C> <C> <C>
Ronald Friedman (3)
c/o PMCC Financial Corp 1,875,000 50%
66 Powerhouse Road
Roslyn Heights, NY 11577
Robert Friedman (2) 585,000 16.67%
c/o PMCC Financial Corp
66 Powerhouse Road
Roslyn Heights, NY 11577
Timothy J. Mayette ---- *
c/o PMCC Financial Corp
66 Powerhouse Road
Roslyn Heights, NY 11577
Keith S. Haffner ----
c/o PMCC Financial Corp
66 Powerhouse Road
Roslyn Heights, NY 11577
Joel L. Gold ---- *
c/o Coleman and Company Securities, Inc.
717 Fifth Avenue,
New York, NY 10022
Stanley Kreitman ---- *
c/o PMCC Financial Corp.
66 Powerhouse Road
Roslyn Heights, NY 11577
All Directors and Officers as group 2,500,000 66.7%
(6 Persons)
- ------------
* Less than 1% of outstanding shares of Common Stock.
</TABLE>
(1) Beneficial ownership is determined in accordance with Rule 13d-3 of the
Securities Exchange Act of 1934 and generally includes voting and investment
power with respect to securities, subject to community property laws, where
applicable. A person is deemed to be the beneficial owner of securities that can
be acquired by such person within sixty (60) days from the date of this
Prospectus upon exercise of options or warrants. Each beneficial owner's
percentage ownership is determined by assuming that options or warrants that are
held by such person, (but not those held by any other person), and that are
exercisable within sixty (60) days from the date of this Prospectus have been
exercised. Unless otherwise noted, the Company believes that all persons named
in the table have sole voting and investment power with respect to all shares of
Common Stock beneficially owned by them.
(2) Excludes an aggregate of 40,000 shares owned by Robert Friedman's daughters,
Donna Joyce and Suzanne Gordon, as to which he disclaims beneficial ownership;
and includes 287,500 shares held in the name of The Robert Friedman 1998 Grantor
Retained Annuity Trust, of which Robert Friedman is the Trustee.
(3) Includes 600,000 shares held in the name of The Ronald Friedman 1997
Grantor Retained Annuity Trust, of which Ronald Friedman is the Trustee.
<PAGE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Loans from Affiliates
During 1998, the Company borrowed from three affiliated corporations owned
by Ronald Friedman and Robert Friedman. The maximum borrowings from these
affiliates were approximately $3.3 million. As of December 31, 1998
approximately $1.2 million remained outstanding, all of which is secured by
mortgages against the residential properties in rehabilitation pursuant to a
mortgage agreement. As the residential property is sold, the proceeds are used
to repay the mortgage on the particular property. Interest payable pursuant to
this agreement is 10% per year. This borrowing was repaid in full in March 1999.
In November 1996, Ronald Friedman loaned the Company $275,000, evidenced by
a promissory note. In addition, the Company purchased the minority interest in
RF Properties Corp. from Ronald Friedman for $18,163, evidenced by a promissory
note. These loans were repaid in January 1998.
ITEM 14. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are hereby incorporated by reference
from the corresponding exhibits filed under the Company's Form
S-1 under Commission File #333 - 38783 and subsequent filings:
Exhibit
Number Description
1.1 -- Form of Underwriting Agreement
3.1 -- Form of Certificate of Incorporation
3.2 -- Form of By-Laws
4.1 -- Form of Common Stock Certificate
4.2 -- Form of Representatives' Warrant
10.1 -- 1997 Stock Option Plan
10.2 -- Premier Stock Option Plan
10.3 -- Form of Employment Agreement between the Company and Ronald
Friedman
10.4 -- Form of Employment Agreement between the Company and Robert
Friedman
10.5 -- Form of Contribution Agreement
10.6 -- Form of Tax Indemnification Agreement
10.8 -- Warehousing Credit and Security Agreement and Notes, dated
June 17, 1997, by and among Premier Mortgage Corp. and RF
Properties, PNC Mortgage Bank, N.A. and LaSalle National Bank
10.9 -- Second Amendment to Warehouse Credit and Security Agreement
and Notes, dated September 30, 1997
10.10 -- Mortgage Loan Purchase Agreement between Premier Mortgage
Corp. and PNC Mortgage Securities Corp.
10.11 -- Mortgage and Loan Agreement by and among RF Capital Corp.,
Min Capital Corp., and Hanover Hill Holsteins, Inc. and
Premier Mortgage Corp.
10.12 -- Form of Contractors Agreement
10.13 -- Form of Stockholders' Agreement
10.14 -- Fourth Amendment to Warehousing Credit and Security Agreement,
dated December 29, 1997.
10.15 -- Fifth Amendment to Warehousing Credit and Security Agreement,
dated December 29, 1997.
10.16 -- Third Amendment to Warehousing Credit and Security Agreement,
dated December 29, 1997.
10.17 -- Sixth Amendment to Warehousing Credit and Security Agreement,
dated December 29, 1997.
10.18 -- Financial Advisory Agreement
<PAGE>
10.19 -- Seventh Amendment to Warehousing Credit and Security
Agreement, dated February 2, 1998.
10.20 -- Eighth Amendment to Warehousing Credit and Security Agreement,
dated February 20, 1998.
16.1 -- Letter re: Change in Certifying Accountants
21.1 -- Subsidiaries of Registrant
27.1 -- Financial Statement Schedule
<PAGE>
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this amended report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Dated: April 30, 1999
PMCC FINANCIAL CORP.
By /s/ Ronald Friedman
-------------------
Ronald Friedman, President
In accordance with the Exchange Act, this amended report has been signed
below by the following persons on behalf of the Registrant and in the capacities
and on the dated indicated.
<TABLE>
<CAPTION>
Signature Title Date
- ---------------------------------------- ------------------------------------------------------- ---------------------
<S> <C> <C>
/s/ Ronald Friedman President, Chief Executive Officer and Director April 30, 1999
- ----------------------------------------
Ronald Friedman
/s/ Robert Friedman Chairman of the Board of Directors, Chief April 30, 1999
- ----------------------------------------
Robert Friedman Operating Officer, Secretary and Treasurer
/s/ Timothy J. Mayette Chief Financial Officer (Principal April 30, 1999
- ---------------------------------------- Accounting Officer)
Timothy J. Mayette
/s/ Joel L. Gold Director April 30, 1999
- ----------------------------------------
Joel L. Gold
</TABLE>
