<PAGE>
CONFORMED COPY
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] Annual report pursuant to section 13 or 15(d) of the
Securities Exchange Act of 1934 Fee Required
For the fiscal year ended December 31, 1995
-----------------
[_] Transition report pursuant to section 13 or 15(d) of the
Securities Exchange Act of 1934 No Fee Required
For the transition period from
to
----------------- ----------------- COMMISSION FILE NO. 0-11623
RYAN MORTGAGE ACCEPTANCE CORPORATION IV
(Exact name of registrant as specified in its charter)
INCORPORATED IN DELAWARE 25-1460059
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
111 RYAN COURT, PITTSBURGH, PENNSYLVANIA 15205
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (412) 276-4225
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 $1.00 per share
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 the registrant's 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. [X]
AGGREGATE MARKET VALUE OF VOTING STOCK HELD BY NON-AFFILIATES OF THE REGISTRANT
AT MARCH 29, 1996:
None
NUMBER OF SHARES OF COMMON STOCK OUTSTANDING AT MARCH 29, 1996:
1,000 shares
The Registrant meets the conditions set forth in General Instruction
J(1)(a) and (b) of Form 10-K and is filing this Form with the reduced disclosure
permitted thereby.
<PAGE>
PART I
ITEM 1. BUSINESS.
Ryan Mortgage Acceptance Corporation IV (the "Company") was incorporated in
the State of Delaware on February 21, 1984, and is a wholly owned, limited
purpose financing subsidiary of NVR Financial Services, Inc. (the "Mortgage
Company") (formerly Ryan Financial Services, Inc.) which, in turn, is a wholly
owned mortgage banking subsidiary of NVR, Inc. ("NVR"). NVR is the successor
company to NVR L.P.
The Company was organized to facilitate the financing of long-term
residential mortgage loans and does not intend to engage in any business or
investment activities other than issuing and selling Mortgage-Collateralized
Bonds (the "Bonds") and bonds backed by mortgage loans or other types of
mortgage-related securities and acquiring, owning, pledging and dealing with
GNMA Certificates, FNMA Certificates, FHLMC Certificates, mortgage loans and
other mortgage-related securities securing its bonds.
The Bonds are issued in series pursuant to an Indenture dated as of May 1,
1984, as amended (the "Indenture"), between the Company and The Bank of New York
(the "Trustee"), as supplemented by a series supplement with respect to each
series of Bonds. Bonds of a series may be secured by GNMA Certificates issued by
an affiliate of the Company or another financial institution approved by GNMA as
an issuer of GNMA Certificates, FNMA Certificates backed by mortgage loans sold
to FNMA and serviced by an affiliate of the Company or another financial
institution and FHLMC Certificates backed by mortgage loans sold to FHLMC and
serviced by an affiliate of the Company or another financial institution. Such
GNMA Certificates, FNMA Certificates and FHLMC Certificates are sold to the
Company by the Mortgage Company and pledged by the Company to the Trustee as
security for the Bonds of such series. In addition, the Company may enter into
funding agreements with the limited purpose finance subsidiaries (the "Finance
Companies") of certain home builders and/or financial institutions whereby the
Company agrees to loan to a Finance Company a portion of the proceeds of a
series of Bonds. Such loans are secured by pledges of GNMA Certificates, FNMA
Certificates and/or FHLMC Certificates to the Company, which in turn pledges
such Certificates to the Trustee as security for the Bonds of such series. The
GNMA Certificates are guaranteed as to payment of principal and interest by the
Government National Mortgage Association ("GNMA"), an instrumentality of the
United States. The FNMA Certificates are guaranteed as to payment of principal
and interest by the Federal National Mortgage Association ("FNMA"), a federally
chartered, privately owned corporation. The FHLMC Certificates are guaranteed as
to payment of principal and interest by the Federal Home Loan Mortgage
Corporation ("FHLMC"), a corporate instrumentality of the United States. As of
December 31, 1995, the Company had issued 33 series of Bonds with an aggregate
original principal amount of $1,191,475,000.
The Company has no employees, but approximately six persons who are
full-time employees of NVR or affiliates of NVR perform services from time to
time on behalf of the Company.
ITEM 2. PROPERTIES.
The Company neither owns nor leases any buildings or real estate.
ITEM 3. LEGAL PROCEEDINGS.
The Company is not involved in any pending legal proceedings, nor is the
Company aware of any proceedings contemplated by governmental authorities.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Omitted pursuant to General Instruction J.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
There is no public market for the Company's common stock, all of the issued
and outstanding shares of which are held by the Mortgage Company. The Company
has never paid a cash dividend on its common stock.
1
<PAGE>
ITEM 6. SELECTED FINANCIAL DATA.
Omitted pursuant to General Instruction J.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
The Company commenced operations in May 1984 and was organized to
facilitate the financing of long-term residential mortgage loans. The Company
does not engage in any business or investment activities other than issuing and
selling GNMA/FNMA-Collateralized Bonds, Mortgage-Collateralized Bonds and bonds
backed by mortgage loans or other types of mortgage-related securities and
acquiring, owning, holding, pledging and dealing with GNMA Certificates, FNMA
Certificates, FHLMC Certificates, mortgage loans and other mortgage-related
securities.
The Company's long-term debt consists of its Mortgage-Collateralized Bonds,
Series 5, 6, 8 and 11, issued in four classes; Series 12, 15 and 16, issued in
three classes; and Series 9, 13, 14, 17, 18 and 20, issued in two classes
(collectively, the "Mortgage-Collateralized Bonds"). The Company also has issued
and outstanding its Mortgage-Collateralized Bonds, Series 3, 4, 7 and 10, issued
in four classes; and Series 19, issued in two classes (such Bonds, together with
the Mortgage-Collateralized Bonds are referred to herein as the "Bonds"). On
September 23, 1988, the Company sold the GNMA Certificates, FNMA Certificates
and other collateral owned by the Company and pledged to secure the Company's
GNMA/FNMA Collateralized Bonds, Series 1 and 2, and its Mortgage-Collateralized
Bonds, Series 3, 4, 7, 10, 19 and 21 through 31, to RYMAC Mortgage Investment I,
Inc. ("RMI"), a wholly owned subsidiary of RYMAC Mortgage Investment
Corporation. Such collateral was sold, subject to the lien of the Indenture and
subject to the rights of the Trustee and the Bondholders thereunder, to RMI in
exchange for cash and delivery of limited recourse promissory notes of RMI (the
"RMI Notes") having payment terms the same as those of the respective classes of
the related series of Bonds. RMI subsequently sold, subject to such lien and
rights, the collateral securing the Company's Mortgage-Collateralized Bonds,
Series 3 and 4. In accordance with FASB Technical Bulletin 85-2, the assets,
liabilities, interest income and interest expense relating to such Bonds are not
shown on the balance sheet or the statement of operations of the Company.
The Bonds are secured by GNMA Certificates which are guaranteed as to
payment of principal and interest by GNMA, which guaranty is backed by the full
faith and credit of the United States and/or FNMA Certificates which are
guaranteed as to full and timely payment of principal and interest by FNMA, a
federally chartered, privately owned corporation. For purposes of establishing
the principal amount of GNMA Certificates, FNMA Certificates and/or FHLMC
Certificates ("Certificates") which may be pledged to secure a series of Bonds,
each Certificate bearing interest at a rate equal to or exceeding the highest
interest rate on any class in a series (the "Discount Rate") is valued at its
unpaid principal amount. Each Certificate bearing interest at a rate less than
the Discount Rate is valued at an amount equal to either (i) the present value,
discounted at the Discount Rate, of all remaining scheduled installments of
principal and interest on such Certificate, together with reinvestment income
thereon, such that the cash flow from such Certificate and the reinvestment
income thereon, together with the proceeds of certain other collateral, will be
at all times sufficient to support the debt service requirements of the
principal amount of Bonds secured by such Certificate or (ii) the amount which,
when divided into the annual interest on the Certificate, results in an interest
yield at least equal to the Discount Rate. GNMA Certificates that are backed by
graduated payment mortgages and that are valued according to the method
described in clause (ii) of the preceding sentence are valued after taking into
account the funds established to provide additional cash flow to pay interest on
the Bonds. In addition, the Company has established certain reserve amounts in
connection with certain series of its Bonds which may be used by the Trustee
under the Indenture to pay interest on such series of Bonds to the extent cash
is not otherwise available. Although the Company does not have and does not
expect to have any significant assets other than Certificates owned by the
Company, the RMI Notes, notes to the Company from the Finance Companies, GNMA
Certificates pledged to the Company as security for such notes and the reserve
amounts, all of which are pledged as collateral for the Bonds, the Company
believes that such collateral will provide cash sufficient to meet the required
payments of principal and interest on such Bonds.
The net premium on the Certificates is amortized using the interest method
over the estimated lives of the Certificates. The deferred costs and bond
discounts relating to the issuance of the Company's long-term debt are amortized
over the estimated lives of the Mortgage-Collateralized Bonds using the interest
method. The amounts
2
<PAGE>
amortized during any accounting period do not necessarily correspond to actual
cash flow during the same period.
In 1992, the Company redeemed, at RMI's request, its
Mortgage-Collateralized Bonds, Series 26, 29 and 30, on January 2, 1992, its
Mortgage-Collateralized Bonds, Series 21, 22 and 25, on February 3, 1992 and its
Mortgage-Collateralized Bonds, Series 23, 24, 27, 28 and 31, on March 2, 1992.
In 1993, the Company redeemed, at RMI's request, its Mortgage-Collateralized
Bonds, Series 1, on February 10, 1993 and its Mortgage-Collateralized Bonds,
Series 2, on October 20, 1993. Prior to each redemption date, RMI deposited with
the Trustee the amount of money required to redeem the Bonds to be redeemed on
such redemption date. On the day following each such date of deposit, the
collateral securing the Bonds to be redeemed was released to RMI and the RMI
Notes relating to such Bonds were cancelled.
Interest income for the year ended December 31, 1995 decreased $2,123
compared to the year ended December 31, 1994. This decrease was due to principal
payments on mortgage-backed securities. Interest expense for the year ended
December 31, 1995 decreased $2,210 compared to the year ended December 31, 1994.
This decrease was due to redemption of bonds. The changes in accretion of net
discount (premium) on mortgage-backed securities, amortization of deferred bond
issue costs and bond discounts between the twelve months ended December 31, 1995
and December 31, 1994 are due to a change in the estimates of prepayment speed
on the mortgage-backed securities between periods. Mortgage-backed securities
were not sold during 1995. No other revenue or expense item changes are deemed
significant.
3
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
INDEPENDENT AUDITORS' REPORT
The Board of Directors
Ryan Mortgage Acceptance Corporation IV:
We have audited the accompanying balance sheet of Ryan Mortgage Acceptance
Corporation IV as of December 31, 1995 and 1994, and the related statements of
operations and retained earnings (deficit), and cash flows for each of the years
in the three-year period ended December 31, 1995. These financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Ryan Mortgage Acceptance
Corporation IV as of December 31, 1995 and 1994, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 1995, in conformity with generally accepted accounting
principles.
KPMG PEAT MARWICK LLP
Pittsburgh, Pennsylvania
January 30, 1996
4
<PAGE>
RYAN MORTGAGE ACCEPTANCE CORPORATION IV
BALANCE SHEET
DECEMBER 31, 1995 AND 1994
(DOLLAR AMOUNTS IN THOUSANDS, OTHER THAN SHARE DATA)
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
ASSETS
Cash...................................................................................... $ 2 $ 2
Funds held by Trustee (note 4)............................................................ 2,534 2,660
Receivables on mortgage-backed securities (note 3)........................................ 2,398 2,674
Receivable from affiliates (note 6)....................................................... 141 --
Investments in mortgage-backed securities, plus net premium
of $127 in 1995 and $15 in 1994 (note 4)................................................ 97,771 114,388
Deferred bond issue costs................................................................. 1,719 1,021
Other assets.............................................................................. 47 39
---------- ----------
$ 104,612 $ 120,784
========== ==========
LIABILITIES AND SHAREHOLDER'S EQUITY
Liabilities:
Long-term debt (note 4).............................................................. $ 98,505 $ 115,975
Accrued interest payable............................................................. 1,573 1,839
Payable to affiliates (note 6)....................................................... -- 2,066
Other liabilities.................................................................... 151 164
---------- ----------
100,229 120,044
---------- ----------
Shareholder's equity:
Common stock, $1.00 par value; 50,000 shares authorized;
1,000 shares issued and outstanding................................................ 1 1
Additional paid-in capital........................................................... 4,309 682
Retained earnings.................................................................... 73 57
---------- ----------
4,383 740
---------- ----------
$ 104,612 $ 120,784
========== ==========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
RYAN MORTGAGE ACCEPTANCE CORPORATION IV
STATEMENT OF OPERATIONS AND RETAINED EARNINGS (DEFICIT)
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
(DOLLAR AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
1995 1994 1993
---- ----- ----
<S> <C> <C> <C>
Revenues:
Interest income............................................................. $ 9,776 $ 11,899 $ 19,604
Adjustment/Accretion of net premium on mortgage-backed
securities, net (note 4).................................................. 112 (121) (248)
Bond administration fee..................................................... 26 25 144
Gain on sale of mortgage-backed securities.................................. -- -- 972
Income maintenance allowance from (to) parent (note 6)...................... (1,501) 2,018 2,123
--------- --------- ---------
8,413 13,821 22,595
--------- --------- ---------
Expenses:
Interest expense............................................................ 9,653 11,863 19,509
Adjustment/Amortization of deferred bond issue costs, net (note 4).......... (698) 882 999
Adjustment/Amortization of bond discounts, net (note 4)..................... (715) 927 879
Interest on advances from affiliates (note 6)............................... (15) (14) 110
Other financial and administrative.......................................... 161 193 220
--------- --------- ---------
8,386 13,851 21,717
--------- --------- ---------
Income (loss) before income taxes and
extraordinary item................................................... 27 (30) 878
Provision for (recovery of) income taxes......................................... 11 (55) 302
--------- --------- ---------
Income before extraordinary item....................................... 16 25 576
Extraordinary item:
Loss on retirement of bonds (net of $246 income taxes)...................... -- -- 478
Net income............................................................. 16 25 98
Retained earnings (deficit):
Beginning of year...................................................... 57 32 (66)
--------- --------- ---------
End of year............................................................ $ 73 $ 57 $ 32
========= ========= =========
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
RYAN MORTGAGE ACCEPTANCE CORPORATION IV
STATEMENT OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
(DOLLAR AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
1995 1994 1993
---- ---- ----
<S> <C> <C> <C>
Operating Activities:
Net income.............................................................. $ 16 $ 25 $ 98
Adjustments to reconcile net income to net
cash provided by operating activities:
Gain on sale of mortgage-backed securities......................... -- -- (972)
Loss on retirement of bonds........................................ -- -- 724
Amortization of net premium on mortgage-backed
securities....................................................... (112) 121 248
Amortization of deferred bond issue costs.......................... (698) 882 999
Amortization of bond discounts..................................... (715) 927 879
Change in interest receivable on mortgage-backed
securities....................................................... 126 368 812
Interest accrued and added to bond principal....................... 2,749 5,214 6,348
Change in other assets............................................. (8) 13 (9)
Change in accrued interest payable................................. (266) (917) (1,477)
Change in other liabilities........................................ (13) (47) (59)
--------- ----------- ---------
Net cash provided by Operating Activities.......................... 1,079 6,586 7,591
--------- ----------- ---------
Investing Activities:
Decrease (increase) in funds held by Trustee............................ 126 8,769 (383)
Principal payments on mortgage-backed securities........................ 16,879 48,977 95,696
Proceeds from sale of mortgage-backed securities........................ -- -- 11,387
--------- ----------- ---------
Net cash provided by Investing Activities.......................... 17,005 57,746 106,700
--------- ----------- ---------
Financing Activities:
Redemption of bonds..................................................... (19,504) (62,304) (111,325)
Net receipt (repayment) of advances to (from) affiliates................ 1,420 (2,028) (2,966)
--------- ----------- ---------
Net cash used by Financing Activities.............................. (18,084) (64,332) (114,291)
--------- ----------- ---------
Increase in cash.............................................. -- -- --
Cash at beginning of year..................................... 2 2 2
--------- ----------- ---------
Cash at end of year........................................... $ 2 $ 2 $ 2
========= =========== =========
Supplemental disclosure of cash flow information:
Interest paid........................................................... $ 7,080 $ 7,566 $ 14,638
========= =========== =========
Supplemental disclosure of non cash flow financing activities:
Capital Contribution (note 6)........................................... $ 3,627 $ -- $ --
========= =========== =========
</TABLE>
See accompanying notes to financial statements.
7
<PAGE>
RYAN MORTGAGE ACCEPTANCE CORPORATION IV
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994 AND FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND
1993
(DOLLAR AMOUNTS IN THOUSANDS)
(1) INCORPORATION AND PRINCIPAL BUSINESS ACTIVITY:
Ryan Mortgage Acceptance Corporation IV (the Company) is a wholly owned
limited purpose financing subsidiary of NVR Financial Services, Inc. (NVRFS)
(formerly Ryan Financial Services, Inc.). NVRFS is a wholly owned mortgage
banking subsidiary of NVR, Inc. (NVR), the successor to NVR L.P. NVR Mortgage
Finance, Inc. (NVR Finance) was formed in 1991 to succeed to the mortgage
banking business of NVRFS and NVR Mortgage L.P. and presently is conducting
NVR's mortgage origination and servicing business.
The Company was organized to facilitate the financing of long-term mortgage
loans and does not engage in any business or investment activities other than
issuing and selling GNMA/FNMA-Collateralized Bonds, Mortgage-Collateralized
Bonds and bonds backed by mortgage loans or other types of mortgage-related
securities and acquiring, owning, holding, pledging and dealing with GNMA
Certificates, FNMA Certificates, FHLMC Certificates, mortgage loans and other
mortgage-related securities securing its bonds.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
All mortgage-backed securities held by the Company are GNMA and FNMA
Certificates (Certificates) reflected on the accompanying balance sheet at their
amortized cost as such certificates serve as collateral for the Company's GNMA
and FNMA-Collateralized Bonds.
The Company is included in the consolidated federal income tax return of
NVR and, therefore, entered into a tax allocation agreement with NVR. According
to this agreement, the Company will make federal income tax payments to NVR in
an amount equal to its share of the net federal income tax obligation of the
entire NVR consolidated tax group based on the amount of the tax obligation of
the Company on a "separate return" basis. Also, in the event the Company incurs
a tax loss on a cumulative "separate return" basis for any year, the Company
will be compensated for such tax loss only through a reduction in the payments
it would be obligated to make as a result of taxable income in future years.
The amortization/accretion of deferred bond issue costs, net premium on
mortgage-backed securities and bond discounts is based on the interest method
considering actual prepayment experience on the mortgage-backed securities and
estimates of future prepayments in accordance with Statements of Financial
Accounting Standards No. 91 "Accounting for Nonrefundable Fees and Costs
Associated with Originating or Acquiring Loans and Initial Direct Costs of
Leases." Deferred bond issue costs, net premium on mortgage-backed securities
and bond discounts are adjusted for differences that arise between estimated and
actual prepayments to the amount that would have existed had the actual
effective yield, based on actual prepayment speeds, been applied since their
inception.
(3) RECEIVABLES ON MORTGAGE-BACKED SECURITIES:
Receivables on mortgage-backed securities represent amounts due for
scheduled and unscheduled principal and interest payments for the months of
December 1995 and 1994.
8
<PAGE>
NOTES TO FINANCIAL STATEMENTS, CONTINUED
(4) LONG-TERM DEBT:
Long-term debt at December 31, 1995 consists of the following series of
Mortgage-Collateralized Bonds:
<TABLE>
<CAPTION>
SERIES CLASS RATE% PRINCIPAL AMOUNT STATED MATURITY
------ ----- ----- ---------------- ---------------
<C> <S> <C> <C> <C>
3 3-F 11.20 $ 6,969 September 1, 2015
4 4-Z 9.45 6,275 April 1, 2016
5 5-Z 8.90 19,395 June 1, 2016
6 6-Z 9.00 16,266 August 1, 2016
7 7-Z 9.40 2,741 August 1, 2016
8 8-C 9.00 1,151 September 1, 2007
8-Z 9.00 14,256 September 1, 2016
----------------
15,407
----------------
9 9-B 9.375 866 September 1, 2016
10 10-Z 9.45 5,492 October 1, 2016
11 11-C 8.875 228 October 1, 2007
11-Z 9.00 15,832 October 1, 2016
----------------
16,060
----------------
12 12-C 9.25 1,935 November 1, 2016
13 13-B 9.00 7,224 November 1, 2016
14 14-B 9.125 1,348 December 1, 2016
15 15-B 9.00 3,729 March 1, 2014
15-Z 9.00 1,107 December 1, 2016
----------------
4,836
----------------
16 16-B 9.00 5,809 April 1, 2015
16-Z 8.875 1,094 January 1, 2017
----------------
6,903
----------------
17 17-B 8.50 1,322 February 1, 2017
18 18-B 8.375 613 March 1, 2017
19 19-B 8.25 1,880 May 1, 2017
20 20-B 8.00 8,162 May 1, 2017
----------------
123,694
Less: Bonds
pertaining to the
sale to RMI as
described
below (23,357)
Less: Discounts (1,832)
----------------
$ 98,505
----------------
----------------
</TABLE>
On September 23, 1988, the Company sold the GNMA Certificates, FNMA
Certificates and other collateral owned by the Company and pledged to secure the
Company's GNMA/FNMA Collateralized Bonds, Series 1 and 2, and its
Mortgage-Collateralized Bonds, Series 3, 4, 7, 10, 19 and 21 through 31, to
RYMAC Mortgage Investment I, Inc. (RMI), a wholly owned subsidiary of RYMAC
Mortgage Investment Corporation. Such collateral was sold to RMI subject to the
lien of the Indenture dated as of May 1, 1984, as amended and supplemented (the
Indenture), between the Company and The Bank of New York, as Trustee, pursuant
to which such Bonds were issued, and subject to the rights of the Trustee and
the Bondholders thereunder. RMI subsequently sold, subject to such lien and
rights, the collateral securing the Company's Mortgage-Collateralized Bonds,
Series 3 and 4. In accordance with FASB Technical Bulletin 85-2, the assets,
liabilities, interest income and interest expense relating to such Bonds are not
shown on the balance sheet or the statement of operations of the Company.
Pursuant to the Indenture, interest is payable monthly on the Series 3
Bonds and quarterly on the Series 4 through 20 Bonds. If a series of Bonds
includes a "Z" class, interest on the Bonds of such class will accrue (and be
added to the principal of the Bonds of such class) and will not be payable until
all Bonds of such series having
9
<PAGE>
NOTES TO FINANCIAL STATEMENTS, CONTINUED
an earlier stated maturity have been fully paid. Subject to the priorities among
classes set forth below, the Company is obligated periodically, to the extent
funds are available, to make pro rata principal payments on the Series 3 through
11 Bonds, the Series 14 through 20 Bonds and to redeem the Series 12 and 13
Bonds in principal amounts of $1,000 or multiples thereof. No payment of
principal may be made on any Bond of any class of any series until each class of
Bonds of such series having an earlier stated maturity has been fully paid.
The following table sets forth the classes or series of Bonds which are
subject to redemption, in whole or in part, at the option of the Company and the
first date on which the Company has the right to exercise its right to redeem
such Bonds. It is likely that at the Bonds' call dates the remaining principal
balance of the mortgage-backed securities will be fifteen percent or less of the
original outstanding balance of the mortgage-backed securities. The Company has
classified the mortgage-backed securities as held to maturity securities and
thus, the mortgage-backed securities are carried at amortized cost. In the case
of series of Bonds with respect to which the Company has sold to RMI the
underlying collateral subject to the lien of the Indenture, the Company has
agreed to exercise such right only upon the request of RMI.
<TABLE>
<CAPTION>
CLASS OR SERIES DATE
<S> <C>
Class 3-F Bonds The date on which the outstanding principal amount of such Class is less than 20% of its
original principal amount
Class 4-Z Bonds The date on which the outstanding principal amount of the Class 4-Z Bonds is less than 100%
of its original principal amount
Class 5-Z Bonds The later of June 1, 1996 or the date on which the Class 5-C Bonds are fully paid
Class 6-Z Bonds The later of August 1, 1996 or the date on which the Class 6-C Bonds are fully paid
Class 7-Z Bonds The later of August 1, 2001 or the date on which the Class 7-C Bonds are fully paid
Class 8-Z Bonds The later of September 1, 1998 or the date on which the Class 8-C Bonds are fully paid
Series 9 Bonds September 1, 1996
Class 10-Z Bonds The later of October 1, 2001 or the date on which the Class 10-C Bonds are fully paid
Class 11-Z Bonds The later of October 1, 2001 or the date on which the Class 11-C Bonds are fully paid
Series 12 Bonds November 1, 1996
Series 13 Bonds November 1, 1996
Series 14 Bonds December 1, 1996
Series 15 Bonds December 1, 1996
Series 16 Bonds January 1, 1997
Series 17 Bonds February 1, 1997
Series 18 Bonds March 1, 1997
Series 19 Bonds May 1, 1997
Series 20 Bonds May 1, 1997
</TABLE>
A redemption premium was payable under certain circumstances on Series 32
and 33 Bonds redeemed on or prior to September 1, 1995 and October 1, 1995,
respectively. Pursuant to the terms of the Indenture, the Company redeemed its
GNMA-Collateralized Bonds, Series 32 and 33, on April 1, 1993. Pursuant to the
terms of the Indenture, the Company redeemed, at RMI's request, its
Mortgage-Collateralized Bonds, Series 1, on February 10, 1993 and its
Mortgage-Collateralized Bonds, Series 2, on October 20, 1993.
The Series 1 and 2 Bonds were collateralized by GNMA Certificates and FNMA
Certificates, by funding agreements between the Company and limited purpose
finance subsidiaries of certain home builders and/or financial institutions and
the notes issued pursuant thereto. The Series 3, 5, 6, 8, 11, 13, 15, 16, 20, 32
and 33 Bonds are or were, as the case may be, collateralized by GNMA
Certificates, while the Series 4, 7, 9, 10, 12, 14, 17, 18 and 19 Bonds are
collateralized by FNMA Certificates. In addition, in the case of series of Bonds
with respect to which the Company has sold the underlying collateral subject to
the lien of the Indenture, the Bonds of each such series are also secured by
limited recourse promissory notes of RMI having payment terms the same as those
of the respective outstanding class of the related series of Bonds. The specific
collateral pledged for a particular series of Bonds is not available as
collateral for any other series.
10
<PAGE>
NOTES TO FINANCIAL STATEMENTS, CONTINUED
The collateral for each of the respective bonds (including those with
respect to which the Company has sold the underlying collateral subject to the
lien of the Indenture) is held by the Trustee for the benefit of the
bondholders. The fair value of mortgage-backed securities at December 31, 1995
and 1994 was $102,845 and $115,268, respectively. Gross unrealized holding gains
related to the mortgage-backed securities were $5,201 and $1,075 at December 31,
1995 and 1994, respectively, and gross unrealized holding losses were $0 and
$179 at the same respective dates. The portion of the proceeds account
established for each series of bonds which is not necessary to make required
payments on the bonds of such series will be paid to the Company or, in the case
of series of Bonds with respect to which the Company has sold the underlying
collateral, to RMI. Such payments will be made on the first Principal Payment
Date for each series.
(5) SALE OF MORTGAGE-BACKED SECURITIES:
On September 23, 1988, the Company sold the GNMA Certificates, FNMA
Certificates and other collateral owned by the Company and pledged to secure the
Company's GNMA /FNMA Collateralized Bonds, Series 1 and 2, and its
Mortgage-Collateralized Bonds, Series 3, 4, 7, 10, 19 and 21 through 31 to RMI.
Such collateral was sold, subject to the lien of the Indenture and subject to
the rights of the Trustee and the Bondholders thereunder, to RMI in exchange for
cash and delivery of limited recourse promissory notes of RMI having payment
terms the same as those of the respective classes of the related series of
Bonds. RMI subsequently sold, subject to such lien and rights, the collateral
securing the Company's Mortgage-Collateralized Bonds, Series 3 and 4. In
accordance with FASB Technical Bulletin No. 85-2, "Accounting for Collateralized
Mortgage Obligations", the assets, liabilities, interest income and interest
expense relating to such Bonds are not shown on the balance sheet or the
statement of operations of the Company.
Information related to the collateral owned by persons other than the
Company and pledged to secure such Bonds as of December 31, 1995 is as follows:
<TABLE>
<CAPTION>
PRINCIPAL OUTSTANDING
BALANCE OF RECEIVABLES ON PRINCIPAL
MORTGAGE-BACKED FUNDS HELD MORTGAGE-BACKED BALANCE
SERIES SECURITIES BY TRUSTEE SECURITIES CLASS OF BONDS
------ --------------- ---------- --------------- ----- ----------
<S> <C> <C> <C> <C> <C>
3 $ 6,836 $ -- $ 202 3-F $ 6,969
4 6,169 -- 158 4-Z 6,275
7 2,774 58 29 7-Z 2,741
10 5,280 -- 270 10-Z 5,492
19 1,759 101 71 19-B 1,880
---------- --------- --------- ---------
$ 22,818 $ 159 $ 730 $ 23,357
========== ========= ========= =========
</TABLE>
(6) RELATED PARTY TRANSACTIONS:
Certificates were purchased by the Company from NVRFS at a price to yield
the approximate weighted average yield of the bonds which they collateralize.
All amounts receivable/payable from/to affiliates bear interest at an
intercompany rate determined by NVRFS. All amounts payable to affiliates are
subordinate to the Company's obligations to the holders of its Bonds. During
1995, $3,627 of payable to affiliates was reclassified to additional paid-in
capital as a contribution of capital from NVRFS.
Currently, NVR Finance provides the Company with accounting and
administrative services, including services of officers. The Company paid $22 in
1995 for such services and $25 in 1994 and in 1993. NVR Finance acts as
servicing agent for the mortgage loans backing certain Certificates owned by the
Company and receives a customary servicing fee.
Pursuant to an arrangement established in connection with the acquisition
by NVR L.P. of RHI, the Company may receive payments from, or make payments to,
NVRFS in the form of an income maintenance allowance based upon profits or
losses generated over the lives of bond series issued prior to June 23, 1987.
-----------------------
11
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Omitted pursuant to General Instruction J.
ITEM 11. EXECUTIVE COMPENSATION.
Omitted pursuant to General Instruction J.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Omitted pursuant to General Instruction J.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Omitted pursuant to General Instruction J.
12
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K.
PAGE(S)
-------
(a) Financial Statements, Schedules and Exhibits.
(1) Financial Statements.
Balance Sheet as of December 31, 1995 and 1994.............. 5
Statement of Operations and Retained Earnings (Deficit) for the
years ended
December 31, 1995, 1994 and 1993.......................... 6
Statement of Cash Flows for the years ended
December 31, 1995, 1994 and 1993.......................... 7
Notes to Financial Statements............................... 8-11
Independent Auditors' Report................................ 4
(2) Schedules.
All schedules are omitted because they are not applicable or the
required information is shown in the financial statements or the
notes thereto.
(3) Exhibits.
<TABLE>
<CAPTION>
EXHIBIT NO.
<C> <S>
3.1 Restated Certificate of Incorporation of the Company/1/
3.2 By-Laws of the Company/2/
3.2.1 Amendment to By-Laws of the Company adopted June 24, 1987/3/
4.1 Indenture dated as of May 1, 1984 between the Company and Trustee/4/
4.1.1 First Supplemental Indenture to Indenture/5/
4.1.2 Second Supplemental Indenture to Indenture/6/
4.1.3 Third Supplemental Indenture to Indenture/7/
4.1.4 Fourth Supplemental Indenture to Indenture/8/
4.1.5 Fifth Supplemental Indenture to Indenture/9/
4.1.6 Sixth Supplemental Indenture to Indenture/10/
4.1.7 Seventh Supplemental Indenture to Indenture/11/
4.1.8 Eighth Supplemental Indenture to Indenture/12/
4.1.9 Ninth Supplemental Indenture to Indenture/13/
4.1.10 Tenth Supplemental Indenture to Indenture/14/
4.1.11 Eleventh Supplemental Indenture to Indenture/15/
4.2 Series 1 Supplement to Indenture/16/
4.2.1 First Supplemental Indenture to Series 1 Supplement/17/
4.2.2 Purchase Agreement with respect to collateral securing Series 1 Bonds/18/
4.3 Series 2 Supplement to Indenture/19/
4.3.1 First Supplemental Indenture to Series 2 Supplement/20/
4.3.2 Second Supplemental Indenture to Series 2 Supplement/21/
4.3.3 Purchase Agreement with respect to collateral securing Series 2 Bonds/22/
4.3.4 Third Supplemental Indenture to Series 2 Supplement/23/
4.4 Series 3 Supplement to Indenture/24/
4.4.1 First Supplemental Indenture to Series 3 Supplement/25/
4.4.2 Purchase Agreement with respect to collateral securing Series 3 Bonds/26/
4.5 Series 4 Supplement to Indenture/27/
4.5.1 First Supplemental Indenture to Series 4 Supplement/28/
4.5.2 Second Supplemental Indenture to Series 4 Supplement/29/
4.5.3 Third Supplemental Indenture to Series 4 Supplement/30/
4.5.4 Purchase Agreement with respect to collateral securing Series 4 Bonds/31/
4.6 Series 5 Supplement to Indenture/32/
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT NO.
<C> <S>
4.6.1 First Supplemental Indenture to Series 5, 6, 7, 8, 9, 10 and 11 Supplements/33/
4.7 Series 6 Supplement to Indenture/34/
4.8 Series 7 Supplement to Indenture/35/
4.8.1 Second Supplemental Indenture to Series 7 Supplement/36/
4.8.2 Purchase Agreement with respect to collateral securing Series 7 Bonds/37/
4.9 Series 8 Supplement to Indenture/38/
4.10 Series 9 Supplement to Indenture/39/
4.11 Series 10 Supplement to Indenture/40/
4.11.1 Second Supplemental Indenture to Series 10 Supplement/41/
4.11.2 Purchase Agreement with respect to collateral securing Series 10 Bonds/42/
4.12 Series 11 Supplement to Indenture/43/
4.12.1 Second Supplemental Indenture to Series 11 Supplement/44/
4.13 Series 12 Supplement to Indenture/45/
4.14 Series 13 Supplement to Indenture/46/
4.15 Series 14 Supplement to Indenture/47/
4.16 Series 15 Supplement to Indenture/48/
4.17 Series 16 Supplement to Indenture/49/
4.18 Series 17 Supplement to Indenture/50/
4.19 Series 18 Supplement to Indenture/51/
4.20 Series 19 Supplement to Indenture/52/
4.20.1 First Supplemental Indenture to Series 19 Supplement/53/
4.20.2 Purchase Agreement with respect to collateral securing Series 19 Bonds/54/
4.21 Series 20 Supplement to Indenture/55/
4.22 Series 21 Supplement to Indenture/56/
4.22.1 First Supplemental Indenture to Series 21, 22, 23, 24 and 25 Supplements/57/
4.22.2 Second Supplemental Indenture to Series 21 Supplement/58/
4.22.3 Purchase Agreement with respect to collateral securing Series 21 Bonds/59/
4.23 Series 22 Supplement to Indenture/60/
4.23.1 First Supplemental Indenture to Series 22 Supplement/61/
4.23.2 Second Supplemental Indenture to Series 22 Supplement/62/
4.23.3 Purchase Agreement with respect to collateral securing Series 22 Bonds/63/
4.24 Series 23 Supplement to Indenture/64/
4.24.1 Second Supplemental Indenture to Series 23 Supplement/65/
4.24.2 Purchase Agreement with respect to collateral securing Series 23 Bonds/66/
4.25 Series 24 Supplement to Indenture/67/
4.25.1 Second Supplemental Indenture to Series 24 Supplement/68/
4.25.2 Purchase Agreement with respect to collateral securing Series 24 Bonds/69/
4.26 Series 25 Supplement to Indenture/70/
4.26.1 Second Supplemental Indenture to Series 25 Supplement/71/
4.26.2 Purchase Agreement with respect to collateral securing Series 25 Bonds/72/
4.27 Series 26 Supplement to Indenture/73/
4.27.1 First Supplemental Indenture to Series 26 Supplement/74/
4.27.2 Purchase Agreement with respect to collateral securing Series 26 Bonds/75/
4.28 Series 27 Supplement to Indenture/76/
4.28.1 First Supplemental Indenture to Series 27 Supplement/77/
4.28.2 Purchase Agreement with respect to collateral securing Series 27 Bonds/78/
4.29 Series 28 Supplement to Indenture/79/
4.29.1 First Supplemental Indenture to Series 28 Supplement/80/
4.29.2 Purchase Agreement with respect to collateral securing Series 28 Bonds/81/
4.30 Series 29 Supplement to Indenture/82/
4.30.1 First Supplemental Indenture to Series 29 Supplement/83/
4.30.2 Purchase Agreement with respect to collateral securing Series 29 Bonds/84/
4.31 Series 30 Supplement to Indenture/85/
</TABLE>
14
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT NO.
<C> <S>
4.31.1 First Supplemental Indenture to Series 30 Supplement/86/
4.31.2 Purchase Agreement with respect to collateral securing Series 30 Bonds/87/
4.32 Series 31 Supplement to Indenture/88/
4.32.1 First Supplemental Indenture to Series 31 Supplement/89/
4.32.2 Purchase Agreement with respect to collateral securing Series 31 Bonds/90/
4.33 Series 32 Supplement to Indenture/91/
4.34 Series 33 Supplement to Indenture/92/
4.35 First Amendment to Purchase Agreements/93/
4.36 Form of Guaranty Agreement with respect to Single-Family (Level Payment)
Mortgage-Backed Certificates between GNMA Issuer and GNMA (GNMA I)/94/
4.37 Form of Guaranty Agreement with respect to Graduated Payment Mortgage-Backed Certificates
between GNMA Issuer and GNMA (GNMA I)/95/
4.38 Contractual Provisions of Mortgage-Backed Securities Guide for GNMA II
Program (Constituting the Guaranty Agreement for GNMA II Program)/96/
4.39 Form of FNMA Pool Purchase Contract/97/
4.40 Trust Indenture dated as of November 1, 1981, as amended, between FNMA in its corporate
capacity and FNMA, as trustee ("FNMA Indenture")/98/
4.41 Sixth Supplemental Indenture dated as of May 1, 1985 to FNMA Indenture/99/
4.42 Agreement to Purchase Conventional Home Mortgages and to Sell Mortgage Participation Certif-
icates between FHLMC and FHLMC Seller-Servicer/100/
4.43 Agreement to Guarantee Timely Payment of Scheduled Principal between FHLMC and FHLMC
Seller-Servicer/101/
4.44 FHLMC Mortgage Participation Certificate Agreement/102/
4.45 Guaranty between the Mortgage Company and the Trustee/103/
4.46 Letter Agreement among RHI, the Mortgage Company and the Company/104/
10.1 Form of Participation Agreement/105/
10.2 Form of Funding Agreement/106/
10.3 Agreement among the Company, Mellon National Corporation ("Mellon") and certain of
Mellon's subsidiaries/107/
10.4 Form of Guaranteed Investment Contract/108/
23.1 Consent of KPMG Peat Marwick LLP
</TABLE>
- ---------
/1/Incorporated by reference to Exhibit 3.1 filed with Post-Effective
Amendment No. 1 to Registration Statement No. 2-89611 on June 28, 1985.
/2/Incorporated by reference to Exhibit 3.2 filed with the Company's
Form 10.
/3/Incorporated by reference to Exhibit 3.2.1 filed with the Company's
Quarterly Report on Form 10-Q for period ended June 30, 1987.
/4/Incorporated by reference to Exhibit 4.1 filed with the Company's
Current Report on Form 8-K on June 29, 1984.
/5/Incorporated by reference to Exhibit 4.4 filed with the Company's Annual
Report on Form 10-K for the year ended December 31, 1984.
/6/Incorporated by reference to Exhibit 4.5 filed with the Company's
Quarterly Report on Form
10-Q for the period ended March 31, 1985.
/7/Incorporated by reference to Exhibit 4.7 filed with the Company's
Registration Statement
No. 33-670 on October 4, 1985.
/8/Incorporated by reference to Exhibit 4.1 filed with the Company's
Current Report on Form 8-K on May 2, 1986.
/9/Incorporated by reference to Exhibit 4.1 filed with the Company's
Current Report on Form 8-K on July 21, 1986.
/10/Incorporated by reference to Exhibit 4.14 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1986.
15
<PAGE>
/11/Incorporated by reference to Exhibit 4.21 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/12/Incorporated by reference to Exhibit 4.33 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1987.
/13/Incorporated by reference to Exhibit 4.4 filed with the Company's
Current Report on Form 8-K on March 18, 1988.
/14/Incorporated by reference to Exhibit 4.19 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/15/Incorporated by reference to Exhibit 4.1.11 filed with the Company's
Annual Report on Form 10-K for the year ended December 31, 1989.
/16/Incorporated by reference to Exhibit 4.2 filed with the Company's
Current Report on Form 8-K on June 29, 1984.
/17/Incorporated by reference to Exhibit 4.1 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/18/Incorporated by reference to Exhibit 4.1.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/19/Incorporated by reference to Exhibit 4.3 filed with the Company's
Quarterly Report on Form
10-Q for the period ended September 30, 1984.
/20/Incorporated by reference to Exhibit 4.6 filed with the Company's
Quarterly Report on Form
10-Q for the period ended March 31, 1985.
/21/Incorporated by reference to Exhibit 4.2 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/22/Incorporated by reference to Exhibit 4.2.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/23/Incorporated by reference to Exhibit 4.3.4 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1993.
/24/Incorporated by reference to Exhibit 4.8.1 filed with Registration
Statement No. 33-670 on October 4, 1985.
/25/Incorporated by reference to Exhibit 4.3 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/26/Incorporated by reference to Exhibit 4.3.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/27/Incorporated by reference to Exhibit 4.2 filed with the Company's
Current Report on Form 8-K on May 2, 1986.
/28/Incorporated by reference to Exhibit 4.3 filed with the Company's
Current Report on Form 8-K on May 2, 1986.
/29/Incorporated by reference to Exhibit 4.24 filed with Post-Effective
Amendment No. 1 to Registration Statement No. 33-8475 on January 21, 1987.
/30/Incorporated by reference to Exhibit 4.4 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/31/Incorporated by reference to Exhibit 4.4.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/32/Incorporated by reference to Exhibit 4.2 filed with the Company's
Current Report on Form 8-K on July 21, 1986.
/33/Incorporated by reference to Exhibit 4.25 filed with Post-Effective
Amendment No. 1 to Registration Statement No. 33-8475 on January 21, 1987.
/34/Incorporated by reference to Exhibit 4.15 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1986.
/35/Incorporated by reference to Exhibit 4.16 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1986.
/36/Incorporated by reference to Exhibit 4.5 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/37/Incorporated by reference to Exhibit 4.5.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
16
<PAGE>
/38/Incorporated by reference to Exhibit 4.17 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/39/Incorporated by reference to Exhibit 4.18 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/40/Incorporated by reference to Exhibit 4.19 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/41/Incorporated by reference to Exhibit 4.6 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/42/Incorporated by reference to Exhibit 4.6.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/43/Incorporated by reference to Exhibit 4.20 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/44/Incorporated by reference to Exhibit 4.25.1 filed with the Company's
Annual Report on Form 10-K for the year ended December 31, 1986.
/45/Incorporated by reference to Exhibit 4.22 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/46/Incorporated by reference to Exhibit 4.23 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1986.
/47/Incorporated by reference to Exhibit 4.26 filed with Post-Effective
Amendment No. 1 to Registration Statement No. 33-8475 on January 21, 1987.
/48/Incorporated by reference to Exhibit 4.27 filed with Post-Effective
Amendment No. 1 to Registration Statement No. 33-8475 on January 21, 1987.
/49/Incorporated by reference to Exhibit 4.28 filed with Post-Effective
Amendment No. 1 to Registration Statement No. 33-8475 on January 21, 1987.
/50/Incorporated by reference to Exhibit 4.29 filed with the Company's
Annual Report on Form 10-K for the year ended December 31, 1986.
/51/Incorporated by reference to Exhibit 4.30 filed with the Company's
Annual Report on Form 10-K for the year ended December 31, 1986.
/52/Incorporated by reference to Exhibit 4.31 filed with the Company's
Quarterly Report on Form 10-Q for the period ended March 31, 1987.
/53/Incorporated by reference to Exhibit 4.7 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/54/Incorporated by reference to Exhibit 4.7.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/55/Incorporated by reference to Exhibit 4.32 filed with the Company's
Quarterly Report on Form 10-Q for the period ended March 31, 1987.
/56/Incorporated by reference to Exhibit 4.34 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1987.
/57/Incorporated by reference to Exhibit 4.5 filed with the Company's
Current Report on Form 8-K on March 18, 1988.
/58/Incorporated by reference to Exhibit 4.8 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/59/Incorporated by reference to Exhibit 4.8.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/60/Incorporated by reference to Exhibit 4.35 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1987.
/61/Incorporated by reference to Exhibit 4.36 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1987.
/62/Incorporated by reference to Exhibit 4.9 filed with the Company's
Current Report on Form 8-K on October 11, 1988.
/63/Incorporated by reference to Exhibit 4.9.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/64/Incorporated by reference to Exhibit 4.37 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1987.
17
<PAGE>
/65/Incorporated by reference to Exhibit 4.10 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/66/Incorporated by reference to Exhibit 4.10.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/67/Incorporated by reference to Exhibit 4.38 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1987.
/68/Incorporated by reference to Exhibit 4.11 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/69/Incorporated by reference to Exhibit 4.11.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/70/Incorporated by reference to Exhibit 4.1 filed with the Company's
Current Report on Form 8-K on March 18, 1988.
/71/Incorporated by reference to Exhibit 4.12 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/72/Incorporated by reference to Exhibit 4.12.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/73/Incorporated by reference to Exhibit 4.2 filed with the Company's
Current Report on Form 8-K on March 18, 1988.
/74/Incorporated by reference to Exhibit 4.13 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/75/Incorporated by reference to Exhibit 4.13.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/76/Incorporated by reference to Exhibit 4.3 filed with the Company's
Current Report on Form 8-K on March 18, 1988.
/77/Incorporated by reference to Exhibit 4.14 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/78/Incorporated by reference to Exhibit 4.14.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/79/Incorporated by reference to Exhibit 4.44 filed with the Company's
Quarterly Report on Form 10-Q for the period ended March 31, 1988.
/80/Incorporated by reference to Exhibit 4.15 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/81/Incorporated by reference to Exhibit 4.15.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/82/Incorporated by reference to Exhibit 4.45 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1988.
/83/Incorporated by reference to Exhibit 4.16 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/84/Incorporated by reference to Exhibit 4.16.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/85/Incorporated by reference to Exibit 4.46 filed with the Company's
Quarterly Report on Form
10-Q for the period ended June 30, 1988.
/86/Incorporated by reference to Exhibit 4.17 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/87/Incorporated by reference to Exhibit 4.17.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/88/Incorporated by reference to Exhibit 4.33 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1988.
/89/Incorporated by reference to Exhibit 4.18 filed with the Company's
Current Report on Form 8-K on
October 11, 1988.
/90/Incorporated by reference to Exhibit 4.18.1 filed with the Company's
Current Report on Form
8-K on October 11, 1988.
/91/Incorporated by reference to Exhibit 4.34 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1988.
18
<PAGE>
/92/Incorporated by reference to Exhibit 4.34 filed with the Company's
Annual Report on Form 10-K for the year ended December 31, 1988.
/93/Incorporated by reference to Exhibit 4.35 filed with the Company's
Quarterly Report on Form 10-Q for the period ended March 31, 1989.
/94/Incorporated by reference to Exhibit 4.3 filed with Registration
Statement No. 2-89611 on February 23, 1984.
/95/Incorporated by reference to Exhibit 4.4 filed with Registration
Statement No. 2-89611 on February 23, 1984.
/96/Incorporated by reference to Exhibit 4.5 filed with Registration
Statement No. 2-89611 on February 23, 1984.
/97/Incorporated by reference to Exhibit 4.6 filed with Amendment No. 1 to
Registration Statement No. 2-89611 on April 19, 1984.
/98/Incorporated by reference to Exhibit 4.9 filed with the Company's
Annual Report on Form 10-K for the year ended December 31, 1984.
/99/Incorporated by reference to Exhibit 4.14 to Post-Effective Amendment
No. 1 to Registration Statement No. 2-89611 on June 28, 1985.
/100/Incorporated by reference to Exhibit 4.15 to Post-Effective Amendment
No. 1 to Registration Statement No. 2-89611 on June 28, 1985.
/101/Incorporated by reference to Exhibit 4.16 filed with Registration
Statement No. 33-670 on October 4, 1985.
/102/Incorporated by reference to Exhibit 4.17 filed with Registration
Statement No. 33-670 on October 4, 1985.
/103/Incorporated by reference to Exhibit 4.11 filed with the Company's
Quarterly Report on Form 10-Q for the period ended June 30, 1984.
/104/Incorporated by reference to Exhibit 4.19 filed with Registration
Statement No. 33-670 on October 4, 1985.
/105/Incorporated by reference to Exhibit 10.1 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1985.
/106/Incorporated by reference to Exhibit 10.2 filed with the Company's
Quarterly Report on Form 10-Q for the period ended September 30, 1985.
/107/Incorporated by reference to Exhibit 10.3 filed with Amendment No. 1
to Registration Statement No. 2-89611 on April 19, 1984.
/108/Incorporated by reference to Exhibit 10.4 filed with Registration
Statement No. 33-670 on October 4, 1985.
(b) Reports on Form 8-K.
No report on Form 8-K was filed by the Company during the last quarter of
1995.
19
<PAGE>
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.
Date: March 29, 1996 RYAN MORTGAGE ACCEPTANCE
CORPORATION IV
BY..............................
William J. Inman,
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
<TABLE>
Signature Title Date
--------- ----- ----
<S> <C> <C>
............................................... President and Chairman of March 29, 1996
WILLIAM J. INMAN the Board of Directors
(Principal Executive Officer)
............................................... Vice President; Controller; March 29, 1996
PETER J. FITZSIMMONS Secretary; Director (Principal
Financial and Accounting Officer)
Vice President; Director March 29, 1996
...............................................
PAUL C. SAVILLE
</TABLE>
20
<PAGE>
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.
Date: March 29, 1996 RYAN MORTGAGE ACCEPTANCE
CORPORATION IV
/s/ WILLIAM J. INMAN,
BY..............................
William J. Inman,
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
<TABLE>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ WILLIAM J. INMAN
............................................... President and Chairman of March 29, 1996
WILLIAM J. INMAN the Board of Directors
(Principal Executive Officer)
/s/ PETER J. FITZSIMMONS
............................................... Vice President; Controller; March 29, 1996
PETER J. FITZSIMMONS Secretary; Director (Principal
Financial and Accounting Officer)
/s/ PAUL C. SAVILLE Vice President; Director March 29, 1996
...............................................
PAUL C. SAVILLE
</TABLE>
20
<PAGE>
EXHIBIT 23.1
CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
Ryan Mortgage Acceptance Corporation IV:
We consent to the incorporation by reference in the Registration Statements
(No. 2-89611) on Form S-3 as amended by Post-Effective Amendment No. 2 (No.
33-00670) on Form S-3 and (No. 33-8475) on Form S-3 as amended by Post-Effective
Amendment No. 1 of Ryan Mortgage Acceptance Corporation IV of our report dated
January 30, 1996, relating to the balance sheet of Ryan Mortgage Acceptance
Corporation IV as of December 31, 1995 and 1994 and the related statements of
operations and retained earnings (deficit) and cash flows for each of the years
in the three-year period ended December 31, 1995, which report is included in
the December 31, 1995 annual report on Form 10-K of Ryan Mortgage Acceptance
Corporation IV.
KPMG PEAT MARWICK LLP
Pittsburgh, Pennsylvania
March 29, 1996
21
