UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date (Date of earliest event reported) April 23, 1996
PIPER JAFFRAY COMPANIES INC.
(Exact name of Registrant as specified in its charter)
Delaware 1-7421 41-1233380
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
Piper Jaffray Tower, 222 South 9th Street, Minneapolis, Minnesota 55402
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (612) 342-6000
Exhibit Index located at Page 4.
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Item 5. Other Events.
On April 23, 1996, Piper Jaffray Companies Inc. (the "Company") and the
attorneys representing certain shareholders of the American Adjustable Rate Term
Trusts Inc. 1996, 1997, 1998 and 1999 closed-end funds (the "Trusts") managed by
Piper Capital Management Incorporated (Piper Capital), a wholly owned subsidiary
of the Company, reached an agreement in principle to settle purported class
action litigation brought on behalf of fund shareholders. The agreement in
principle, which requires court approval, will result in payment to fund
shareholders by the Company of approximately $14 million, less attorney's fees.
The Company has the right to terminate and cancel the agreement if the members
who request exclusion from the class have purchased or held in excess of 9.4
million shares of the Trusts during the class period or if the number of members
who request exclusion exceeds 100 and the aggregate number of shares purchased
or held by these members exceeds 2 million.
The $14 million settlement will be paid in a combination of $500,000 cash
payable upon execution of the definitive settlement agreement, $1.5 million cash
payable upon final approval by the court (effective date) and payments of $3
million on each anniversary of the effective date for the next four years. The
deferred payments will accrue interest totaling as much as $1.8 million. The
Company has recorded the settlement charge in the quarter ended March 31, 1996.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99 (a) Press release dated April 23, 1996.
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SIGNATURES
Pursuant to the requirements 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.
PIPER JAFFRAY COMPANIES INC.
/s/ Deborah K. Roesler
DEBORAH K. ROESLER
Chief Financial Officer and Managing Director
Dated April 23, 1996
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INDEX OF EXHIBITS
Exhibit No. Exhibit Form of Filing
99 (a) Press release dated April 23, 1996. (Electronic
Transmission)
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EXHIBIT 99 (a)
FOR IMMEDIATE RELEASE
Contact: Marie Uhrich
612-342-6583
PIPER JAFFRAY COMPANIES, FUND SHAREHOLDERS
REACH SETTLEMENT AGREEMENT IN TERM TRUST LITIGATION
MINNEAPOLIS - April 23, 1996 - Piper Jaffray Companies Inc. (NYSE: PJC) and
attorneys representing shareholders of Piper Capital Management's American
Adjustable Rate Term Trusts Inc. 1996, 1997, 1998 and 1999 closed-end funds (the
Trusts) today announced that they have reached an agreement in principle to
settle purported class action litigation brought on behalf of fund shareholders.
The agreement will result in payment to fund shareholders by Piper Jaffray
Companies of $14 million in principal payments and up to $1.8 million in accrued
interest payments, less attorney's fees. The agreement requires U.S. Federal
Court approval and the acceptance of the settlement by the holders of at least
95 percent of the Trusts' shares.
The purported class periods for each of the Trusts are: 1996 and 1997 Trusts
- - April 15, 1992, through Oct. 31, 1994; 1998 Trust - Jan. 23, 1992, through
Oct. 31, 1994; and the 1999 Trust - Sept. 17, 1992, through Oct. 31, 1994.
Investors who acquired shares during the class period are eligible to recover
losses regardless of whether they are current shareholders of The Adjustable
Rate Mortgage Securities Fund (Nasdaq: PJARX), the open-end fund into which the
Trusts were converted in September 1995 by a vote of the Trusts' shareholders.
"This settlement allows us to resolve a dispute with our clients in a timely
manner while serving the needs of Piper Jaffray Companies shareholders," said
Addison L. Piper, Piper Jaffray Companies chairman and chief executive officer.
Eligible settlement class members will be required to show proof of ownership
during the class period and file a claim of loss. Settlement proceeds will be
distributed on a pro rata basis.
Class members can expect to learn more about the settlement proposal via mail
and/or newspaper advertising during the early Fall of 1996 or can contact the
plaintiffs' attorneys at 612-339-7300 for more information.
The principal payments of the settlement will be paid in a combination of
$500,000 cash payable upon execution of the definitive settlement agreement,
$1.5 million cash payable upon final approval by the court and payments of $3
million on each anniversary of the final court approval for the next four years.
The deferred payments will accrue interest totalling as much as $1.8 million.
The Company will record the settlement charge in its second fiscal quarter
results which will be reported later today.
"After the settlement charge is taken, our financial condition will remain
strong and there will be no effect on day-to-day operations," Piper said.
In September 1995, the four closed-end trusts were converted to a single open
end mutual fund, The Adjustable Rate Mortgage Securities Fund. At that time,
shareholders of the Trusts had the opportunity to redeem shares at Net Asset
Value (NAV) and purchase shares of the new open-end fund at NAV. The fund is
managed by Thomas McGlinch, CFA, and Wan-Chong Kung.
Piper Jaffray Companies Inc. was founded in 1895 and has built a reputation as
one of the nation's premier full-service investment companies. Piper Jaffray
Companies is the parent company of Piper Jaffray Inc., an investment firm with
78 retail sales offices in 17 Midwest, Mountain, Southwest and Pacific Coast
states and capital markets offices in 15 cities. Other subsidiaries include
Piper Capital Management Incorporated, a money management company with
approximately $9 billion under management; and Piper Trust Company, a provider
of trust services to individuals and institutions. Piper Jaffray Inc. is a
member of the New York Stock Exchange and other major stock exchanges. For more
information about Piper Jaffray Companies, visit our home page on the Internet
at http://www.piperjaffray.com/.
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