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Previous: DEFINED ASSET FUNDS MUNICIPAL INVT TR FD INSURED SERIES 163, 497, 1995-04-14 |
Next: CERNER CORP /MO/, DEF 14A, 1995-04-14 |
This conforming paper format is being submitted pursuant to Rule 901(d) of
Regulation S-T
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
FORM 8-K
Commission file number 1-9360
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MARCH 30, 1995
ASSET INVESTORS CORPORATION
(Exact name of registrant as specified in its charter)
Maryland 84-1038736
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3600 South Yosemite Street, Suite 900 80237
Denver, Colorado (Zip Code)
(Address of Principal Executive Offices)
(303) 793-2803
(Registrant's telephone number, including area code)
Not Applicable
Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report.
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On March 30, 1995, Asset Investors Securitization Corporation, a
wholly-owned subsidiary of the Registrant, sold to PaineWebber, Inc. 28 CMO
Ownership Interests for $14,927,000 ($15,177,000 less expenses of $250,000). The
proceeds from the sale plus $15,569,000 of restricted cash were used to repay
$28,437,000 principal of secured notes. The 28 CMO Ownership Interests were
classified as available for sale for accounting purposes. The Registrant
recognized, as of December 31, 1994, $1,205,000 of net holding losses for book
income purposes related to the 28 CMO Ownership Interests sold. As a result, no
gain or loss was recorded on the sale of the CMO Ownership Interests and
repayment of the secured notes.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The unaudited proforma condensed consolidated financial information of
the Registrant as of December 31, 1994 and for the year then ended is presented
below. The proforma condensed consolidated balance sheet of the Registrant as of
December 31, 1994 is presented as if the March 30, 1995 sale of the 28 CMO
Ownership Interests and retirement of the secured notes payable had occurred on
December 31, 1994. The proforma adjustments included in the following proforma
condensed consolidated balance sheet are based upon restricted cash and secured
notes payable balances as of December 31, 1994, rather than the actual balances
as of March 30, 1995. The proforma condensed consolidated statement of
operations for the year ended December 31, 1994 is presented as if the March 30,
1995 sale of the 28 CMO Ownership Interests and retirement of the secured notes
payable had occurred on January 1, 1994.
<PAGE>
<TABLE>
<CAPTION>
ASSET INVESTORS CORPORATION AND SUBSIDIARIES
PROFORMA CONDENSED CONSOLIDATED BALANCE SHEET
DECEMBER 31, 1994
(Amounts in thousands)
As Previously ProForma ProForma
Reported Adjustments Results
<S> <C> <C> <C>
(unaudited)
Assets
Cash and cash equivalents $ 14,961 $ 1,040 b $ 16,001
Restricted cash for secured notes payable 15,862 (15,862) b --
Non-agency MBS Bonds 32,544 32,544
Investment in Commercial Assets 21,068 21,068
CMO Residuals and Acquired CMO Classes 9,834 (7,368) a 2,466
Other assets, net 2,614 (840) b 1,774
CMO Subsidiaries
Restricted cash 109,830 (18,946) a 90,884
Accrued interest receivable 11,250 (6,637) a 4,613
CMO issuance costs, net 586 (218) a 368
Mortgage Collateral, net 932,962 (565,026) a 367,936
------- -------- -------
Total Assets $ 1,151,511 $ (613,857) $ 537,654
= ========= = ======== = =======
Liabilities
Accounts payable and accrued liabilities $ 2,698 $ (309)a,b $ 2,389
Management fees payable 526 (80)a 446
Short-term borrowings 2,758 2,758
Secured notes payable, recourse to related subsidiary assets
only 30,592 (30,592)b --
CMO Subsidiaries
Accrued interest payable 17,781 (9,491)a 8,290
CMO bonds, net 1,021,188 (570,754)a 450,434
--------- -------- -------
Total Liabilities 1,075,543 (611,226) 464,317
--------- -------- -------
CMO Subsidiaries-minority interest 3,003 (2,631) 372
----- ------ ---
Stockholders' Equity
Common Stock 242 242
Additional paid-in capital 227,182 227,182
Cumulative dividends (220,984) (220,984)
Cumulative net income 66,525 66,525
------ ------
Dividends in excess of net income (154,459) (154,459)
-------- --------
Total Stockholders' Equity 72,965 72,965
------ ------
Total Liabilities and Stockholders' Equity $ 1,151,511 $ (613,857) $ 537,654
= ========= = ======== = =======
- ---------------------
a Sale of 14 CMO Subsidiaries and 14 CMO Residuals
b Retirement of the secured notes payable, payment of the related accrued
interest expense and prepayment premium and write-off of the related
unamortized debt issuance costs.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ASSET INVESTORS CORPORATION AND SUBSIDIARIES
PROFORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
(In thousands, except per share data)
As Previously ProForma ProForma
Reported Adjustments Results
<S> <C> <C> <C>
(unaudited)
Revenues
Interest
CMO Subsidiaries-Mortgage Collateral, net $ 119,699 $ (65,844) $ 53,855
Acquired CMO Classes, net 110 110
Non-agency MBS bonds 1,531 1,531
CMO Residuals
Income 2,799 (1,829) 970
Write-down (1,510) 998 (512)
Equity in earnings of Commercial Assets 1,354 1,354
Net gain (loss) on sale of assets 12,646 (4,664) 7,982
Realized holding loss on assets available-for-sale (1,205) 1,205 --
Other income 1,291 (728) 563
----- ----- ---
Total Revenues 136,715 (70,862) 65,853
------- -------- ------
Expenses
CMO Subsidiaries
Interest 115,466 (63,410) 52,056
Administrative Fees 1,429 (458) 971
Other 720 (342) 378
--- ----- ---
117,615 (64,210) 53,405
Management fees 438 438
General and administrative 1,925 (315) 1,610
Interest 2,872 (2,723) 149
----- ------- ---
Total Expenses 122,850 (67,248) 55,602
------- -------- ------
Income before minority interest 13,865 (3,614) 10,251
Minority interest (507) 432 (75)
---- --- ----
Net income $ 13,358 $ (3,182) $ 10,176
= ====== = ======= = ======
Net income per share $ 0.92 $ (.22) $ .70
= ==== = ===== = ===
Weighted-average shares outstanding 14,548 14,548 14,548
</TABLE>
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ASSET INVESTORS CORPORATION
Date: April 14, 1995 By: /s/ Spencer I. Browne
---------------------
Spencer I. Browne, President
Chief Executive Officer and
Director
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