SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the quarterly period ended September 26, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the transition period from to
Commission File Number 33-26824
Bear Stearns Secured Investors Inc.
(Exact name of registrant as specified in its charter)
Delaware 13-3402173
(State or other jurisdiction of (I.R.S. Employer Identification
No.)incorporation or organization)
1601 Elm Street
Dallas, Texas 75201
(Address of principal executive offices) (Zip Code)
(214) 754-8300
(Registrant's telephone number, including area code)
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 twelve months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1) (a)
AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED
DISCLOSURE FORMAT CONTEMPLATED THEREBY.
<PAGE>
BEAR STEARNS SECURED INVESTORS INC.
INDEX
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Statements of Financial Condition at September 26, 1997
Unaudited) and June 30, 1996
Statements of Operations (Unaudited) for the three months
ended September 26, 1997 and September 27, 1996
Statements of Cash Flows (Unaudited) for the three months ended
September 26, 1997 and September 27, 1996
Notes to Financial Statements (Unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 6. Exhibits and Reports on Form 8-K
Signature
<PAGE>
<TABLE>
BEAR STEARNS SECURED INVESTORS INC.
STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
September 26, June 30,
1997 1997
(Unaudited)
<S> <C> <C>
Assets
Cash and cash equivalents $ 1,000 $ 1,000
Receivable from affiliates 16,176,822 16,176,822
Deferred organization costs 462,201 611,514
--------------- ---------------
Total Assets $ 16,640,023 $ 16,789,336
========== ==========
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities
Payable to Parent $ 16,463,293 $ 16,520,993
Other liabilities 165,000 164,312
--------------- ---------------
Total Liabilities 16,628,293 16,685,305
--------------- ---------------
Stockholder's Equity
Common stock, $.01 par value;
1,000 shares authorized:
100 shares outstanding 1 1
Paid-in capital 999 999
Retained earnings 10,730 103,031
--------------- ---------------
Total Stockholder's Equity 11,730 104,031
Total Liabilities and Stockholder's
--------------- ---------------
Equity $ 16,640,023 $ 16,789,336
========== ==========
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
BEAR STEARNS SECURED INVESTORS INC.
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Three Months Ended
September 26, September 27,
1997 1996
<S> <C> <C>
Expenses
Other expenses $ 163,424 $ 1,073
------------ ---------
Total expenses 163,424 1,073
------------ ---------
Loss before benefit from income taxes (163,424) (1,073)
Benefit from income taxes (71,123) (484)
------------ ---------
Net loss $ (92,301) $ (589)
======== ======
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
BEAR STEARNS SECURED INVESTORS INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Three Months Ended
September 26, September 27,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (92,301) $ (589)
Decrease in deferred organization costs 149,313
Increase in other liabilities 688
---------- ---------
Cash provided by (used in) operating activities 57,700 (589)
---------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Payable to Parent (57,700) 589
---------
-----------
Cash (used in) provided by financing activities (57,700) 589
-------
-----------
Cash and cash equivalents, beginning of period 1,000 1,000
--------- --------
Cash and cash equivalents, end of period $ 1,000 $ 1,000
====== =====
See accompanying notes to financial statements.
</TABLE>
<PAGE>
BEAR STEARNS SECURED INVESTORS INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
Note 1. Organization
Bear Stearns Secured Investors Inc. (the 'Company') a direct wholly-owned
limited purpose finance subsidiary of The Bear Stearns Companies Inc. (the
'Parent') was organized on November 26, 1986 as a Delaware corporation. The
Company's sole purpose is to issue and sell one or more series of collateralized
mortgage obligations ('CMO's') directly or through one or more trusts
established by it. In connection therewith, the Company provides management and
administrative services after the issuance of each CMO issued.
The Company's activities are limited to issuing CMO's that will be
collateralized by mortgage-backed certificates, whole residential or commercial
mortgage loans or participations therein, and, in connection therewith,
acquiring, owning, holding and pledging mortgage-backed certificates, whole
loans or commercial mortgage loans.
The financial statements are prepared in conformity with generally accepted
accounting principles which require management to make estimates and assumptions
that affect the amounts in the financial statements and accompanying notes.
Actual results could differ from those estimates.
Note 2. Collateralized Mortgage Obligations
During the three months ended September 26, 1997, the Company did not issue any
collateralized mortgage obligations ("CMO's").
The Company clears all of its security transactions relating to the purchase of
the underlying collateral and issuance of CMO's through an affiliate. An
affiliate also acts as the principal underwriter for the Company's CMO
issuances.
Note 3. Commitments and Contingencies
In the normal course of business, the Company has been named as a defendant in
several lawsuits which involve claims for substantial amounts. Although the
ultimate outcome of these suits cannot be ascertained at this time, it is the
opinion of management, after consultation with counsel, that the resolution of
such suits will not have a material adverse effect on the results of operations
or the financial condition of the Company.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Company's principal business activity is the issuing of collateralized
mortgage obligations ("CMO's") that are secured by mortgage-backed certificates,
whole residential or commercial mortgage loans or participations therein, and in
connection therewith, acquiring, owning, holding, and pledging mortgage-backed
certificates, whole residential or commercial mortgage loans. The Company also
derives revenues in its capacity as administrator during the life of the CMO
transactions for which it originated and retained such obligation.
The Company's net income and revenues reflects the impact of many factors in the
issuance of CMO's, including securities market conditions, the level of
volatility of interest rates, competitive conditions and the size and timing of
transactions. In addition, results of operations for any particular interim
period may not be indicative of results to be expected for a full year.
The net loss for the first quarter of the fiscal year 1997 was $92,301 as
compared with a net loss of $589 for the first quarter of fiscal year 1996.
During the 1997 and 1996 fiscal quarters the Company did not issue any
<PAGE>
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K:
No reports on Form 8-K have been filed during the
period covered by this report
<PAGE>
SIGNATURE
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.
Bear Stearns Secured Investors Inc.
(Registrant)
Date: November 5, 1997 By: /s/William J. Montgoris
William J. Montgoris
Secretary, Treasurer and
Chief Financial Officer
<PAGE>
SIGNATURE
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.
Bear Stearns Secured Investors Inc.
(Registrant)
Date: November 5, 1997 By:
William J. Montgoris
Secretary, Treasurer and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information from the unaudited
Statements of Financial Condition at September 26, 1997 and unaudited Statements
of Operations for the three-months ended September 26, 1997, which are contained
in the body of the accompanying Form 10-Q and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> SEP-26-1997
<CASH> 1000
<SECURITIES> 0
<RECEIVABLES> 16,176,822
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 16,640,023
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 1
<OTHER-SE> 11,729
<TOTAL-LIABILITY-AND-EQUITY> 16,628,293
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 163,424
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (163,424)
<INCOME-TAX> (71,123)
<INCOME-CONTINUING> (92,301)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (92,301)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>