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 December 31, 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.
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BEAR STEARNS SECURED INVESTORS INC.
INDEX
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Statements of Financial Condition at December 31, 1997
(Unaudited) and June 30, 1997
Statements of Operations (Unaudited) for the three
months and six months ended December 31, 1997 and
December 31, 1996
Statements of Cash Flows (Unaudited) for the six months
ended December 31, 1997 and December 31, 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
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<CAPTION>
BEAR STEARNS SECURED INVESTORS INC.
STATEMENTS OF FINANCIAL CONDITION
December 31, June 30,
1997 1997
(Unaudited)
ASSETS
<S> <C> <C>
Assets
Cash and cash equivalents $ 1,000 $ 1,000
Receivable from affiliates 16,176,822 16,176,822
Deferred organization costs 312,201 611,514
---------------- -----------------
Total Assets $ 16,490,023 $ 16,789,336
========== ==========
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities
Payable to Parent $ 16,405,742 $ 16,520,993
Other liabilities 165,000 164,312
---------------- ----------------
Total Liabilities 16,570,742 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
(Accumulated deficit)/Retained earnings (81,719) 103,031
--------------- ---------------
Total Stockholder's Equity (80,719) 104,031
---------------- ----------------
Total Liabilities and Stockholder's Equity $ 16,490,023 $ 16,789,336
========== ==========
See accompanying notes to financial statements.
</TABLE>
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<TABLE>
<CAPTION>
BEAR STEARNS SECURED INVESTORS INC.
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended Six Months Ended
December 31, December 31, December 31, December 31,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Expenses
Other expenses $ 163,423 $ 2,944 $ 327,111 $ 4,016
------------- ------------ ------------- -------------
Total expenses 163,423 2,944 $ 327,111 $ 4,016
------------- ------------ ------------- -------------
Loss before benefit from income taxes (163,423) (2,944) (327,111) (4,016)
Benefit from income taxes (71,123) (1,280) (142,361) (1,764)
------------ ------------ -------------- -------------
Net loss $ (92,300) $ (1,664) $ (184,750) $ (2,252)
======== ======= ======== ========
See accompanying notes to financial statements.
</TABLE>
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<TABLE>
<CAPTION>
BEAR STEARNS SECURED INVESTORS INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
December 31, December 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (184,749) $ (2,252)
Decrease in deferred organization costs 299,312 --
Increase (decrease) in other liabilities 688 (18)
--------------- ------------
Cash provided by (used in) operating activities 115,251 (2,270)
--------------- ------------
CASH FLOWS FROM FINANCING ACTIVITIES
Payable to Parent (115,251) 2,270
------------- -----------
Cash (used in) provided by financing activities (115,251) 2,270
--------------- ------------
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>
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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 six months ended December 31, 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.
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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 second quarter of the fiscal year 1998
was $92,300 as compared with a net loss of $1,664 for the
second quarter of fiscal year 1997. During the 1998 and 1997
fiscal quarters the Company did not issue any CMO's.
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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.
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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: February 13, 1998 By: /s/William J. Montgoris
William J. Montgoris
Secretary, Treasurer and
Chief Financial Officer
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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: February 13, 1998 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 December 31, 1997 and unaudited Statements
of Operations for the three-months ended December 31, 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> 6-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> DEC-31-1997
<CASH> 1000
<SECURITIES> 0
<RECEIVABLES> 16,176,822
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 16,490,023
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 1
<OTHER-SE> (80,719)
<TOTAL-LIABILITY-AND-EQUITY> 16,490,023
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 327,111
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (327,111)
<INCOME-TAX> (142,361)
<INCOME-CONTINUING> (184,750)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (184,750)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>