HOLCO MORTGAGE ACCEPTANCE CORPORATION-I
220 WEST COLFAX STREET, SUITE 200
SOUTH BEND, INDIANA 46601
PROXY
The undersigned hereby appoints Wallace F. Holladay, John T. Phair,
Kevin C. Horton, Carol A. Kalwitz, Kevin J. Butler and Joseph V. Simeri
as Proxies, each with power of substitution, and hereby authorizes them
to represent and to vote as designated below, all of the shares of
common stock of HOLCO MORTGAGE ACCEPTANCE CORPORATION-I held on the
record by the undersigned on April 20, 1995 at the Annual Meeting of
Stockholders to be held on June 16, 1995, or at any adjournment thereof.
1. Election of Directors:
________ For all nominees listed below (except as marked to
the contrary below).
________ Withhold authority to vote for all nominees listed
below.
(Instruction: To withhold authority to vote for any
individual nominee mark the box next to the nominee's name
below.)
________ Wallace F. Holladay ________ John T. Phair
________ Kevin C. Horton ________ Carol A. Kalwitz
________ Kevin J. Butler ________ Joseph V. Simeri
2. Proposal to ratify the reappointment of McGladrey & Pullen as
the independent public accountants of the Corporation.
_____ For _____ Against _____ Abstain
3. In their decision, the Proxies are authorized to vote upon
such other business as may properly come before the meeting.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED
HEREIN BY THE UNDERSIGNED STOCKHOLDER; IF NO DIRECTION IS MADE, THIS
PROXY WILL BE VOTED FOR PROPOSALS 1 AND 2.
Please sign exactly as name appears. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, trustee
or guardian, please give full title as such. If a corporation, please
sign in full corporate name by President or authorized officer. If a
partnership, please sign in partnership name by authorized person.
Signature: ____________________________________
Signature, if held jointly: ____________________________________
Dated: ______________________________, 1995
HOLCO MORTGAGE ACCEPTANCE CORPORATION-I
220 West Colfax Street, Suite 200
South Bend, Indiana 46601
Notice of Annual Meeting of Stockholders
To Be Held June 16, 1995
To the Stockholders of
Holco Mortgage Acceptance Corporation-I:
NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders of
Holco Mortgage Acceptance Corporation-I, a Delaware corporation
(hereinafter, the "Corporation"), will be held at the offices of the
Corporation, 220 West Colfax Street, Suite 200, South Bend, Indiana
46601 on the 16th day of June 1995 at 9:00 a.m., for the following
purposes:
1. To elect six directors to serve until the Annual Meeting of
Stockholders in 1996 or until their successors are elected and
qualified. Management's nominees are listed below:
Wallace F. Holladay
John T. Phair
Kevin C. Horton
Carol A. Kalwitz
Kevin J. Butler
Joseph V. Simeri
2. To consider and act upon a proposal to ratify the
reappointment of McGladrey & Pullen as independent public
accountants of the Corporation.
3. To transact such other business as may properly come before
the meeting.
The stock transfer books of the Corporation will not be closed and,
in lieu thereof, the close of business on April 20, 1995 has been fixed
as the date of record for determination of stockholders entitled to
receive notice of and to vote at the Annual Meeting. Accordingly, only
stockholders of record at the close of business on that date will be
entitled to notice of, and to vote at, the meeting. A complete list of
the stockholders entitled to vote at said meeting will be available at
the Corporation's offices at 220 West Colfax Street, Suite 200, South
Bend, Indiana for a period of 10 days prior to the meeting.
Stockholders are cordially invited to attend the meeting in person.
Every stockholder (whether he owns one or more shares and whether or not
he intends to attend the meeting in person) who wishes to vote with
respect to matters coming before the meeting is requested by Management
to fill in, sign, date and return promptly the enclosed proxy. Your
compliance with this request will enable the Corporation to avoid
unnecessary expenses and delay.
By Order of the Board of Directors
John T. Phair
Vice President & Treasurer
Holco Mortgage Acceptance Corporation-I
South Bend, Indiana
April 20, 1995
HOLCO MORTGAGE ACCEPTANCE CORPORATION-I
PROXY STATEMENT
Solicitation of Proxies
Annual Meeting of Stockholders
To Be Held on June 16, 1995
This proxy statement is furnished in connection with the
solicitation of proxies on behalf of the Board of Directors of the
Corporation for use at the Annual Meeting of Stockholders of the
Corporation to be held at 220 West Colfax Street, Suite 200, South Bend,
Indiana on June 16, 1995 at 9:00 a.m. for the purposes set forth in the
foregoing Notice. This statement and the form of proxy are being first
sent to stockholders on or about April 20, 1995.
The Annual Report of the Corporation for the calendar year 1994
mailed to stockholders herewith is not considered part of the proxy
soliciting materials.
The accompanying form of proxy, in ballot form, has been prepared
at the direction of the Board of Directors and is sent to you at its
request. The Proxies named therein have been designated by the
Management.
Stockholders who execute proxies retain the right to revoke them at
any time before they are voted by attending the Annual Meeting and
voting in person or by notifying the Secretary of the Corporation at 220
West Colfax Street, Suite 200, South Bend, Indiana 46601 (Mailing
Address: P.O. Box 926, South Bend, IN 46624-0926) in writing of such
revocation prior to the Annual Meeting. A proxy, when executed and not
so revoked, will be voted, and, if it contains any specification, will
be voted in accordance therewith; provided the proxy is not mutilated or
otherwise received in such form or at such time as to render it
unvotable. If no choice is specified, the proxy will be voted in
accordance with the recommendations of the Board of Directors, as stated
on the form of proxy and in this proxy statement.
The solicitation will be conducted by mail, except that in a
limited number of instances, proxies may be solicited by the executive
officers or directors of the Corporation personally, by telephone or by
telegram. The Corporation will not pay any compensation or fees of any
nature to anyone for the solicitation of these proxies, except that the
Corporation may pay expenses of persons holding shares in their name, or
those of their nominees, for sending proxies and proxy materials to
principals. The entire cost of the solicitation will be borne by the
Corporation.
OUTSTANDING SHARES AND VOTING RIGHTS
The voting securities of the Corporation consist of 563,750 shares
of Common Stock, issued and outstanding as of April 20, 1995, each of
which is entitled to one vote. Only holders of Common Stock of record
at the close of business on April 20, 1995 are entitled to notice of and
to vote with respect to this solicitation. The holders of a majority of
the outstanding shares of Common Stock entitled to vote at the meeting
shall constitute a quorum.
As of April 20, 1995, there were no beneficial owners of more than
5% of the Corporation's outstanding voting securities and none of the
Corporation's Common Stock was beneficially owned by any of the
Corporation's directors.
ELECTION OF DIRECTORS
Six directors are to be elected at the Annual Meeting to hold
office until the Corporation's Annual Meeting in 1996 or until their
successors are elected and qualified. The persons named in the
accompanying form of proxy will vote the shares represented by all
executed proxies which are received for the election of Management's
nominees hereinafter named, unless authority to do so is withheld on the
proxy. All nominees are presently members of the Board of Directors,
and there are currently no vacancies on the Board of Directors.
Management has no reason to believe that any nominee will refuse to
act or be unable to accept election; however, in such event and if any
other unforeseen contingencies should arise, it is the intention of the
persons named in such accompanying form of proxy to vote on such matters
in accordance with their best judgment.
The following table sets forth certain information about each
director whose term expires on June 16, 1995. Except as otherwise
indicated, each nominee has held his present principal occupation for
the past five years. There are no family relationships between any
nominee, director or executive officer of the Corporation.
<TABLE>
<CAPTION>
Date
Name, Age, Principal Office Became
Occupation Held Director Other Directorships
__________ ______ ________ ___________________
<S> <C> <C> <C>
Wallace F. Holladay, President Virginia Roofing Company
73, President and and Brandywine Sand & Gravel
sole shareholder of Chairman Allied Capital
The Holladay of the Corporation
Corporation Board 08/19/87 Holco Mortgage Acceptance
Corporation-II
Holco Mortgage Acceptance
Corporation-III
John T. Phair, 45, MBS Group
Vice President/ Holco Mortgage Acceptance
General Manager of Director Corporation-II
The Holladay and Vice Holco Mortgage Acceptance
Corporation - President/ Corporation-III
Midwest Division Treasurer 08/19/87
Kevin C. Horton, 39,
City Controller,
South Bend, IN since
1992. President of
HC Mortgage Company
since 1984.
Director of Economic Director Holco Mortgage Acceptance
Development, City of and Vice Corporation-II
South Bend, IN President/ Holco Mortgage Acceptance
from 1978 to 1984 Secretary 08/19/87 Corporation-III
Carol A. Kalwitz, 44,
Servicing Supervisor,
HC Mortgage Company Director Holco Mortgage Acceptance
since 1985 and and Vice Corporation-II
Secretary of President/ Holco Mortgage Acceptance
HC Mortgage Company Assistant Corporation-III
since 1992 Treasurer 06/19/92
Kevin J. Butler, 55,
Partner -
Butler & Simeri P.C.
Attorneys at Law Director 08/19/87
Joseph V. Simeri, 55,
Partner -
Butler & Simeri P.C.
Attorneys at Law Director 02/18/88
</TABLE>
The Corporation does not have standing audit, nominating or
compensation committees of the Board of Directors. The Board of
Directors of the Corporation did not hold any regular or special
meetings during the period January 1, 1994 through December 31, 1994.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
On August 26, 1987, the Corporation acquired 14 Multifamily GNMA
Certificates from HC Mortgage Company, Inc. The Corporation is
affiliated with HC Mortgage Company, Inc. through common directors and
executive officers, and HC Mortgage Company, Inc. is majority-owned by
Mr. Holladay. In connection with such transaction, the Corporation paid
HC Mortgage Company, Inc. a mortgage commitment fee of $364,000. In
addition, the Corporation currently pays HC Mortgage Company, Inc. a
monthly management fee of $514. The management fee has been reduced
from $2,500 per month as a result of prepayments of GNMA Certificates
due to defaults by the mortgagor's inability to fulfill the mortgage
commitment underlying the GNMA Certificate. The management fee will
continue to be reduced in proportion to the reduction in cash flow
occurring when any Multifamily GNMA Certificate is prepaid, disposed of
or fully amortized. The management fee for the period ended December
31, 1994 was $24,688, including Operation Expense Loans, and interest
thereon, due HC Mortgage Company, Inc. for the year ended 12/31/94.
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS
The executive officers of the Corporation have not and will not
receive any compensation, stock options or benefit pension plans from
the Corporation for services rendered in all capacities.
In order to comply with American Stock Exchange listing
requirements, every corporation whose securities are listed on the
American Stock Exchange must have two independent directors on its Board
of Directors. The Corporation will pay each of its independent
directors a director's fee of $200 per Board of Directors' meeting, not
to exceed $1,000 per year.
APPOINTMENT OF AUDITORS
It is proposed that the stockholders ratify the reappointment of
McGladrey & Pullen as independent public accountants of the Corporation
for the calendar year ending December 31, 1995. McGladrey & Pullen have
examined the financial statements of the Corporation continuously since
the Corporation's date of incorporation. A representative of McGladrey
& Pullen will be present at the Annual Meeting with the opportunity to
make any statement if such representative desires to do so and to
respond to appropriate questions.
PROPOSAL OF CERTAIN STOCKHOLDERS
As of April 20, 1995, there have not been any stockholder proposals
submitted to the Corporation.
OTHER BUSINESS AT ANNUAL MEETING OF STOCKHOLDERS
The Board of Directors knows of no business to come before the
meeting other than as stated in the Notice of the Annual Meeting of
Stockholders. Should any other business requiring the vote of
stockholders properly arise, the enclosed form of proxy gives
discretionary authority to the persons named in the proxy to vote in
accordance with their best judgment on such matters.
PROPOSALS OF STOCKHOLDERS
All proposals of stockholders intended to be presented at the next
Annual Meeting of Stockholders must be received by the Corporation
(Attention: Corporate Secretary) no later than December 31, 1995 to be
considered for inclusion in the Corporation's 1996 proxy materials
relating to that matter.
The Corporation will provide a copy of its Annual Report on Form
10-K (without exhibits) for the year ended December 31, 1994, without
charge to each stockholder, upon written request, including a
representation that he was a beneficial holder of Common Stock of the
Corporation on April 20, 1995, to Mr. Kevin Horton, Secretary, Holco
Mortgage Acceptance Corporation-I, 220 West Colfax Street, Suite 200,
P.O. Box 926, South Bend, Indiana 46624-0926.
By Order of the Board of Directors
John T. Phair
Vice President & Treasurer
Holco Mortgage Acceptance Corporation-I
South Bend, Indiana
April 20, 1995
