SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 1999
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number: 333-67327
Greenwich Capital Acceptance, Inc.,
Resecuritization Mortgage Trust Certificates, Series 1999-B
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(Exact name of Registrant as specified in its charter)
Delaware 06-1199884
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
600 Steamboat Road
Greenwich, Connecticut 06830
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 622-2700
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Securities registered pursuant to Section 12(b) of the Act: None
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Securities registered pursuant to Section 12(g) of the Act: None
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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 12 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
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Indicate by check mark if disclosure of delinquent filers pursuant to item 405
of Regulation S-K is not contained herein, and will be contained, to the best
of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [ ]
State the aggregate market value of the voting and non-voting common equity
held by non-affiliates of the Registrant: Not applicable
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Indicate the number of shares of common stock of the Registrant outstanding as
of December 31, 1998: Not applicable
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DOCUMENTS INCORPORATED BY REFERENCE
Not Applicable.
* * *
This Annual Report on Form 10-K (the "Report") is filed with respect
to the trust entitled Resecuritization Mortgage Trust, Series 1999-B (the
"Trust") formed pursuant to the agreement dated as of October 1, 1999 (the
"Trust Agreement") among Greenwich Capital Acceptance, Inc., as depositor (the
"Company"), and The Bank of New York, as trustee (the "Trustee"), for the
issuance of Resecuritization Mortgage Trust Certificates, Series 1999-B (the
"Certificates").
PART I
ITEM 1. BUSINESS
Not applicable.
ITEM 2. PROPERTIES
The Certificates, in the aggregate, represent the beneficial
ownership in a Trust consisting of residential mortgage
asset-backed certificates (the "Underlying Securities").
Even though the trusts which issued the Underlying
Securities (the "Underlying Trusts") may acquire title to
real estate on upon default of the mortgagors under the
Mortgage Loans held in the Underlying Trusts, the Trust
cannot obtain title to any real estate. Therefore, this item
is inapplicable.
ITEM 3. LEGAL PROCEEDINGS
There were no material pending legal proceedings relating to
the Trust to which any of the Trust, the Trustee or the
Company was a party or of which any of their respective
properties was the subject during the fiscal year covered by
this Report, nor is the Company aware of any such
proceedings contemplated by governmental authorities.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter was submitted to a vote of Certificateholders, and
no Certificateholder consent was solicited during the fiscal
year covered by this Report.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
(a) There is no established public trading market for
the Certificates.
(b) As of December 31, 1999, there were 14 holders of
record of the Certificates.
(c) Not applicable. (Information as to distributions to
Certificateholders is provided in the Registrant's
filings on Form 8-K.)
ITEM 6. SELECTED FINANCIAL DATA
Not applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Not applicable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Monthly Payment Date Statement distributed to
Certificateholders, dated November 19, 1998 and filed with
the Securities and Exchange Commission on Form 8-K on
December 6, 1999.
Monthly Payment Date Statement distributed to
Certificateholders, dated December 19, 1999 and filed with
the Securities and Exchange Commission on Form 8-K on March
28, 2000.
Monthly Payment Date Statement distributed to
Certificateholders, dated January 19, 2000 and filed with
the Securities and Exchange Commission on Form 8-K on March
28, 2000.
Monthly Payment Date Statement distributed to
Certificateholders, dated February 19, 2000 and filed with
the Securities and Exchange Commission on Form 8-K on March
28, 2000.
Monthly Payment Date Statement distributed to
Certificateholders, dated March 19, 2000 and filed with the
Securities and Exchange Commission on Form 8-K on March 28,
2000.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Not applicable.
ITEM 11. EXECUTIVE COMPENSATION
Not applicable.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets for (i) the name and address of
each entity owning more than 5% of the outstanding principal
amount of each Class of Certificates of the Trust; (ii) the
principal amount of the Class of Certificates owned by each
and (iii) the percent that the principal amount of the Class
of Certificates owned by such entity represents in the
aggregate outstanding principal amount of such Class of
Certificates. The information set forth in the table for the
Certificates is based upon information obtained by the Trust
from DTC and represents ownership of beneficial interest in
the Certificates held by DTC. The Company is not aware of
any Schedule 13D or 13G filed with the Securities and
Exchange Commission in respect of the Certificates.
Class A-1 Principal Balance Percentage
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TPTM Supervisor $125,000,000 55.80%
4 New York Plaza
13th Floor
New York, NY 10004
Georgia Staniback $ 99,000,000 44.19%
5 New York Plaza
21st Floor
New York, NY 10004
Class A-2 Principal Balance Percentage
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Issuer Services $29,613,000 100.00%
c/o ADP Proxy Services
S 1 Mercedes Way
Edgewood, NY 11717
Class A-3 Principal Balance Percentage
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Cecile Lamarco $19,900,000 100.00%
925 Patterson Plank Rd.
Secaucus, NJ 07094
Class A-4 Principal Balance Percentage
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Cecile Lamarco $13,708,000 100.00%
925 Patterson Plank Rd.
Secaucus, NJ 07094
Class A-5 Principal Balance Percentage
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John Lasher $3,500,000 10.96%
c/o BT Service Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37221
Constance Holloway $2,000,000 6.26%
c/o Mellon Bank
Three Mellon Bank Center
Pittsburgh, PA 15258
Jarvis A. McKee $18,728,500 5.86%
801 s. Canal
Chicago, IL 60607
Joseph J Callahan $4,400,000 13.78%
1776 Heritage Drive
Global Corporate Action Unit
North Quincy, MA 02171
Class A-R Principal Balance Percentage
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Greenwich Capital Markets, Inc. $48.00 100%
600 Steamboat Road
Greenwich, CT 06830
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Not Applicable.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM
8-K
(a) The required exhibits are as follows:
Exhibit 3(i): Copy of Company's
Certificate of Incorporation (Filed as an Exhibit
to Registration Statement on Form S-11 (File No.
33-42443)).
Exhibit 3(ii): Copy of Company's By-laws
(Filed as an Exhibit to Registration Statement on
Form S-11 (File No. 33-42443)).
(b) On March 28, 2000 the current report on Form 8-K
was filed in order to provide the statements for
the monthly distributions to the holders of
Certificates. No other reports on Form 8-K have
been filed during the last quarter of the period
covered by this report.
(c) Not applicable.
(d) Omitted.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant certifies that it has duly caused this
Report to be signed on its behalf by the undersigned, thereunto duly
authorized.
GREENWICH CAPITAL ACCEPTANCE, INC.
By: /s/ Robert J. McGinnis
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Robert J. McGinnis
President
Pursuant to the requirements of the Securities Exchange Act of 1934,
this Report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
Signature Title Date
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<S> <C> <C>
President
/s/ Robert J. McGinnis (Principal Executive Officer) March 27, 2000
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Robert J. McGinnis
Chief Financial Officer
(Principal Financial Officer and
/s/ John M. Ryan Principal Accounting Officer) March 27, 2000
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John M. Ryan
Senior Vice President,
/s/ John C. Anderson Secretary and Director March 27, 2000
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John C. Anderson
/s/ Jay N. Levine Director March 27, 2000
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Jay N. Levine
</TABLE>
EXHIBIT INDEX
Sequential
Exhibit Document Page Number
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3(i) Company's Restated Certificate of Incorporation (Filed as an
Exhibit to Registration Statement on Form S-11 (File
No.33-42443)) *
3(ii) Company's By-laws (Filed as an Exhibit to Registration
Statement on Form S-11 (File No. 33-42443)) *
__________________
* Incorporated herein by reference.
