SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form l0-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [Fee Required] For the fiscal
year ended June 30, 1996
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [No Fee Required] For the
transition period from to
Commission file number 0-19048
Bear Stearns Asset Backed Investors Corp.
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(Exact name of registrant as specified in its charter)
Delaware 13-3579047
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
245 Park Avenue, New York, New York 10167
(212) 272-2000
(Address, including Zip Code, and Telephone Number, Including
Area Code, of Registrant's Principal Executive Offices)
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
None -
Securities registered pursuant to Section 12(g) of the Act:
None
(Title of class)
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
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not 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. X
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of September 3, 1996.
100 shares of Common Stock, par value $1.00 per share
THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION J(1)(a) AND
(b) OF FORM 10-K AND THEREFORE IS FILING THIS FORM WITH THE REDUCED DISCLOSURE
FORMAT CONTEMPLATED THEREBY.
<PAGE>
PART I
ITEM 1 - BUSINESS
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Bear Stearns Asset Backed Investors Corp. (the "Company) was organized by,
and is a direct wholly-owned limited purpose subsidiary of The Bear Stearns
Companies Inc. The Company was incorporated in the State of Delaware on
January 26, 1989.
The Company was formed solely for the purpose of issuing directly or
through trusts established by it, in series, debt obligations that are
secured or collateralized by one or more pools of retail installment sales
contracts or loan agreements secured by new or used automobile or
light-duty trucks, net of servicing and other fees, security interests in
the vehicles financed thereby, and certain other collateral.
As of June 30, 1996, the Company had not commenced operations.
ITEM 2 - PROPERTIES
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The Company owns no physical properties.
ITEM 3 - LEGAL PROCEEDINGS
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No legal proceedings are pending.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
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Pursuant to General Instruction J of Form 10-K, the information required by
Item 4 is omitted.
PART II
ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
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There is no established public trading market for the common equity of the
Company. All of the issued and outstanding shares of such common equity are
owned by The Bear Stearns Companies Inc.
No cash dividends have been declared or paid on the Company's common
equity.
ITEM 6 - SELECTED FINANCIAL DATA
------------------------
Pursuant to General Instruction J of Form 10-K, the information required by
Item 6 is omitted.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
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CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by
Item 7 is omitted.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
-------------------------------------------
The financial statements and supplementary financial information required
by this Item and included in this report are listed in the index appearing
on page F-1.
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
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FINANCIAL DISCLOSURE
=-------------------
None
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
--------------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by
Item 10 is omitted.
ITEM 11 - EXECUTIVE COMPENSATION
------------------------
Pursuant to General Instruction J of Form 10-K, the information required by
Item 11 is omitted.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
--------------------------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by
Item 12 is omitted.
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
-----------------------------------------------
Pursuant to General Instruction J of Form 10-K, the information required by
Item 13 is omitted.
PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
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(a) List of Financial Statements, Financial Statements Schedules and
Exhibits:
Financial Statements
--------------------
The financial statements required to be filed herunder are listed on page
F-l hereof.
Financial Statement Schedules
-----------------------------
The financial statement schedules required to be filed hereunder are listed
on page F-1 hereof.
Exhibits
--------
(27) Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K have been filed during the last quarter of the
period covered by this report.
<PAGE>
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SIGNATURES
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Pursuant to the requirements of Section 13 or 15(d) 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, on the 25th day of
September 1996.
Bear Stearns Asset Backed Investors Corp. (Registrant)
By: /s/ Patricia Jehle
Patricia Jehle
President and Chief Executive Officer
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 and
in the capacities indicated on the 25th day of September, 1996.
/s/ Patricia Jehle President, Chief Executive Officer and
Patricia Jehle Director (Principal Executive Officer)
/s/ Warren J. Spector Director
Warren J. Spector
/s/ Marshall W. Coburn Vice President, Secretary and Director
Marshall W. Coburn
/s/ William J. Montgoris Executive Vice President and Treasurer
William J. Montgoris (Principal Financial and Accounting Officer)
<PAGE>
BEAR STEARNS ASSET BACKED INVESTORS CORP.
INDEX TO FINANCIAL STATEMENTS
Page
Independent Auditors' Report F-2
Statements of Financial Condition at June 30, 1996 and 1995 F-3
Note to Statements of Financial Condition F-4
Financial Statement Schedules are omitted because they are inapplicable or the
information is included in the financial statement or notes thereto.
<PAGE>
PAGE F-2
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Stockholder,
Bear Stearns Asset Backed Investors Corp.:
We have audited the accompanying statements of financial condition of Bear
Stearns Asset Backed Investors Corp. (a wholly owned subsidiary of The Bear
Stearns Companies Inc.) as of June 30, 1996 and 1995. These statements of
financial condition are the responsibility of the Company's management. Our
responsibility is to express an opinion on these statements of financial
condition based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits porvide a reasonable basis for our opinion
In our opinion, such statements of financial condition present fairly, in all
material respects, the financial position of Bear Stearns Asset Backed Investors
Corp. at June 30, 1996 and 1995, in conformity with generally accepted
accounting principles.
Deloitte & Touche LLP
New York, New York
September 20, 1996
<PAGE>
<TABLE>
Page F-3
BEAR STEARNS ASSET BACKED INVESTORS CORP.
STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
June 30, June 30,
1996 1995
<S> <C> <C>
Asset
Cash $100 $100
---- ----
Total $100 $100
==== ====
Stockholder's Equity
Common stock, $1.00 par value;
1000 shares authorized;
100 shares outstanding $100 $100
---- ----
Total $100 $100
==== ====
See note to statements of financial condition.
</TABLE>
<PAGE>
Page F-4
BEAR STEARNS ASSET BACKED INVESTORS CORP.
NOTE TO STATEMENTS OF FINANCIAL CONDITION
Note 1. Organization
Bear Stearns Asset Backed Investors Corp. (the "Company"), a direct wholly-owned
limited purpose subsidiary of The Bear Stearns Companies Inc. ("Bear
Stearns"), was organized on January 26, 1989.
The Company was formed solely for the purpose of issuing directly or through
trusts established by it, in series, debt securities that are secured or
collateralized by one or more pools of retail installment sales contracts or
loan agreements secured by new or used automobile or light-duty trucks, net of
servicing and other fees, security interests in the vehicles financed thereby,
and certain other collateral.
As of June 30, 1996, the Company had not commenced operations, except for the
conduct of non-recurring organizational matters and activities, the cost for
which were borne by an affiliate. Accordingly, the Company had no results of
operations for the fiscal years ended June 30, 1996 and 1995. The balance in the
stockholder's equity consists solely of common stock issued on January 26, 1989;
thus, no statement of stockholder's equity is presented. All funds were obtained
from capital transactions. As a result, no statement of cash flows is presented.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements contained in the body of the accompanying Form 10-K and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> Year
<FISCAL-YEAR-END> Jun-30-1996
<PERIOD-END> Jun-30-1996
<CASH> 100
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 100
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 100
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 100
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
