UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended December 31, 1996
Commission file number 33-41655
PIPER MORTGAGE ACCEPTANCE CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 41-1697488
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Piper Jaffray Tower, 222 South 9th Street, Minneapolis, Minnesota 55402
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 612-342-6000
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: NONE
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 and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
1,000 Common shares were outstanding as of December 31, 1996, and were wholly
owned by Piper Jaffray Companies Inc.
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.
<PAGE>
PIPER MORTGAGE ACCEPTANCE CORPORATION
(a wholly owned subsidiary of Piper Jaffray Companies Inc.)
TABLE OF CONTENTS
Page
Number
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
Statements of Financial Condition 3
Statements of Operations 4
Statements of Cash Flows 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations 7
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 7
Signatures 8
<PAGE>
PIPER MORTGAGE ACCEPTANCE CORPORATION
(a wholly owned subsidiary of Piper Jaffray Companies Inc.)
STATEMENTS OF FINANCIAL CONDITION
December 31, September 30,
1996 1996
(unaudited)
ASSETS
Cash ............................................... $10,000 $10,000
Deferred shelf registration costs .................. 73,140 73,140
------- -------
$83,140 $83,140
======= =======
LIABILITIES AND STOCKHOLDER'S EQUITY
Payable to Piper Jaffray Companies Inc. ............ $73,140 $73,140
Stockholder's equity:
Common stock, $1 par value, 1,000 shares
authorized, issued and outstanding ............. 1,000 1,000
Additional paid-in capital ....................... 9,000 9,000
------- -------
10,000 10,000
------- -------
$83,140 $83,140
======= =======
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF OPERATIONS
THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995
(Unaudited)
There were no operations conducted during the periods.
STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995
(Unaudited)
There were no operations or cash transactions conducted during the periods.
See accompanying notes to financial statements.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995
1. ORGANIZATION AND BUSINESS ACTIVITY
Piper Mortgage Acceptance Corporation (the Company), incorporated on June 4,
1991, is a wholly owned subsidiary of Piper Jaffray Companies Inc. (the Parent).
The Company has not commenced operations except for the conduct of
organizational matters and the issuance of 1,000 shares of the Company's common
stock to Piper Jaffray Companies Inc. The Company's Certificate of Incorporation
limits the business activities in which it may engage to activities in
connection with or related to the issuance of Bonds, as described below.
The Company's activities will include the issuance and sale of bonds secured by
one or more of the following: mortgage loans and mortgage loans insured by the
Federal Housing Administration or partially guaranteed by the Veteran's
Administration; pass-through mortgage-backed certificates as to which either the
Federal National Mortgage Association, Federal Home Loan Mortgage Corporation,
or Government National Mortgage Association guarantees the timely payment of
interest and timely or ultimate payment of principal; loans or installment sales
contracts secured by manufactured housing; and any other mortgage pass-through
certificates or mortgage-collateralized obligations.
The Company intends to enter into various transactions and arrangements with its
Parent and affiliated companies. These transactions and arrangements will
include the underwriting and selling of mortgage-backed bonds.
The Company has filed a Registration Statement under the Securities Act of 1933
(the Act) with the Securities and Exchange Commission, pursuant to which
$100,000,000 in aggregate principal amount of the Company's mortgage-backed
bonds are registered under the Act.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles and should be read in conjunction with
the Company's annual report on Form 10-K for the year ended September 30, 1996.
The statement of financial condition as of December 31, 1996 and the information
for the periods ended December 31, 1996 and 1995, is unaudited.
3. INCOME TAXES
When operations commence, the Company will file a consolidated federal and state
income tax return with its Parent and affiliates. Payments will be made to the
Parent for income taxes computed on pre-tax book income using the consolidated
effective tax rate. Deferred taxes will be recorded based upon differences
between the financial statement and tax basis of assets and liabilities.
4. RELATED PARTY TRANSACTIONS
At December 31, 1996, deferred shelf registration costs of $73,140 have been
advanced by the Parent. Shelf registration costs will be amortized in proportion
to the amount of the shelf being used at each bond issuance.
In the future, the Company may be charged for certain expenses by the Parent
based on specifically identified charges and other cost allocations. Such cost
allocations will be determined through negotiations between the Company and the
Parent. Management believes that the method of allocation, as so determined,
will be reasonable. In addition, the Parent provides the Company with accounting
and administrative services, including services of officers. At December 31,
1996, the Company was not charged for such services. Operations are not
necessarily indicative of the costs that would be incurred if the Company
operated independently.
<PAGE>
PIPER MORTGAGE ACCEPTANCE CORPORATION
(a wholly owned subsidiary of Piper Jaffray Companies Inc.)
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Resources and Liquidity
The Company's source of funds with respect to mortgage-backed bonds will
be the receipt of payments of principal and interest, including
prepayments, on mortgage collateral securing the bonds, together with
reinvestment income thereon. The Company expects that, at all times,
aggregate future receipts of principal and interest on mortgage
collateral, together with reinvestment income thereon, will exceed the
aggregate of future amounts due as payments of principal and interest on
mortgage-backed bonds.
Results of Operations
The Company has not commenced operations, except for the conduct of
organizational matters, activities relating to the public offering of
bonds, and the issuance of 1,000 shares of the Company's common stock to
Piper Jaffray Companies Inc.
PART II. OTHER INFORMATION:
Item 6. Exhibits and Reports on Form 8-K
(a).Exhibits
None applicable
(b).Reports on Form 8-K
The Company was not required to file any reports on Form 8-K to
the Securities and Exchange Commission during the quarter ended
December 31, 1996.
<PAGE>
SIGNATURES
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.
PIPER MORTGAGE ACCEPTANCE CORPORATION
(Registrant)
Dated February 12, 1997 /s/ DEBORAH K. ROESLER
---------------------
DEBORAH K. ROESLER
Treasurer (Principal Financial and Accounting
Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE FINANCIAL STATEMENTS OF PIPER MORTGAGE ACCEPTANCE CORPORATION AS
OF AND FOR THE PERIODS ENDED DECEMBER 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> DEC-31-1996
<CASH> 10,000
<SECURITIES> 0 <F1>
<RECEIVABLES> 0 <F1>
<ALLOWANCES> 0 <F1>
<INVENTORY> 0 <F1>
<CURRENT-ASSETS> 0 <F1>
<PP&E> 0 <F1>
<DEPRECIATION> 0 <F1>
<TOTAL-ASSETS> 83,140
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 1,000
<OTHER-SE> 9,000
<TOTAL-LIABILITY-AND-EQUITY> 83,140
<SALES> 0 <F2>
<TOTAL-REVENUES> 0 <F2>
<CGS> 0 <F3>
<TOTAL-COSTS> 0 <F2>
<OTHER-EXPENSES> 0 <F2>
<LOSS-PROVISION> 0 <F2>
<INTEREST-EXPENSE> 0 <F2>
<INCOME-PRETAX> 0 <F2>
<INCOME-TAX> 0 <F2>
<INCOME-CONTINUING> 0 <F2>
<DISCONTINUED> 0 <F2>
<EXTRAORDINARY> 0 <F2>
<CHANGES> 0 <F2>
<NET-INCOME> 0 <F2>
<EPS-PRIMARY> 0 <F4>
<EPS-DILUTED> 0 <F4>
<FN>
<F1> NOT APPLICABLE - COMPANY DOES NOT HAVE A CLASSIFIED BALANCE SHEET
<F2> THE COMPANY HAS NOT YET COMMENCED OPERATIONS
<F3> NOT APPLICABLE - THE COMPANY HAS NO SALES, ONLY INTEREST INCOME AS REVENUE
<F4> NOT APPLICABLE - THE COMPANY DOES NOT COMPUTE EARNINGS PER SHARE
</FN>
</TABLE>
